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Agenda 02-17-26The City of Boynton Beach City Commission Agenda Tuesday, February 17, 2026, 6:00 PM City Hall Commission Chambers 100 E. Ocean Avenue Boynton Beach City Commission Rebecca Shelton, Mayor (At Large) Woodrow L Hay, Vice Mayor (District II) Angela Cruz, Commissioner (District I) Thomas Turkin, Commissioner (District III) Aimee Kelley, Commissioner (District IV) Daniel Dugger, City Manager Shawna Lamb, City Attorney Maylee De Jesus, City Clerk *Mission* To create a sustainable community by providing exceptional municipal services, in a financially responsible manner. www.boynton-beach.org 1 Welcome Thank you for attending the City Commission Meeting General Rules & Procedures for Public Participation at City of Boynton Beach Commission Meetings The Agenda: There is an official agenda for every meeting of the City Commissioners, which determines the order of business conducted at the meeting. The City Commission will not take action upon any matter, proposal, or item of business, which is not listed upon the official agenda, unless a majority of the Commission has first consented to the presentation for consideration and action. Consent Agenda Items: These are items which the Commission does not need to discuss individually and which are voted on as a group. Regular Agenda Items: These are items which the Commission will discuss individually in the order listed on the agenda. Voice Vote: A voice vote by the Commission indicates approval of the agenda item. This can be by either a regular voice vote with "Ayes & Nays" or by a roll call vote. Speaking at Commission Meetings: The public is encouraged to offer comment to the Commission at their meetings during Public Hearings, Public Audience, and on any regular agenda item, as hereinafter described. City Commission meetings are business meetings and, as such, the Commission retains the right to impose time limits on the discussion on an issue. Public Hearings: Any citizen may speak on an official agenda item under the section entitled "Public Hearings." Public Audience: Any citizen may be heard concerning any matter within the scope of the jurisdiction of the Commission - Time Limit - Three (3) Minutes. Regular Agenda Items: Any citizen may speak on any official agenda item(s) listed on the agenda after a motion has been made and properly seconded, with the exception of Consent Agenda Items that have not been pulled for separate vote, reports, and presentations. - Time Limit - Three (3) Minutes. Addressing the Commission: When addressing the Commission, please step up to either podium and state your name for the record. Decorum: Any person who disrupts the meeting while addressing the Commission may be ordered by the presiding officer to cease further comments and/or to step down from the podium. Failure to discontinue comments or step down when so ordered shall be treated as a continuing disruption of the public meeting. An order by the presiding officer issued to control the decorum of the meeting is binding, unless over-ruled by the majority vote of the Commission members present. Please turn off all cellular phones in the City Commission Chambers while the City Commission Meeting is in session. 2 1.Openings The City of Boynton Beach encourages interested parties to attend and participate in public meetings either in-person or via communications media technology online. To view and/or participate in the City Commission meeting online you have the following options: 1. Watch the meeting online, but not participate: https://www.boynton-beach.org/748/Watch-City-Commission-Meetings 2. Watch the meeting online and provide public comment during the meeting: YouTube channel (https://www.youtube.com/@cityofboynton). Please click onto the description / more tab under the video player to see: *The Agenda link *Live-To-Air Public Comment link *Instructions on how to make a comment link *Tech Support hotline number If you are following the agenda and want to speak specifically during the agenda item labeled “Public comments”, you are permitted to start the connectivity process during the item that precedes public comments to ensure that all contributors are in que, screened and ready when that segment of the agenda is presented, or please wait until your topic of concern is being discussed before requesting to join the meeting for public comment. Please note that time limits will be enforced so comments must be limited to no more than 3 minutes. *Presenters, Consultants, and Subject Matter Experts (SME) may join at any time with prior approval. For additional information or for special assistance prior to the meeting, please contact Maylee De Jesús, City Clerk at cityclerk@bbfl.us or (561) 742-6061. 3 A.Call to Order - Mayor Rebecca Shelton 2.Other A.Information Items by members of the City Commission. 3.Announcements, Community and Special Events And Presentations A.Boca Raton Bowl Presentation. B.Proclamation- 211 Awareness Month. C.Proclamation- The Lord's Place March to End Homelessness Awareness Day. 4.Public Audience 5.Administrative A.Request for a waiver of appointment requirements for Advisory Boards. B.Advisory Board Appointments 6.Consent Agenda A.Proposed Resolution No. R26-023- Approve the Renewal Letter extending the Interlocal Agreement between the City of Boynton Beach and the Boynton Beach Roll Call. Invocation by Vice Mayor Woodrow L. Hay. Pledge of Allegiance to the Flag led by Mayor Rebecca Shelton. Agenda Approval: 1. Additions, Deletions, Corrections 2. Adoption City Commissioners to disclose any informational items to the public. The staff of the Boca Raton Bowl will make a small presentation recognizing the City of Boynton Beach for its efforts as a practice site for the Boca Raton Bowl. Mayor Shelton will read the proclamation into the record. The proclamation will be accepted by Elizabeth Burrows, of 211 Director of Development and Community Relations. Mayor Shelton will read the proclamation into the record. The proclamation will be accepted by John Gilmore, Director of Men's Services at The Lord's Place. Public Audience: Any citizen may be heard concerning any matter within the scope of the jurisdiction of the Commission. Speakers will be limited to 3-minute presentations (at the discretion of the Chair, this 3-minute allowance may need to be adjusted depending on the level of business coming before the City Commission). Don Danzieri is seeking a waiver for the Community Redevelopment Agency Advisory Board because he lives outside of the City limits. City Commission to reappoint and appoint eligible members of the community to serve in vacant positions on City Advisory Boards. 4 Community Redevelopment Agency for funding an on-demand transportation services pilot program for a one-year period. B.Proposed Resolution No. R26-024- Approving the First Amendment to the Interlocal Agreement for the Public Safety Radio System between the City and Palm Beach County. C.Proposed Resolution No. R26-025- Approve a Utility Easement Encroachment Agreement between the City of Boynton Beach and BB1 Development, LLC to allow the developer to install private water service lines within a 10-foot utility easement dedicated to the City of Boynton Beach. D.Proposed Resolution No. R26-026- Approving the Settlement Agreement and Full and Final General Release in the matter of Bria Smith v. City of Boynton Beach, totaling $75,000. E.Commission Meeting Minutes. 7.Consent Bids and Purchases A.Proposed Resolution No. R26-027- Approving the sole source purchase of software licenses with Peregrine Technologies, Inc., in an amount not to exceed $370,900. B.Proposed Resolution No. R26-028- Approve Amendment No. 1 to the Piggyback Agreement between the City and IPS Group, Inc. for parking management solutions for the City's parking enforcement services. C.Proposed Resolution No. R26-029- Approving Task Order No. GESPW-1B-04-25 with CDM Smith, Inc. for Construction Engineering Inspection and Resident Compliance Support Services for the SE 1st Street Streetscape Project in the amount of $428,400, plus a 10% allowance of $42,840, for a total not-to-exceed amount of $471,240. Proposed Resolution No. R26-030- Approving a Budget Amendment to CIP Fund 303 to increase Project TR2001 by $283,875. 8.Public Hearing 6 P.M. or as soon thereafter as the agenda permits. T he City Commission will conduct these public hearings in its dual capacity as Local Planning Agency and City Commission. A.Proposed Ordinance No. 26-004- First Reading, An Ordinance of the City Staff recommends approval of Proposed Resolution No. R26-023. Staff recommends approval of Proposed Resolution No. R26-024 Staff recommends approval of Proposed Resolution No. R26-025. Staff recommends approval of Proposed Resolution No. R26-026. Approve minutes from the January 20, 2026 City Commission Meeting. Staff recommends approval of Proposed Resolution No. R26-027. Staff recommends approval of Proposed Resolution No. R26-028. Staff recommends approval of Proposed Resolution No. R26-029 and Proposed Resolution No. R26-030. 5 Commission of the City of Boynton Beach, Florida, Amending Chapter 2, Article I, Section 2 "Types of Land Development Applications;" and Chapter 2, Article II, Section 4.B "Community Design Appeal" to add an administrative approval process; providing for codification; conflicts; severability; and an effective date. B.Proposed Ordinance No. 26-005- First Reading, An Ordinance of the City Commission of the City of Boynton Beach, Florida, amending Ordinance No. 08-007 by amending Policy 4.5.3 of the Comprehensive Plan's Conservation Element of the City of Boynton Beach, Florida, to implement a payment in lieu option for conservation lands; providing a business impact statement; providing for severability, conflicts, and providing for an effective date. C.Variance (ZNCV 2025.07.4717) for Estancia at Boynton Beach Homeowners Association, Inc. located at 3200 Estancia Lane. D.Major Site Plan Modification (MSPM 2025.07.4717) for Estancia at Boynton Beach Homeowners Association, Inc. located at 3200 Estancia Lane. 9.City Manager’s Report 10.Regular Agenda 11.Future Agenda Items A.Quarterly joint City/CRA coordination meeting - April 14, 2026, prior to the regular CRA Meeting. B.Discussion regarding combining City properties together to create senior affordable housing.- TBD. C.Discussion regarding requirements to construct required sidewalks and exemptions as outlined in Land Development Regulations, Chapter 4, Article VIII, Section 3 Standards, D Sidewalks. - TBD D.Discussion regarding creating a beautification board. - TBD Staff recommends approval of Proposed Ordinance No. 26-004, at first reading. Staff recommends approval of the Proposed Ordinance No. 26-005, at first reading. DENIAL of a Development Order for a Variance (ZNCV 2025.07.4717) from Part III, Chapter 4, Article II, Section 4.B.3.c.(2) Table 4-4 “Urban Landscape Buffer” to allow for adjusting the minimum required buffering to a 6-foot fence with a continuous hedge located on the inside of the fence. Should the City Commission approve the proposed Variance request, staff recommends APPROVAL contingent on the Conditions of Approval referenced in Exhibit “D”. DENIAL of the request for a Major Site Plan Modification (MSPM 2025.07.4717) application to construct a 6-foot fence in Estancia at Boynton Beach Homeowners Association, Inc. located at 3200 Estancia Lane. However, if the Commission approves the proposed Variance, staff recommends APPROVAL, contingent upon satisfying all conditions indicated in Exhibit D- Conditions of Approval. Requested by City Commission and CRA Board. Requested by Vice Mayor Hay. Requested by Commissioner Cruz. Requested by Commissioner Turkin. 6 E.Discussion in regards to an additional area that might be available as a future cemetery.- TBD F.Discussion regarding Amendments to the Code of Ordinances regarding flooding in the community.- TBD G.Discussion on the formation of a Task Force for updates to the Land Development Regulations. -TBD H.Discussion regarding property taxes, at a macro level.-TBD I.Discussion regarding Little Free Libraries and Little Free Pantries on private p r o p e r ty.- This item was tabled at the January 20, 2026 City Commission Meeting. - TBD 12.Adjournment Requested by Vice Mayor Hay. Requested by Commissioner Cruz. Requested by Commissioner Turkin. Requested by Commissioner Turkin. Discussion and seek City Commission direction regarding Little Free Libraries and Little Free Pantries on private property. Notice If a person decides to appeal to any decision made by the City Commission with respect to any matter considered at this meeting, He/She will need a record of the proceedings and, for such purpose, He/She may need to ensure that a verbatim record of the proceedings is made, which record includes the testimony and evidence upon which the appeal is to be based. (F.S. 286.0105) The City shall furnish appropriate auxiliary aids and services where necessary to afford an individual with a disability an equal opportunity to participate in and enjoy the benefits of a service, program, or activity conducted by the City. Please contact the City Clerk's office, (561) 742-6060 or (TTY) 1-800-955-8771, at least 48 hours prior to the program or activity in order for the City to reasonably accommodate your request. Additional agenda items may be added subsequent to the publication of the agenda on the City's web site. Information regarding items added to the agenda after it is published on the City's web site can be obtained from the office of the City Clerk. 7 City of Boynton Beach Agenda Item Request Form 3.A Announcements, Community and Special Events And Presentations 02/17/2026 Meeting Date: 02/17/2026 Boca Raton Bowl Presentation. Requested Action: The staff of the Boca Raton Bowl will make a small presentation recognizing the City of Boynton Beach for its efforts as a practice site for the Boca Raton Bowl. Explanation of Request: The staff of the Boca Raton Bowl will make a small presentation recognizing the City of Boynton Beach for its efforts as a practice site for the Boca Raton Bowl. How will this affect city programs or services? N/A Account Line Item and Description: N/A Fiscal Impact: N/A 8 City of Boynton Beach Agenda Item Request Form 3.B Announcements, Community and Special Events And Presentations 02/17/2026 Meeting Date: 02/17/2026 Proclamation- 211 Awareness Month. Requested Action: Mayor Shelton will read the proclamation into the record. The proclamation will be accepted by Elizabeth Burrows, of 211 Director of Development and Community Relations. Explanation of Request: NA How will this affect city programs or services? NA Fiscal Impact: There is no fiscal impact to the budget for this item. Attachments: 211 Awareness Month.docx 9 Proclamation WHEREAS, 211 Palm Beach and Treasure Coast has responded to more than 3 million calls to the 211 HelpLine since its inception in 1971 and receives over 120,000 requests for help each year; and WHEREAS, 211’s highly trained and accredited team continues to serve as frontline responders 24 hours a day, every day of the year, including times of disaster and great uncertainty. 211 provides free, confidential and 24/7 access to life-saving crisis intervention, suicide prevention, emotional support, and community navigation services year-round; and WHEREAS, the mental health of many in our community is at risk due to challenges with health, addiction, and a lack of basic needs such as housing, utility payments, food and transportation —211’s team handles every request with compassion and empathy, de -escalating crisis situations and helping people navigate community resources to overcome everyday struggles and life’s darkest moments; and WHEREAS, 211 also offers specialized advocacy and support programs to groups who face a higher risk of crisis, including seniors, veterans and first responders, and children with developmental delays and other special needs; and WHEREAS, 211 is also the regional responder for the national 988 Suicide & Crisis Lifelin e, the Florida Veterans Support Line, other special projects designed to help people facing unique crisis situations. Now, Therefore, I Mayor Rebecca Shelton hereby proclaim February, 2026 as: 2-1-1 Awareness Month in the City of Boynton Beach and urge al l citizens to be aware that 211 is available—by phone, text, email or online chat—24 hours a day, for anyone seeking help with everyday challenges or crisis situations. The 211 team also helps people connect to local resources for Mental Health Counseling, Substance Use Disorder, Health Care, Employment, Food, Housing, Day Care, Legal Services, and so much more. IN WITNESS WHEREOF, I hereunto set my hand and cause the official seal of the City of Boynton Beach, Florida, to be affixed this 17th day of February, Two Thousand Twenty-Six. _________________________ Rebecca Shelton, Mayor ATTEST: ___________________ Maylee De Jesús, MPA, MMC, City Clerk 10 City of Boynton Beach Agenda Item Request Form 3.C Announcements, Community and Special Events And Presentations 02/17/2026 Meeting Date: 02/17/2026 Proclamation- The Lord's Place March to End Homelessness Awareness Day. Requested Action: Mayor Shelton will read the proclamation into the record. The proclamation will be accepted by John Gilmore, Director of Men's Services at The Lord's Place. Explanation of Request: NA How will this affect city programs or services? NA Fiscal Impact: There is no fiscal impact to the budget for this item. Attachments: March to End Homelessness Awareness Day.docx 11 Proclamation WHEREAS, homelessness is a serious social and economic issue impacting all levels of our society. The City of Boynton Beach and The Lord’s Place recognize that all people deserve respect and a place to call home; and WHEREAS, the City of Boynton Beach and The Lord’s Place are partners in providing that respect and pathway to a brighter future for men, women, and families who are homeless in our community; and WHEREAS, the City of Boynton Beach extends its appreciation to The Lord’s Place for its leadership on this critical social issue and its wide array of successful programs and services changing the lives of the homeless one life at a time; and WHEREAS, The Lord’s Place will hold its 2nd annual March to End Homelessness on Friday, February 27, 2026, at 2:00 P.M. at Centennial Square. The Lord’s Place and the City of Boynton Beach recognize the many community members supporting the March, including The Honorable Ann Brown; and WHEREAS, The Lord’s Place and the City of Boynton Beach applaud corporate partners, especially Searcy Denney Scarola Barnhart & Shipley, for “taking time to care” for the most vulnerable individuals and families living in Palm Beach County; and WHEREAS, the mission of The Lord’s Place is to “break the cycle of homelessness by providing innovative, compassionate, and effective Services to men, women, and children in our community.” NOW THEREFORE, I, Rebecca Shelton, Mayor of the City of Boynton Beach, Florida, do hereby proclaim February 27, 2026, as: The Lord’s Place March to End Homelessness Awareness Day IN WITNESS WHEREOF, I have hereunto set my hand and cause the Seal of the City of Boynton Beach, Florida, to be affixed at Boynton Beach Florida, the 17th day of February, Two Thousand Twenty-Six. __ Rebecca Shelton, Mayor ATTEST: ____ __ Maylee De Jesús, MPA, MMC, City Clerk 12 City of Boynton Beach Agenda Item Request Form 5.A Administrative 02/17/2026 Meeting Date: 02/17/2026 Request for a waiver of appointment requirements for Advisory Boards. Requested Action: Don Danzieri is seeking a waiver for the Community Redevelopment Agency Advisory Board because he lives outside of the City limits. Explanation of Request: Don Danzieri is seeking a waiver for the Community Redevelopment Agency Advisory Board because he lives outside of the City limits. Part II of the City’s Code of Ordinances, titled “Advisory Boards and Committees,” Chapter 27, Article I “In General,” Section 27-2 outlines the specific requirements for selecting, organizing, and qualifying members of boards and committees, as well as their terms. The City Commission recognizes that strictly adhering to these requirements may sometimes limit the City’s ability to appoint the most qualified and suitable individuals for these roles. Therefore, the City Commission has determined that it would be beneficial to have limited authority to waive certain requirements, including residency, term limits, and specific qualifications. This waiver authority would enable the City Commission to consider exceptional candidates who could offer valuable expertise, experience, and perspective to the City’s boards and committees, even if they do not meet all standard requirements. Account Line Item and Description: NA Fiscal Impact: There's no fiscal impact to the budget for this item. Attachments: Don Danzieri - Waiver of Requirements.pdf 13 14 15 16 City of Boynton Beach Agenda Item Request Form 5.B Administrative 02/17/2026 Meeting Date: 02/17/2026 Advisory Board Appointments Requested Action: City Commission to reappoint and appoint eligible members of the community to serve in vacant positions on City Advisory Boards. Explanation of Request: The City Clerk's Office has received applications from City residents who are seeking to become new board members. The attached list contains term openings and vacancies on the various advisory boards with the designated Commission members having responsibility for the appointment to fill each term opening and vacancy. How will this affect city programs or services? Appointments are necessary to keep City Advisory Boards full and operating as effectively as possible. Fiscal Impact: There is no fiscal impact to the budget for this item. Attachments: 5B. Advisory Board Appointments Reappointments and Applicants for February 17, 2026- Final.pdf Don Danzieri - CRA Advisory Board.pdf Regina Simmons - CRA Advisory Board.pdf Kim Kelly - CRA Advisory Board.pdf Sesha Ramdhan - Education and Youth Board.pdf William Perkins - Senior Advisory Board.pdf Mark Stephenson - Senior Advisory Board.pdf 17 Advisory Board Vacancies February 17, 2026 Art Advisory Board Regular Member 2 (2 year) terms Alternate Member 2 (1 year) terms Mayor Shelton Regular Vacant I Cruz Regular Vacant II Hay Alternate Vacant Applicants: None Building Board of Adjustment and Appeals Regular Member 2 (2 year) terms Alternate Member 2 (1 year) terms Mayor Shelton Regular Vacant I Cruz Regular Vacant II Hay Regular Vacant III Turkin Alternate Vacant Applicants: None Community Redevelopment Agency Advisory Board 2 Year Staggered Terms III Turkin Regular Vacant Applicants: Don Danzieri Seeking the Regular Board Member position, needs a waiver for residency. Regina Simmons Seeking the Regular Board Member position. Kim Kelly Seeking the Regular Board Member position. Education and Youth Advisory Board Regular Member 2 (2 year) terms Alternate/Student Member 2 (1 year) terms III Turkin Regular Vacant IV Kelley Alternate Vacant Mayor Shelton Student Vacant I Cruz Student Vacant Applicant: Sesha Ramdhan Seeking the Regular Board Member position. 18 Advisory Board Vacancies February 17, 2026 Historic Resources Preservation Board – Quasi-judicial Regular Member 2 (2 year) terms Alternate Member 2 (1 year) terms Mayor Shelton Regular Vacant I Cruz Regular Vacant II Hay Regular Vacant III Turkin Regular Vacant IV Kelley Alternate Vacant Applicants: None Library Advisory Board Regular Member 2 (2 year) terms Alternate Member 2 (1 year) terms III Turkin Regular Vacant IV Kelley Regular Vacant Mayor Shelton Alternate Vacant I Cruz Alternate Vacant Applicants: None Senior Advisory Board Regular Member 2 (2 year) terms Alternate Member 2 (1 year) terms Mayor Shelton Regular Vacant I Cruz Regular Vacant II Hay Regular Vacant III Turkin Regular Vacant IV Kelley Regular Vacant Mayor Shelton Regular Vacant Applicants: William Perkins Seeking the Regular Board Member position. Mark Stephenson Alternate Board Member, seeking Regular Board Member vacancy. Applications Received: 11/02/25 Regina Fay Sr. Adv. No vacancies notified via email 11/4/25 09/20/25 Taylor Millien E&YAB Does not live in the City- can apply for waiver, applicant notified via email 09/30/25. 09/08/25 Suzanne Ferguson CRAB No vacancies Applicant notified via email 9/8/25 08/07/25 Thiago Coracini CRAB No vacancies, not a registered voter, Applicant notified via email 08/08/25 06/11/25 Mark Karageorge CRAB No vacancies Applicant notified via email 6/16/25 04/06/25 Deborah Tarca CRAB No vacancies Applicant notified via email 4/18/25 19 Advisory Board Appointment Application Thank you for your interest in serving on one of the City's Advisory Boards and for taking the time to fill out this form. If instructions are not followed or the application is not filled out in its entirety, the form will be returned for clarification. EMAIL DISCLAIMER: Please be advised that under Florida law, e-mail addresses are public records. If you do not want your e- mail address released in response to a public-records request, do not send electronic mail. Instead, contact the City of Boynton Beach offices by phone or in writing: City of Boynton Beach, City Clerk's Office, City Hall, 100 E. Ocean Ave., Boynton Beach, FL 33435, Mailing address: P.O. Box 310, Boynton Beach, FL 33435-0310 | Phone: (561) 742-6060 | City Clerk FAX: (561) 742- 6090 Today's Date * First Name * Last Name * Phone Number * Email * Date of Birth * Street Address * Street Address 2 City * State * Zip Code * Country * Current occupation or, if retired prior occupation Education Are you a registered voter * Do you reside within the Boynton Beach City Limits?* 1/13/2026 Don Danzieri 9082164450 dondanzieri@aol.com 5/3/1958 9774 Arbor View Drive South Boynton Beach Florida 33437 United States Bachelor's Degree - Business Administration Yes No Yes No 20 Do you own/manage a business within City limits?* If Yes, Name of Business Are you currently serving on a City board?* Have you served on a City board in the past?* If Yes, which board(s) and when? Have you ever been convicted of a crime?* If Yes, when and where? Advisory Board * For board listing. requirements, responsibilities and meeting times and dates. please visit: Advisory Boards web page If appointed by the City Commission to serve as a Board Chair or Vice Chair are you willing to serve in this capacity?* Personal Qualifications * Professional Memberships * Attachments Your completed Advisory Board Appointment application will be added to the City's Talent Bank, a file to which Commissioners may turn for candidates when board openings occur. Certification * Yes No Yes No Yes No Yes No Please indicate which advisory board you are seeking appointment. Community Redevelopment Agency Advisory Board Yes No What personal qualifications do you possess (i.e. profession, previous experience, branch of military service or organization which you feel would make you a good candidate for this board? Please be specific. , 30 years of financial experience in a corporate environment. Please list any professional memberships N/A Feel free to attach/upload an extra sheet or resume. I, the applicant, hereby certify that the statements and answers provided herein are true and accurate. I understand that, if appointed, any false statements may be cause for removal from a board. I, the applicant, DO NOT certify that the statements and answers provided herein are true and accurate. 21 Advisory Board Appointment Application Thank you for your interest in serving on one of the City's Advisory Boards and for taking the time to fill out this form. If instructions are not followed or the application is not filled out in its entirety, the form will be returned for clarification. EMAIL DISCLAIMER: Please be advised that under Florida law, e-mail addresses are public records. If you do not want your e- mail address released in response to a public-records request, do not send electronic mail. Instead, contact the City of Boynton Beach offices by phone or in writing: City of Boynton Beach, City Clerk's Office, City Hall, 100 E. Ocean Ave., Boynton Beach, FL 33435, Mailing address: P.O. Box 310, Boynton Beach, FL 33435-0310 | Phone: (561) 742-6060 | City Clerk FAX: (561) 742- 6090 Today's Date * First Name * Last Name * Phone Number * Email * Date of Birth * Street Address * Street Address 2 City * State * Zip Code * Country * Current occupation or, if retired prior occupation Education Are you a registered voter * Do you reside within the Boynton Beach City Limits?* 1/23/2026 Regina Simmons 561-441-1151 reginacs42@gmail.com 11/8/1962 7843 Manor Forest Blvd Boynton Beach FL 33436 United States Customer Service Manager College Courses Yes No Yes No 22 Do you own/manage a business within City limits?* If Yes, Name of Business Are you currently serving on a City board?* Have you served on a City board in the past?* If Yes, which board(s) and when? Have you ever been convicted of a crime?* If Yes, when and where? Advisory Board * For board listing. requirements, responsibilities and meeting times and dates. please visit: Advisory Boards web page If appointed by the City Commission to serve as a Board Chair or Vice Chair are you willing to serve in this capacity?* Personal Qualifications * Professional Memberships * Attachments Your completed Advisory Board Appointment application will be added to the City's Talent Bank, a file to which Commissioners may turn for candidates when board openings occur. Certification * Yes No Regina Simmons, PA Yes No Yes No Yes No Please indicate which advisory board you are seeking appointment. Community Redevelopment Agency Advisory Board Yes No What personal qualifications do you possess (i.e. profession, previous experience, branch of military service or organization which you feel would make you a good candidate for this board? Please be specific. , I have led teams, managed high-stake operations. I handle compliance, budgets, safety and performance metrics as a manager for American Airlines at PBI. I also create economic empowerment events, such as the Best Version of You event for Women Empowerment held recently at the Manatee Lagoon. Community engagement initiatives, such as the Candidates Forum held in Delray Beach recently. In addition, I also work with small business owners and professional organizations. Please list any professional memberships National Coalition of 100 Black Women, South Palm Beach Chapter National Association of Realtors ICABA Professional Women in Aviation Feel free to attach/upload an extra sheet or resume. R Simmons Resume Promotions 2026.docx 15.46KB I, the applicant, hereby certify that the statements and answers provided herein are true and accurate. I understand that, if appointed, any false statements may be cause for removal from a board. I, the applicant, DO NOT certify that the statements and answers provided herein are true and accurate. 23 REGINA SIMMONS City Promotions, Special Events & Destination Marketing Leader Florida | 561-441-1151 | reginacs42@gmail.com | LinkedIn available upon request EXECUTIVE SUMMARY Meetings, conventions, and destination promotions leader with 15+ years of experience generating 6,000+ room nights and $80M+ in economic impact through high-profile domestic and international events. Proven success in citywide convention coordination, tourism promotion, stakeholder partnerships, and public-facing event execution. Brings strong executive operations, public safety awareness, and community engagement experience from complex, high-visibility environments. CORE COMPETENCIES City Promotions & Tourism | Special Events & Festivals | Destination Marketing Citywide Conventions | Hotel, CVB & Convention Center Partnerships Trade Shows, Site Inspections & FAM Trips | Stakeholder & Executive Leadership Public Operations & Risk Awareness | CRM, Reporting & ROI PROFESSIONAL EXPERIENCE American Airlines – Palm Beach International Airport | West Palm Beach, FL Customer Service Manager / Acting General Manager | 2024–Present • Serve as Acting General Manager during executive absences with full operational authority for a major public facility. • Lead cross-functional teams ensuring public safety, staffing readiness, customer experience, and operational continuity. • Provide executive oversight during irregular operations, large-scale disruptions, and high- visibility travel periods. • Coordinate with internal and external stakeholders supporting VIP movements and special delegations. American Airlines – Las Vegas International Airport | Las Vegas, NV Customer Service Manager | 2021–2024 • Directed daily operations supervising 60 employees and 8 supervisors in a top U.S. visitor destination. • Led real-time crisis response, balancing customer experience, safety, and operational performance. • Served as primary escalation point for complex customer, employee, and stakeholder matters. 24 Superstar Realty & Associates | Boynton Beach, FL Community Events & Marketing Leader | 2001–2025 • Designed and executed community-focused events and promotional initiatives supporting neighborhood engagement and local partnerships. • Created and led Golden Wishes, in partnership with the Red Cross, generating $75K+ in local community impact. • Built relationships with civic organizations, nonprofits, and community stakeholders to support inclusive programming. American Airlines – Corporate Marketing | Coral Gables, FL Marketing Manager, Group Sales & Destination Events | 1994–2015 • Led destination festivals and conventions across the Caribbean, producing 6,000+ room nights and $80M+ in economic impact. • Partnered with hotels, CVBs, tourism boards, and civic leaders to drive visitation and market growth. • Developed marketing strategies increasing market share by 47% in targeted territories. BOARD LEADERSHIP & CREDENTIALS President (6 years), South Palm Beach County Chapter – National Coalition of 100 Black Women Certified Meeting & Event Management Professional | Licensed Florida Realtor (Active) ICABA World Advisory Board | Miami-Dade Airport Expansion Task Force EDUCATION & SKILLS University of Texas at Austin – Communication (coursework) Microsoft Office | CRM Systems | Budget & ROI Reporting | Event Logistics & Planning 25 26 27 28 March 26, 1998 'Klmbeliy K•ll Cat. Saristl, Inc 629 Ent Ocean ,14.,., •. Boynton BNch, FL 33'35 Th• Palm Buch Chapter of the National �sociatlon of Women Business 'OWnars ii plened to Inform you tnat you have been selected as a Semi-Finan in our 1916 Buainen Plan Grants Program. The first and second-plac& winners be_ann_ounced at our 7th annual "Glass Celling" Awards Event to be held lnithe Cohen1Pavlllon of the Krayjs Cent�rat 11:30 A.M .. on Thursday, April 18. Yourlu�wlll be complimentary. However, we encourage you to bring :and friends to share this honored moment with you. Extra tickets may be;purchased at $40.00 each. ff you 'hne aay ,questions, please do not hesitate to contact me at the ielapt,one number below. -:'.'.,.' ,_. " 29 30 Advisory Board Appointment Application Thank you for your interest in serving on one of the City's Advisory Boards and for taking the time to fill out this form. If instructions are not followed or the application is not filled out in its entirety, the form will be returned for clarification. EMAIL DISCLAIMER: Please be advised that under Florida law, e-mail addresses are public records. If you do not want your e- mail address released in response to a public-records request, do not send electronic mail. Instead, contact the City of Boynton Beach offices by phone or in writing: City of Boynton Beach, City Clerk's Office, City Hall, 100 E. Ocean Ave., Boynton Beach, FL 33435, Mailing address: P.O. Box 310, Boynton Beach, FL 33435-0310 | Phone: (561) 742-6060 | City Clerk FAX: (561) 742- 6090 Today's Date * First Name * Last Name * Phone Number * Email * Date of Birth * Street Address * Street Address 2 City * State * Zip Code * Country * Current occupation or, if retired prior occupation Education Are you a registered voter * Do you reside within the Boynton Beach City Limits?* 1/22/2026 Sesha Ramdhan 5612678219 wbm96sr@yahoo.com 6/25/1996 641 SW 1st CT BOYNTON BEACH FL 33426 United States Yes No Yes No 31 Do you own/manage a business within City limits?* If Yes, Name of Business Are you currently serving on a City board?* Have you served on a City board in the past?* If Yes, which board(s) and when? Have you ever been convicted of a crime?* If Yes, when and where? Advisory Board * For board listing. requirements, responsibilities and meeting times and dates. please visit: Advisory Boards web page If appointed by the City Commission to serve as a Board Chair or Vice Chair are you willing to serve in this capacity?* Personal Qualifications * Professional Memberships * Attachments Your completed Advisory Board Appointment application will be added to the City's Talent Bank, a file to which Commissioners may turn for candidates when board openings occur. Yes No Yes No Yes No Yes No Please indicate which advisory board you are seeking appointment. Education and Youth Advisory Board Yes No What personal qualifications do you possess (i.e. profession, previous experience, branch of military service or organization which you feel would make you a good candidate for this board? Please be specific. , I have recently obtained a Bachelor's in Psychology from FAU. Have previous experience with tutoring in English/language arts and math. Was in AP classes and advanced math classes throughout school. Scouted for Inlet Grove High school's IB program at age 11. Held the highest GPA as the only 9th grade student in an algebra 2 class of 11th and 12th grade students. Here I became defacto substitute on days our regular teacher was absent as the substitutes provided by administration were often not equipped to teach math concepts. I have been employed as a private math tutor for kids grade 8 and under and have also volunteered at the AME Church in Boynton to tutor low income kids after school grades 5 and under. Volunteered to help coordinate and manage Special Olympics sports events that have taken place in Palm Beach county. While I am not a youth anymore I am part of a cohort that has greater understanding of today's youth and tech savvy with a personal interest in IT and data archiving as well as a background in photography and film making that makes communication with a "tik Tok" generation much easier. Please list any professional memberships None. I believe in meritocracy even if it is a lie in this nation. It's should matter WHAT you know not WHO you know Feel free to attach/upload an extra sheet or resume. 32 Certification * I, the applicant, hereby certify that the statements and answers provided herein are true and accurate. I understand that, if appointed, any false statements may be cause for removal from a board. I, the applicant, DO NOT certify that the statements and answers provided herein are true and accurate. 33 Advisory Board Appointment Application Thank you for your interest in serving on one of the City's Advisory Boards and for taking the time to fill out this form. If instructions are not followed or the application is not filled out in its entirety, the form will be returned for clarification. EMAIL DISCLAIMER: Please be advised that under Florida law, e-mail addresses are public records. If you do not want your e- mail address released in response to a public-records request, do not send electronic mail. Instead, contact the City of Boynton Beach offices by phone or in writing: City of Boynton Beach, City Clerk's Office, City Hall, 100 E. Ocean Ave., Boynton Beach, FL 33435, Mailing address: P.O. Box 310, Boynton Beach, FL 33435-0310 | Phone: (561) 742-6060 | City Clerk FAX: (561) 742- 6090 Today's Date * First Name * Last Name * Phone Number * Email * Date of Birth * Street Address * Street Address 2 City * State * Zip Code * Country * Current occupation or, if retired prior occupation Education Are you a registered voter * Do you reside within the Boynton Beach City Limits?* 2/2/2026 William Perkins 9166624526 william.bill.perkins@gmail.com 3/27/1956 2865 SE 1st Place Boynton Beach FL 33435 United States Technology Founder, Consultant and Executive MBA Yes No Yes No 34 Do you own/manage a business within City limits?* If Yes, Name of Business Are you currently serving on a City board?* Have you served on a City board in the past?* If Yes, which board(s) and when? Have you ever been convicted of a crime?* If Yes, when and where? Advisory Board * For board listing. requirements, responsibilities and meeting times and dates. please visit: Advisory Boards web page If appointed by the City Commission to serve as a Board Chair or Vice Chair are you willing to serve in this capacity?* Personal Qualifications * Yes No 4P Technologies LLC Yes No Yes No Senior Advisory Board Yes No Please indicate which advisory board you are seeking appointment. Senior Advisory Board Yes No What personal qualifications do you possess (i.e. profession, previous experience, branch of military service or organization which you feel would make you a good candidate for this board? Please be specific. , I am a Senior business development and partnerships executive with 20+ years driving new-logo growth and expansion across technology services, managed solutions, and complex commercial engagements. Proven ability to identify and shape high-value opportunities, align executive stakeholders to business outcomes, and close multi-workstream solutions spanning systems integration, operational support, and transformation initiatives. Known for partner-led GTM execution, forecasting discipline, and cross-functional leadership across Sales, Delivery, Engineering, Operations, and Finance. My global executive leadership experience includes digital transformation, sales, marketing and high- performance team building in PaaS/SaaS/UCaaS, telecommunications, satellite, IoT, network infrastructure media/entertainment and sports. I am an Illinois native and I have earned an MBA in Business Administration/Management as well as a BS in Biology, with a minor in English. As part of my undergraduate study program, I also completed the Army Reserve Officer Training Corps program with studies in Pre-Law and Military Science. I am a lifelong learner who holds professional certifications in AI, Senior Sales Management & Training and Digital Marketing. I have led Cross-Functional Agile Scrum collaborations at Fortune companies and have led innovative collaborations with major brands such as Amazon, Best Buy, AT&T, Verizon, Meta Housing Corporation, GreyStar, Trilogy Real Estate Group, and others. My partner Marianne Broughton and I reside in Boynton Beach, FL…near the center of the Metro Miami- Dade/Broward/Palm Beach Technology Corridor and we are the proud parents of 4 adult sons who all work in tech and are spread across the nation geographically…plus twin husky-doodles. 35 Professional Memberships * Attachments Your completed Advisory Board Appointment application will be added to the City's Talent Bank, a file to which Commissioners may turn for candidates when board openings occur. Certification * Please list any professional memberships Here's a list of my Community Service and Professional Certifications: Neighborhood Leadership Academy - Ft. Lauderdale, FL Chairman of the Board, Teen Center USA Non-profit - Elk Grove, CA National Clinician, FCA – USA Keynote Speaker/Presenter, American Heart Association, Rotary, Kiwanis, Boy Scouts of America, Research First – USA Sankore Society Honorary Member, Brown University – Providence, RI CERTIFICATIONS • Certified Digital Marketing Professional – Digital Marketing Institute • Google Prompting Essentials – Google • Certified Sandler Sales Leadership & Training Professional Feel free to attach/upload an extra sheet or resume. Bill_Perkins_Jan2026exec.docx 28.49KB I, the applicant, hereby certify that the statements and answers provided herein are true and accurate. I understand that, if appointed, any false statements may be cause for removal from a board. I, the applicant, DO NOT certify that the statements and answers provided herein are true and accurate. 36 Bill Perkins Boynton Beach, Florida 916 662 4526 www.linkedin.com/in/williambillperkins william.bill.perkins@gmail.com Senior Director, Business Development | IT Professional Services Outsourcing | Managed Services | BPO | Digital Transformation EXECUTIVE SUMMARY Senior business development and partnerships executive with 20+ years driving new-logo growth and expansion across technology services, managed solutions, and complex commercial engagements. Proven ability to identify and shape high-value opportunities, align executive stakeholders to business outcomes, and close multi-workstream solutions spanning systems integration, operational support, and transformation initiatives. Known for partner-led GTM execution, forecasting discipline, and cross-functional leadership across Sales, Delivery, Engineering, Operations, and Finance. CORE STRENGTHS • Category Leadership & P&L Management • Pricing, Assortment & Analytics Optimization • Vendor & Brand Portfolio Growth • Cross-Functional Execution Excellence • High-Performance Sales & Account Executive Team Leadership • IT Outsourced Delivery, SLA Performance, shifting business cases from CAPEX to OPEX • Strategic Partnerships & Commercial Negotiation: VARs, SIs, TSDs, MSPs • Innovation & Customer Experience Advancement PROFESSIONAL EXPERIENCE 4P Technologies LLC – Miami-Dade/Broward/Palm Beach Counties, FL & International Founder & Managing Partner | 2015 – Present Strategic advisor to enterprise, SLED, and consumer-facing organizations, driving category-scale growth, market expansion, and digital transformation, including NaaS, Edge Computing, IT/IoT/IIoT • Advise SaaS and AI-driven companies on partner-led growth strategies, including GSI alignment, cloud marketplace motions, and regional consulting partner activation. • Architect partner commercialization frameworks spanning co-sell, resale, referral, and outsourcing and delivery scope services-led motions. • Serve as executive operator supporting pipeline creation, partner enablement, and revenue execution, not advisory-only engagement. NexGen Technologies, Boynton Beach, FL Vice President, Sales & Business Development | March – June 2025 Served in temporary fractional CRO capacity. • Built revenue organization from inception (4 direct reports) with full P&L accountability for managed services • Trended toward 22% quarter-over-quarter expansion through Tier-1 ecosystem partnerships (TD SYNNEX, CDW, Cisco, Five9). • Enhanced renewal readiness through disciplined carrier-aligned sales operating cadence. • Increased execution capacity by developing leadership depth and coaching velocity. 37 Tradewinds Networks / International Communications Corporation – Newport Beach, CA Senior Vice President, Global Business Development & Strategic Partnerships | 2022 – 2024 • Built and scaled a global partner ecosystem and multi-year expansion strategy. • Global BED, SLED experience includes federal agencies; multiple states, counties & municipalities; dozens of educational institutions…NaaS, Edge Computing, IT, IoT, IIoT • Led commercial negotiations and joint business plans with enterprise partners like Dell, Intel, Boeing, Cisco. • Championed data-driven decision-making and forecasting, leading to 20% market expansion • Directed cross-functional execution across Engineering, Marketing, Operations, and Finance. • Average deal size range: $5M to $20M Frontier Communications – CA, FL, National National Director / Regional Manager / Channel & Program Leader, Strategic Channels & Digital Transformation | 2006 – 2022 • Owned strategy and execution for programs generating $150M+ annual economic impact. • Created & executed strategic channel delivering $1B in LTV • Led pricing, product mix, and customer lifetime value optimization initiatives. • Built high-performing cross-functional teams delivering market share growth of 50–240%. • Negotiated complex commercial agreements with national brands and suppliers. • Strengthened forecasting accuracy through Salesforce, HubSpot, and ZoHo analytics. EchoStar / DISH Network – Denver, CO Alliance Training & Management Executive | 2003 – 2006 • Developed partner growth strategies driving 6M+ net new subscribers = $10.1B LTV • Led category-style promotional and customer engagement initiatives. • Collaborated with C-suite teams across 13 telecommunications companies. EDUCATION MBA Management & Business Administration – University of Phoenix BS Biology (Minor in English) – Eckerd College AA Pre-Law (Army ROTC) – New Mexico Military Institute CERTIFICATIONS Certified Sandler Sales Leadership Professional Certified Sandler Sales Training Professional Certified Digital Marketing Professional – Digital Marketing Institute Google Prompting Essentials – Google COMMUNITY & LEADERSHIP Co-Leader, Frontier Communications LIA (Leadership In Action) National Channel Development Planning Committee City of Boynton Beach Senior Advisory Board Community Leadership Academy Alumnus – City of Ft. Lauderdale 38 Advisory Board Appointment Application Thank you for your interest in serving on one of the City's Advisory Boards and for taking the time to fill out this form. If instructions are not followed or the application is not filled out in its entirety, the form will be returned for clarification. EMAIL DISCLAIMER: Please be advised that under Florida law, e-mail addresses are public records. If you do not want your e- mail address released in response to a public-records request, do not send electronic mail. Instead, contact the City of Boynton Beach offices by phone or in writing: City of Boynton Beach, City Clerk's Office, City Hall, 100 E. Ocean Ave., Boynton Beach, FL 33435, Mailing address: P.O. Box 310, Boynton Beach, FL 33435-0310 | Phone: (561) 742-6060 | City Clerk FAX: (561) 742- 6090 Today's Date * First Name * Last Name * Phone Number * Email * Date of Birth * Street Address * Street Address 2 City * State * Zip Code * Country * Current occupation or, if retired prior occupation Education Are you a registered voter * Do you reside within the Boynton Beach City Limits?* 1/30/2026 Mark Stephenson 7726782820 mark-stephenson@live.com 6/10/1960 4392 King Theodore Drive Boynton Beach FL 33436 United States Retired Navy and Civilian Aviation Tech VA Mental Health Tech and Some College Yes No Yes No 39 Do you own/manage a business within City limits?* If Yes, Name of Business Are you currently serving on a City board?* Have you served on a City board in the past?* If Yes, which board(s) and when? Have you ever been convicted of a crime?* If Yes, when and where? Advisory Board * For board listing. requirements, responsibilities and meeting times and dates. please visit: Advisory Boards web page If appointed by the City Commission to serve as a Board Chair or Vice Chair are you willing to serve in this capacity?* Personal Qualifications * Professional Memberships * Attachments Your completed Advisory Board Appointment application will be added to the City's Talent Bank, a file to which Commissioners may turn for candidates when board openings occur. Certification * Yes No Yes No Yes No Senior Counsil (Alternate for District 4) Yes No Please indicate which advisory board you are seeking appointment. Senior Advisory Board Yes No What personal qualifications do you possess (i.e. profession, previous experience, branch of military service or organization which you feel would make you a good candidate for this board? Please be specific. , I have 20 Years of Naval Service in Senior Leadership, 12 Years as a Fire Fighter Rutherford and Edgewater New Jersey, 25 Years as an Aviation Administrator within the Executive Aviation Community Please list any professional memberships Professional Association of Diving Instructors Member, FAA Qualified Administrator, RC Club of West Palm Beach, Florida Mental Health America, VA Mental Health Rep for Veterans, Boynton Beach Senior Advisory Board Member (Alternate) Feel free to attach/upload an extra sheet or resume. Mark Stephenson Resume.docx 19.57KB I, the applicant, hereby certify that the statements and answers provided herein are true and accurate. I understand that, if appointed, any false statements may be cause for removal from a board. I, the applicant, DO NOT certify that the statements and answers provided herein are true and accurate. 40 Materials and Logistics Administration – Ebis 3 and Corridor Systems Aircraft: Challenger 300,350, 604 and 605, Lear 45, 60 and 60XR and G500 Series Company Name: South Florida Jet Center / Hop A Jet Dates of Employment: Oct 6th 2020 to June 14th 2025 Employment Duration: 4 Years and 8 months Location: Fort Lauderdale Executive Airport Logistics Specialist - CAMP and SAP SYSTEM Company Name: Precision Turbines, Inc. Dates Employed: Aug 2017 – Sept 2019 Employment Duration: 2 yr 1 mo Location: Boca Raton, Florida 41 Aircraft Maintenance Planner - SAP SYSTEM and MX32 Company Name: Bombardier Aerospace Dates Employed: Aug 2012 – Aug 2017 Employment Duration: 5 yrs 1 mo Location: Fort Lauderdale, Florida Repair Management Agent for Aircraft Parts Support - SAP SYSTEM Company Name: EMBRAER HQ Fort Lauderdale, FL Dates Employed: Mar 2013 – Apr 2014 Employment Duration: 1 yr 2 mo Location: Fort Lauderdale, Florida . 42 Lead Materials Engineer and Maintenance - SAP, CAMP and MX32 SYSTEM Company Name: Sikorsky Aerospace Dates Employed: Jul 2011 – Jul 2012 Materials Planner - SAP SYSTEM Company Name: Spirit Airlines Dates Employed: Nov 2010 – Jun 2011 Employment Duration: 8 mos Materials Line Station Manager – SAP, CORRIDOR AND QUANTUM NetJets, Inc Dates Employed Mar 2005 – Sep 2009 Employment Duration4 yrs 7 mos 43 Company Name: BAE Systems RAYTHON MK-48 Torpedo Lead Tech Naval Magazine Pearl Harbor West Loch Barracks Rd, Ewa Beach, HI 96706 Dates Employed: Jul 2000 – Sep 2001 Employment Duration1 yr 3 mos Manage and supervise routine maintenance, stowage, testing, calibration, build up and tear down of the Mark 48 Advanced Capability (ADCAP) variant are American heavyweight submarine-launched torpedoes. 44 City of Boynton Beach Agenda Item Request Form 6.A Consent Agenda 02/17/2026 Meeting Date: 02/17/2026 Proposed Resolution No. R26-023- Approve the Renewal Letter extending the Interlocal Agreement between the City of Boynton Beach and the Boynton Beach Community Redevelopment Agency for funding an on-demand transportation services pilot program for a one-year period. Requested Action: Staff recommends approval of Proposed Resolution No. R26-023. Explanation of Request: The CRA Board approved the contract with Circuit, Inc., for the CRA pilot ride-share program, which provides all-electric on-demand transportation services. In order to provide dedicated parking locations, electrical service for the charging, ride share service to the Ocean Front Beach Park, and potential fixed route ride share service for City Events, an Interlocal Agreement with the City was required to fund any service outside of the CRA boundaries and allow reimbursement of EV charging costs. This item approves the renewal of the agreement for an additional 1-year term. How will this affect city programs or services? The service will serve visitors, residents, and workers by providing a convenient, efficient mobility option to circulate primarily throughout the BBCRA boundaries and transportation to Oceanfront Park. Budgeted Item: Yes Account Line Item and Description: 001-2710-572-49.17 - OTHER CURRENT CHGS / OTHER CONTRACTUAL SRVS Fiscal Impact: Fully budgeted. Estimated cost $60,000. Attachments: R26-023 Agenda_Item_4226-2026_Resolution_for_CRA_On- Demand_Transporation_Interlocal_Renewal_Letter.docx Exhibit A to Resolution - Renewal_Letter.pdf Resolution No. R24-041 and City CRA Interlocal agmt Resolution No. R25-051 and Amd #1.pdf 45 Circuit and CRA Agmt for On-Demand Transportation 02.11.25 Agenda Cover for Circuit ILA 01-18-24_CRA_Meeting_Minutes_Circuit_Approval.pdf 46 RESOLUTION NO. R26-023 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON 1 BEACH, FLORIDA, APPROVING THE RENEWAL LETTER EXTENDING 2 THE INTERLOCAL AGREEMENT BETWEEN THE CITY AND THE 3 BOYNTON BEACH CRA FOR FUNDING AN ON-DEMAND 4 TRANSPORTATION SERVICES PILOT PROGRAM FOR A ONE-YEAR 5 PERIOD; AND FOR ALL OTHER PURPOSES. 6 7 WHEREAS, on March 5, 2024, the Board of the Boynton Beach Community Redevelopment 8 Agency (“BBCRA”) approved the Interlocal Agreement Between the City of Boynton Beach (“City”) 9 and the BBCRA for Funding an On-Demand Transportation Services Pilot Program (“Interlocal 10 Agreement”), pursuant to Resolution R24-041. The transportation services are provided by Circuit, 11 Inc., pursuant to its agreement with the BBCRA, dated January 18, 2024 (“Circuit Agreement”); and 12 WHEREAS, on February 11, 2025, the BBCRA Board approved Amendment No. 1 to the 13 Circuit Agreement, extending the term for one (1) year, or until March 5, 2026, with two (2) 14 additional one-year options to extend; and 15 WHEREAS, on February 18, 2025, the City Commission approved the First Amendment to 16 the Interlocal Agreement by Resolution R25-051, which includes the following extension provision: 17 “Extension. In the event the Circuit Agreement is extended pursuant to an option 18 to extend, this Interlocal Agreement shall be extended by the Mayor of the City 19 and the Board Chair of the CRA, on behalf of their respective entities. The Mayor 20 and Board Chair are hereby approved and authorized to execute extensions to the 21 Agreement to effectuate this paragraph.”; and 22 WHEREAS, the BBCRA has exercised its first option to extend the Circuit Agreement, and 23 the term of the Circuit Agreement is now extended through March 5, 2027, under the same prices, 24 terms, and conditions; and 25 WHEREAS, accordingly, and pursuant to the authority granted in the First Amendment to 26 the Interlocal Agreement, the BBCRA and the City of Boynton Beach hereby extend the Interlocal 27 Agreement to March 5, 2027, unless the Interlocal Agreement is otherwise terminated in 28 accordance with its terms; and 29 WHEREAS, the City Commission, upon the recommendation of staff, has deemed it in the 30 best interests of the City's citizens and residents to approve the Renewal Letter to the First 31 47 RESOLUTION NO. R26-023 Amendment to the Interlocal Agreement between the City and the BBCRA for funding an on-32 demand transportation services pilot program, extending the Interlocal Agreement for a one-year 33 period. 34 35 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON 36 BEACH, FLORIDA, THAT: 37 SECTION 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 38 being true and correct and are hereby made a specific part of this Resolution upon adoption. 39 SECTION 2. The City Commission of the City of Boynton Beach, Florida, does hereby 40 approve the Renewal Letter to the First Amendment to the Interlocal Agreement between the City 41 and the BBCRA for funding an on-demand transportation services pilot program, extending the 42 Interlocal Agreement for a one-year period (the “Renewal Letter”), in form and substance similar 43 to that attached as Exhibit A. 44 SECTION 3. The City Commission of the City of Boynton Beach, Florida, hereby 45 authorizes the Mayor to execute the Renewal Letter. The Mayor is further authorized to execute 46 any ancillary documents required under the Agreement, First Amendment, or necessary to 47 accomplish the purposes of the Agreement and First Amendment, including any term extensions 48 as provided in the Agreement and First Amendment, provided such documents do not modify the 49 financial terms or material terms. 50 SECTION 4. The City Clerk shall retain the fully executed Renewal Letter as a public 51 record of the City. A copy of the fully executed Renewal Letter shall be provided to Gail Mootz to 52 forward to the BBCRA. 53 SECTION 5. This Resolution shall take effect in accordance with the law. 54 55 [SIGNATURES ON THE FOLLOWING PAGE] 56 57 48 RESOLUTION NO. R26-023 PASSED AND ADOPTED this ______________ day of ______________________________ 2026. 58 CITY OF BOYNTON BEACH, FLORIDA 59 YES NO 60 Mayor – Rebecca Shelton _____ _____ 61 62 Vice Mayor – Woodrow L. Hay _____ _____ 63 64 Commissioner – Angela Cruz _____ _____ 65 66 Commissioner – Thomas Turkin _____ _____ 67 68 Commissioner – Aimee Kelley _____ _____ 69 70 VOTE ______ 71 ATTEST: 72 73 _____________________________ ______________________________ 74 Maylee De Jesús, MPA, MMC Rebecca Shelton 75 City Clerk Mayor 76 77 APPROVED AS TO FORM: 78 (Corporate Seal) 79 80 _______________________________ 81 Shawna G. Lamb 82 City Attorney 83 49 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 Office: 561-737-3256 Fax: 561-737-3258 www.boyntonbeachcra.com January 12, 2026 City of Boynton Beach 100 E. Ocean Avenue Boynton Beach, FL 33435 Re: Notice Of Extension of the Interlocal Agreement For Funding On-Demand Transportation Services On March 5, 2024, the Board of the Boynton Beach Community Redevelopment Agency (“BBCRA”) approved the Interlocal Agreement Between the City of Boynton Beach and the Boynton Beach Community Redevelopment Agency for Funding an On-Demand Transportation Services Pilot Program (“Interlocal Agreement”), pursuant to Resolution R24-041. The transportation services are provided by Circuit, Inc., pursuant to its agreement with the BBCRA, dated January 18, 2024 (“Circuit Agreement”). On February 11, 2025, the BBCRA Board approved Amendment No. 1 to the Circuit Agreement, extending the term for one (1) year, or until March 5, 2026, with two (2) additional one-year options to extend. On February 18, 2025, the City Commission approved the First Amendment to the Interlocal Agreement by Resolution R25-051, which includes the following extension provision: “Extension. In the event the Circuit Agreement is extended pursuant to an option to extend, this Interlocal Agreement shall be extended by the Mayor of the City, and the Board Chair of the CRA, on behalf of their respective entities. The Mayor and Board Chair are hereby approved and authorized to execute extensions to the Agreement to effectuate this paragraph.” The BBCRA has exercised its first option to extend the Circuit Agreement, and the term of the Circuit Agreement is now extended through March 5, 2027, under the same prices, terms, and conditions. Accordingly, and pursuant to the authority granted in the First Amendment to the Interlocal Agreement, the BBCRA and the City of Boynton Beach hereby extend the Interlocal Agreement to March 5, 2027, unless the Interlocal Agreement is otherwise terminated in accordance with its terms. 50 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 Office: 561-737-3256 Fax: 561-737-3258 www.boyntonbeachcra.com ACCEPTED BY THE CITY OF BOYNTON BEACH: Signature: _______________________________ Rebecca Shelton, Mayor Date: ACCEPTED BY BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY: Signature: ___________________________ Rebecca Shelton, Chair Date: 51 1 RESOLUTION NO. R24-041 2 A RESOLUTION OF THE CITY OF BOYNTON BEACH, 3 FLORIDA,APPROVING AND AUTHORIZING THE MAYOR TO 4 SIGN THE INTERLOCAL AGREEMENT BETWEEN THE CITY 5 OF BOYNTON BEACH AND THE BOYNTON BEACH 6 COMMUNITY REDEVELOPMENT AGENCY REGARDING 7 CIRCUIT TRANSIT INC., FOR THE BBCRA PILOT RIDE 8 SHARE PROGRAM; AND PROVIDING AN EFFECTIVE DATE. 9 WHEREAS, on January 18, 2024, the CRA Board approved a contract with Circuit 10 Transit, Inc., for the CRA pilot ride-share program, which will provide all-electric on-demand 11 transportation services; and 12 WHEREAS, the City and CRA desire to provide an additional route from the CRA 13 district to Ocean Front Beach Park,along with four dedicated parking stalls in the north parking 14 lot at the corner of Seacrest Blvd. and Boynton Beach Blvd., which will include three Level 2 15 EV charging stations adjacent to the existing electrical service; and 16 WHEREAS, in order to provide dedicated parking locations, electrical service for the 17 charging,ride share service to the Ocean Front Beach Park, and potential fixed route ride share 18 service for City Events, an Interlocal Agreement is required to fund any service outside of the 19 CRA boundaries and allow reimbursement of EV charging costs; and 20 WHEREAS, the City Commission of the City of Boynton Beach, Florida, upon the 21 recommendation of staff,deems it to be in the best interests of the City residents to approve and 22 authorize the Mayor to sign the Interlocal Agreement between the City of Boynton Beach and 23 the Boynton Beach Community Redevelopment Agency regarding Circuit Transit Inc., for the 24 BBCRA Pilot Ride Share Program. 25 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF 26 THE CITY OF BOYNTON BEACH, FLORIDA,THAT: 27 Section 1. Each Whereas clause set forth above is true and correct and incorporated 28 herein by this reference. 29 Section 2. The City Commission of the City of Boynton Beach, Florida, does 30 hereby approve and authorize the Mayor to sign the Interlocal Agreement between the City of 31 Boynton Beach and the Boynton Beach Community Redevelopment Agency regarding Circuit S:\CC\WP\CCAGENDA\2024\03-05-2024 CC\R24-041 Agenda_Item_1227-2023_ILA_City_CRA_Circuit_Transit_- Pilot_Ride_Share_Prognam.Docx 52 32 Transit Inc., for the BBCRA Pilot Ride Share Program. A copy of the Interlocal Agreement is 33 attached hereto and incorporated herein as Exhibit "A." 34 Section 3. That this Resolution shall become effective immediately upon passage. 35 PASSED AND ADOPTED this 5th day of March 2024. 36 CITY OF BOYNTON BEACH, FLORIDA 37 YES NO 38 39 Mayor—Ty Penserga 40 41 Vice Mayor—Thomas Turkin 42 43 Commissioner—Angela Cruz turns 44 45 Commissioner—Woodrow L. Hay V 46 47 Commissioner— Aimee Kelley 48 49 VOTE q 'D 50 51 AT ' : 52 53 4(0--54 i. ,I,r l 55 Maylee ID- sus, MPA MC nerga 56 City Cl ilryor 57 58 APPROVED AS TO FORM: 59 (Corporate Seal) 0,INT0A ` 60 0 ,. ORA; . G61 e •* ) 111 sdkai/ t 6 62 SEAL .5.li Shawna G. Lam 63 IticpORA1- 0 i City Attorney 192 111 '....... 1``.`, FLOR\V' S:\CC\WFCCAGENDA\2024\03-05-2024 CC\R24-041 Agenda_Item_1227-2023_ILA_City_CRA_Circuit_Transit_- Pi lot_Ride_Share_Program.Docx 53 INTERLOCAL AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY FOR FUNDING AN ON DEMAND TRANSPORTATION SERVICES PILOT PROGRAM THIS AGREEMENT ("Agreement") is made this5dday of / ki-CM 2024, by and between the CITY OF BOYNTON BEACH, a Florida municipal corporation, (hereinafter referred to as "City"), and the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public body corporate and politic, duly created and operated pursuant to Chapter 163, Florida Statutes (hereinafter referred to as the"BBCRA"). The City and BBCRA may be referred to herein individually as a "party" and collectively as the "parties." WITNESSETH: WHEREAS, the BBCRA has elected to enter into an agreement with Circuit Transit, Inc. Circuit"), a copy of which is attached hereto as Exhibit A ("Circuit Agreement"); and WHEREAS, the Circuit Agreement provides that Circuit shall provide on demand transportation services (the "Services") as part of a pilot program for the BBCRA; and WHEREAS, the BBCRA shall only provide funding for the Services within the BBCRA's boundaries; and WHEREAS, the City desires to participate in the pilot program, fund Services outside of the BBCRA's boundaries, and otherwise contribute to the pilot program as described in this Agreement; and WHEREAS, to that end, the area in which Services will be provided has been divided into Zone 1 and Zone 2, which are depicted on Exhibit B attached hereto, which is hereby incorporated herein; and WHEREAS, Zone 1 is within the BBCRA's boundaries; and WHEREAS, Zone 2 is outside the BBCRA's boundaries; and WHEREAS, the BBCRA desires to enable the City to participate in the pilot program, fund Services outside of the BBCRA's boundaries, and otherwise contribute to the pilot program as 4859-3315-2162,v. 1 54 described in this Agreement; and WHEREAS, the BBCRA has required that Circuit include the City as an additional insured pursuant to the Circuit Agreement; and WHEREAS, the 2016 Community Redevelopment Plan ("CRA Plan") calls for the BBCRA to provide for connectivity between the districts, address public parking shortfalls, and provide for additional public waterfront access; and WHEREAS, the Services shall be in furtherance of these goals and principles of the CRA plan; and WHEREAS, the City and the BBCRA find that this Agreement serves a municipal and public purpose, and is consistent with and in furtherance of the Community Redevelopment Plan and the requirements of Chapter 163, Florida Statutes; NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, the parties agree as follows: 1. Recitations. The recitations set forth above are hereby incorporated herein. 2 Definitions. Terms not otherwise defined herein shall have the meaning set forth in the Circuit Agreement(including the Exhibits to the Circuit Agreement). In the event of a conflict between a definition in this Agreement and a definition in the Circuit Agreement, the terms in this Agreement shall control. All other terms shall have their ordinary dictionary definitions. 3. Payment. The parties agree: a. Contribution. The City shall be responsible for providing payment to the BBCRA for the costs of the Services in Zone 2 and other costs as described below. Such payment shall be made within 15 days of the City receiving a complete written request for payment from the BBCRA. b. Invoicing. The BBCRA will submit the complete written request for payment to the City within 15 days of the receiving an invoice from Circuit. i. For purposes of this Agreement, a complete written request shall include: 4859-3315-2162,v. 1 55 1. The amount of payment requested. 2. The monthly report from Circuit, if provided by Circuit, describing the level of service for Zone 2, or equivalent documentation indicating the fare revenue collected from Zone 2 trips and the number of Zone 2 trips. 3. A copy of Circuit invoice to the BBCRA. 4. Tabulation by the BBCRA for the amount owed to the BBCRA by the City, which shall include each of the following, as applicable. A. For ordinary services, the costs of the Services in Zone 2 shall be calculated by multiplying the total invoice amount by the percentage of rides starting or ending within Zone 2, then subtracting from that resulting number fifty percent of the Net Fare Revenue generated from rides starting or ending within Zone 2. For clarity, the calculation above may also be represented as follows: total invoice amount) x (percentage of rides starting or ending within Zone 2)] — [.5 x Net Fare Revenue generated from rides starting or ending within Zone 2] = Amount of City Payment Due. It is the intent of the parties that the Net Fare Revenue generated from rides starting or ending within Zone 2 be evenly divided between the parties. B. For Services requested by the City for special events ("Special Event Services"), the City shall reimburse the CRA for all costs associated with Special Event Services, regardless of the location of the special event. ii. In the event the written request is incomplete, the City shall notify the BBCRA within five days of receiving the incomplete request; otherwise such request shall be deemed complete. Upon receiving written notice of an incomplete request, and the BBCRA 4859-3315-2162,v. 1 56 shall have 10 days to submit the complete written request; otherwise such written request shall be ineligible for payment. c. Promotions. In the event the City requests a pricing discount ("Sales Promotion") on certain Services, the City shall make payment to the BBCRA for difference in revenue to the BBCRA as a result of the Sales Promotion. 4 Coordination. The parties agree to the following concerning coordination related to this Agreement. a. Between the City and BBCRA. Coordination between the City and BBCRA shall occur as follows: i. The City shall designate a single point of contact ("City Project Manager") for coordination with the BBCRA concerning this Agreement. The City may modify the person acting as the City Project Manager upon written notice to the BBCRA. At present, the City designates Gail Mootz who can be reached at mootzg@bbfl.us and 561-742-6223. The BBCRA shall copy Jonele Luma at LumaJ@bbfl.us on all correspondence concerning invoices and Payments due. ii. The BBCRA shall designate a single point of contact ("BBCRA Project Manager") for coordination with the City concerning this Agreement. The BBCRA may modify the person acting as the BBCRA Project Manager upon written notice to the City. At present, the BBCRA designates Timothy Tack, who can be reached at tackt@bbfl.us and (561)600-9091, with a copy of all emails to be directed to Bonnie Nicklien at nicklienb@bbfl.us. b. With Circuit. The parties agree the BBCRA shall be the sole point of contact with Circuit. In the event the City desires to request Special Event Services, the City Project Manager shall submit to the BBCRA Project Manager a written request with sufficient detail to notify the BBCRA and Circuit of the time, date, total vehicle hours, vehicle types, and any other information necessary to analyze such request. Any request is for Special Event Services 4859-3315-2162,v. 1 57 must be made at least 30 days prior to the date of the applicable special event. If the City desires to coordinate with Circuit on any other matter, the City shall submit a written request to the BBCRA Project Manager containing sufficient information to analyze such request for consistency with the Circuit Agreement. So long as a written request from the City is consistent with the terms of the Circuit Agreement, the BBCRA shall coordinate with Circuit concerning the request within 5 business days of receiving such request and shall endeavor to arrange a meeting between the City, BBCRA, and Circuit. The City shall supply additional information as requested by the BBCRA as may be necessary, in the opinion of the BBCRA, to analyze the City's request and coordinate with Circuit concerning the same. 5. Parking Spaces. The parties agree that Circuit may use the Parking Spaces (defined below) for storing and charging the vehicles that provide the Services. a. Location. The City agrees to designate the parking spaces identified in Exhibit C (the Parking Spaces")for the sole use of Circuit. The location of the Parking Spaces may be moved from time to time upon the written consent of the BBCRA Project Manager and the City Project Manager. However, in the event the City requests the Parking Spaces be moved, the City and BBCRA share evenly share the costs of moving any charging infrastructure and signage. The parties agree to make best efforts to avoid relocating the Parking Spaces during the term of the Agreement. b. Signage, Charging Infrastructure, Electricity. The City consents to the placement of signage and electric charging infrastructure at the Parking Spaces, which shall be installed at no cost to the City. The City confirms that sufficient power can be supplied to the Parking Spaces to charge four Circuit vehicles simultaneously. The City shall invoice the CRA for the electricity used by the Parking Spaces. The BBCRA Project Manager and City Project Manager may agree to incorporate the electricity invoice into the payment described in Paragraph 3 of this Agreement. 4859-3315-2162,v. 1 58 c. Enforcement. The City agrees to assist in enforcement of parking restrictions to ensure the Parking Spaces are used exclusively by Circuit vehicles, as may be required from time to time. 6. Relationship to the Circuit Agreement. The parties agree that the City shall only be responsible for providing payment to the BBCRA and that BBCRA shall be responsible for administering the Circuit Agreement. The parties agree that the BBCRA has sole and absolute discretion concerning the Circuit Agreement, and nothing in this Agreement confers the rights or obligations of the BBCRA within the Circuit Agreement to the City. Nonetheless, the CRA will endeavor to coordinate with the City concerning the termination of the Circuit Agreement and the amount and timing of Services prior to terminating the Service Agreement or implementing Service changes. The BBCRA will not terminate services to Zone 2 without the prior written consent of the City. 7. Marketing and Promotion. Marketing and promotional efforts concerning the Services shall occur as follows: a. Inclusion of City Logo. The BBCRA shall include the City's logo on marketing and advertising pursuant to the Circuit Agreement ("Promotional Materials") at no cost to the City. The City shall provide its preferred logo to the BBCRA for use in Promotional Materials. The BBCRA Project Manager shall provide any draft Promotional Materials with the City logo to the City Project Manager no less than five business days prior to the use of such Promotional Materials for approval; provided however that if the BBCRA Project Manager does not receive a response within five business days such Promotional Materials shall be deemed approved by the City. b. Promotional Efforts by the City. The City shall promote the Services using Promotional Materials provided by the BBCRA in the manner described in Exhibit D. 8, Notice and Contact. All notices and requests concerning this Agreement shall be delivered via email to the City Project Manager or the BBCRA Project Manager, as applicable, which 4859-3315-2162,v. 1 59 email delivery shall be deemed "written"or"in writing"for purposes of this Agreement. Notices concerning default or termination, or requests for modifications to this Agreement shall also be delivered by email and by writing sent by one of (1) United States mail, return receipt requested, (2) courier, evidenced by a delivery receipt, or (3) by overnight express delivery service, evidenced by a delivery receipt, which notice or request shall be addressed to the person designated by each party for receipt of legal notice. At present, the parties designate the following for receipt of legal notice: If to the BBCRA:Kathryn Rossmell Lewis, Longman &Walker, PA 360 S. Rosemary Avenue Suite 1100 West Palm Beach, FL 33401 krossmell(d lIw-law.com If to the City: Shawna Lamb City of Boynton Beach 100 E. Ocean Avenue Boynton Beach, FL 33435 lambsbbfl.us 9. Term. This Agreement shall become valid and commence upon execution by the last party to this Agreement ("Effective Date"). This Agreement shall be in effect from the Effective Date and unless earlier terminated pursuant to the terms of this Agreement, shall automatically terminate upon the termination of the Circuit Agreement, or 1 year from the Effective Date of this Agreement, whichever is earlier. 10. Public Records. The City and the CRA each shall maintain their own records and documents associated with this Agreement in accordance with the requirements set forth in Chapter 119, Florida Statutes. All such records shall be adequate to justify all charges, expenses, and costs incurred in accordance with generally accepted accounting principles. Each party shall have access to the other party's books, records and documents as required in this Agreement for the purpose of inspection or audit during normal business hours during the term of this Agreement and at least one year after the termination of the Agreement. 4859-3315-2162,v. 1 60 11. Filing. The City shall file this Agreement pursuant to the requirements of Section 163.01(11) of the Florida Statutes 12. Sovereign Immunity. Nothing in this Agreement shall be deemed to affect the rights, privileges, and sovereign immunities of the BBCRA or the City as set forth in Section 768.28, Florida Statutes. 13. Default. If either party defaults by failing to perform or observe any of the material terms and conditions of this Agreement for a period of 10 calendar days after receipt of written notice of such default from the other party, the party giving notice of default may terminate this Agreement through written notice to the other party. Failure of any party to exercise its right in the event of any default by the other party shall not constitute a waiver of such rights. No party shall be deemed to have waived any rights related to the other party's failure to perform unless such waiver is in writing and executed by both parties. Such waiver shall be limited to the terms specifically contained therein. This section shall be without prejudice to the rights of any party to seek a legal remedy for any breach of the other party as may be available to it in law or equity. Notwithstanding the foregoing, in the event of a default by the either party, the exclusive remedy for such default shall be monetary, limited to actual damages incurred, and shall not exceed the amount actually paid to Circuit pursuant to the Circuit Agreement. 14. Entire Agreement. This Agreement represents the entire and sole agreement and understanding between the parties concerning the subject matter expressed herein. No terms herein may be altered, except in writing and then only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein, are merged into this Agreement and the terms of this Agreement supersede all such other agreements. No extraneous information may be used to alter the terms of this Agreement. 15. Severability. The validity of any portion, article, paragraph, provision, clause, or any portion 4859-3315-2162,v. 1 61 thereof of this Agreement shall have no force and effect upon the validity of any other part of portion hereof. To that end, this Agreement is declared severable. 16. No Third Party Beneficiaries. No provision of this Agreement is intended to, or shall be construed to, create any third party beneficiary or to provide any rights to any person or entity not a party to this Agreement, including but not limited to any citizen or employees of the City or the BBCRA. 17. No Assignment. The Parties may not transfer or assign this Agreement in whole or in part, without prior written consent of the other,which may be granted or withheld at the other party's absolute discretion. 18. Governing Law; Venue. This Agreement shall be governed by and in accordance with the Laws of Florida. The venue for any action arising from this Agreement shall be in Palm Beach County, Florida. 19. Survival. The provisions of this Agreement regarding termination and records shall survive the expiration or termination of this Agreement and remain in full force and effect. 20. Time is of the Essence. The parties acknowledge that time is of the essence in the performance of the provisions in this Agreement. 21. Counterparts and Transmission. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The executed signature page(s) from each original may be joined together and attached to one such original and it shall constitute one and the same instrument. In addition, said counterparts may be transmitted electronically(i.e., via facsimile or.pdf format document sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. 22. Interpretation; Independent Advice. This Agreement shall not be construed more strictly against one party than against the other merely by virtue of the fact that it may have been 4859-3315-2162,v. 1 62 prepared by counsel for one of the parties. The parties declare that the terms of this Agreement have been read and are fully understood. The parties understand that this is a binding legal document, and each party is advised to seek independent legal advice in connection with the matters referenced herein. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the day and year written below. Boynton Beach Community Redevelopment Agency ATTEST: L By: i` t/ .x Print Name: S17/?V — Title: ,; Date:C. APPROVED AS TO FORM AND LEGAL SUFFICIENCY: By: CRA Attorne City of Boynton Beach, Florio . ATTES : By: ON•B£,q' int Nam:. /y P&2 ti. 5, p1E .••'s' Lt. 7oR 1115e0tS,\l Titl!t 3/zYoerOgatofri OC1'0,9,Y ei APPROV .'AS TO FORM A'`‘! LEGAL - ' FICIENCY: C , A ttorney 4859-3315-2162,v. 1 63 EXHIBIT A BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY AGREEMENT FOR ON-DEMAND TRANSPORTATION SERVICES This Agreement for On-Demand Transportation Services (hereinafter "Agreement") is made by and between CIRCUIT TRANSIT INC., ("Contractor") a Florida corporation organized and existing under the laws of the State of Florida having its principal office at 501 East Las Olas, Suite 300, Fort Lauderdale, FL 33301, including its Affiliates (collectively, the Contractor" or "Company") and BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (the"Client"or"CRA")a community redevelopment agency organized and existing under the laws of the State of Florida having its principal office 100 E. Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435, (hereinafter the "CRA") (collectively the "Parties"). WHEREAS, the CRA is in need of on-demand transportation ("Services"); and WHEREAS,Circuit entered into an agreement with the City of Hollywood in response to Request to Proposal No. RFP-045-23-SK, effective July 1, 2023 to provide on-demand transportation services for a term of one (1) year, with the option to renew for three (3) one-year periods; and WHEREAS, the CRA desires to obtain the Services from Circuit on same the terms, conditions,and pricing provided under RFP-045-23-SK,subject to the terms and conditions of this Agreement and the City of Boynton Beach Procurement Policy; and WHEREAS, Circuit agrees to extend the terms, conditions, and pricing provided under RFP-045-23-SK to the CRA, subject to the terms and conditions of this Agreement; and WHEREAS,the Services are required for a proper municipal purpose and is in the interest of the public;and WHEREAS, the Services will further the Community Redevelopment Plan. NOW THEREFORE, in consideration of the mutual covenants and promises set forth herein, the sufficiency of which both Parties acknowledge, the Parties agree as follows: 1) Incorporation. The recitals above and all other information above are hereby incorporated herein as if fully set forth. 2) Description of the Services. Contractor will perform its obligations as described in Exhibit A: Scope of Services, which is hereby incorporated as if fully set forth herein. 3) Term. The Contractor shall perform the Services for six (6) months ("Initial Term"), with option to renew for 6 months ("Renewal Term"). Services shall start within thirty (30) days of the effective date of this Agreement or upon the CRA's execution of an interlocal agreement with the City of Boynton Beach for services, whichever is later. A copy of the executed Page 1 of 10 4875-9566-4284,v.2 64 interlocal agreement shall be provided to Circuit. The service start date may be extended by mutual agreement of the Parties. 4) Compensation. The CRA shall pay the Contractor an amount not to exceed Four Hundred Thousand dollars ($400,000.00) (hereinafter, "Compensation") for the performance of the Services for the Initial Term and Renewal Term of this agreement, which sum shall be paid in accordance with the Pricing Schedule attached as Exhibit B.The Compensation is all inclusive for the services provided and shall include the cost of the vehicles, vehicle wraps, including the art work installation and removal of the wraps, W-2 Drivers, management fees, driver training, insurance, vehicle maintenance, cell phones, hosting services for the mobile application and related usage fees, web fees, and basic marketing materials. Contractor shall be responsible for all costs related to the operation and maintaining the vehicles,including cost of installation of the vehicle charging equipment and the costs for electrical service required for vehicle charging.Notwithstanding the above, in the event that the CRA does not renew this Agreement after the Initial Term,the CRA shall reimburse Contractor the costs associated with modifying the existing electrical service to accommodate new charging equipment, upon receipt of proper invoice .The CRA shall not be responsible for the payment of any additional fees not otherwise stated herein, unless the parties enter into a written amendment to this Agreement which is approved by both parties. 5) Method of Payment of Compensation. Circuit shall submit a monthly detailed invoice to the CRA. Project Manager shall determine the format of the invoice and the information that must be provided. Payment of Compensation (or any part thereof)shall be made within 45 days of receipt of a proper invoice, in accordance with the Local Government Prompt Payment Act, Section 218.70, et al., Florida Statutes. Any amounts not timely paid by CRA shall bear interest from 30 days after the due date at the rate of 1 percent per month on the unpaid balance. All Payments shall be in the form of a CRA check made payable to the Contractor, or as indicated above.No Payment made under this Agreement shall be conclusive evidence of the performance of this Agreement by the Contractor, either wholly or in part, and no Payment shall be construed to be an acceptance of or to relieve the Contractor of liability for the faulty or incomplete rendition of the Services. 6) Propriety. Contractor understands that at all times during its performance of Services, Contractor, Contractor's employees and subcontractors shall conduct itself at all times with due regard to public conventions and morals, and shall refrain from making statements or presenting material that contains vulgar,obscene,profane,or otherwise objectionable language that,as determined in the sole discretion of the CRA, material and substantially interferes with the functions and reasonable business operations of the CRA. 7) Termination for Convenience. The CRA reserves the right to terminate this Agreement for any reason and without cause with sixty (60) days written notice during the Renewal Term only. In the event of termination,Contractor shall be entitled to payment for services rendered through the date of termination. 8) Termination for Cause; Default. The CRA reserves the right to terminate this Agreement, in part or in whole, in the event the Contractor fails to perform in accordance with the terms and conditions stated herein by providing written notice of such failure or default and by Page 2 of 10 4875-9566-4284,v.2 65 specifying a reasonable time period within which the Contractor must cure any such failure to perform or default. If the Contractor fails to cure the default within the time specified,the CRA may then terminate the Agreement by providing written notice to the Contractor. Notwithstanding anything to the contrary in this Agreement, if the CRA determinates that termination is necessary to protect public health, safety or welfare,the CRA may terminate the Agreement upon providing such written notice that the CRA deems appropriate under the circumstances, including immediate termination. In the event of immediate termination, the Contractor shall be entitled to payment for seven (7)days of services plus payment for services rendered under this Agreement through the date of the notice of immediate termination. 9) Termination for Bankruptcy. The CRA shall have the right to terminate this Agreement by providing written notice to the Contractor in the event: i) Contractor enters into receivership or is subject of a voluntary or involuntary bankruptcy proceeding; or ii) a substantial part of the Contractor's property becomes subject to nay levy, seizure, assignment, or sale for or by any creditor or government agency. 10) Waiver. The CRA shall not be responsible for any property or other damages or personal injury sustained by the Contractor from any cause whatsoever related to the Services whether such damage or injury occurs before, during, or after the actual performance of the Services. The Contractor hereby forever waives, discharges, and releases the CRA, its agents, and its employees, to the fullest extent the law allows, from any liability for any damage or injury sustained by the Contractor. 11) Indemnification. The Contractor shall indemnify, save, and hold harmless the CRA, its agents, and its employees from any liability, claim, demand, suit, loss, cost, expense or damage which may be asserted, claimed, or recovered against or from the CRA, its agents, or its employees, by reason of any property or other damages or personal injury, including death,sustained by any person whomsoever,which damage is incidental to,occurs as a result of, arises out of, or is otherwise related to the negligent or wrongful conduct or the faulty equipment of the Contractor or the performance of this Agreement by Contractor or Contractor's employees,agents,partners,principals,or subcontractors. This paragraph shall not be construed to require Contractor to indemnify the CRA for negligence or intentional acts of the CRA, its agents or employees. Each party assumes the risk of personal injury and property damage attributable to the acts or omissions of that party and its officers,employees and agents. 12) Limitation of liability. To the extent permitted by law, the CRA's liability for all matters that occur as a result of, arise out of, or are otherwise related to this Agreement, including negligent,grossly negligent,or willful misconduct or omission,shall be limited to the amount of Compensation, less amounts that have already been paid, or the direct out-of-pocket damages actually incurred, whichever is less. Neither Party shall not be liable to the other party for special,indirect, incidental or consequential damages. Each Party hereby disclaims such damages to the full extent such may be disclaimed, except in the case of fraud, gross negligence or willful misconduct of the responsible Party. Nothing in this Agreement shall be deemed to affect the rights, privileges, and sovereign immunities of the CRA , including those set forth in Section 768.28, Florida Statutes. Page 3 of 10 4875-9566-4284,v.2 66 13) No Transfer. The Contractor shall not subcontract, assign, or otherwise transfer this Agreement to any individual, group, agency, government, non-profit or profit corporation, or other entity without prior, written permission from the CRA. 14) Insurance. The Contractor shall obtain all insurance required by the CRA and provide proof thereof at least 10 days prior to the start of the Services, and include for the following insurance amounts: Commercial General Liability: 1,000,000 per occurrence/$2 million in the aggregate for bodily injury, personal injury and property damage Automobile Liability: 1,000,000 combined single limit for bodily injury and property damage, including hired owned and non-owned auto coverages Workers Compensation In the amounts required under Florida Statutes Cyber Liability: 1,000,000 coverage Umbrella/Excess Liability insurance 5,000,000 coverage The Insurance must remain in force for so long as is necessary to cover any occurrence relating to,resulting from, or arising out of the Services or this Agreement. Contractor shall not commence services under the terms of this agreement until a Certification of Insurance COI")has been received by the CRA. The CRA is to be included as"Additional Insured" with respect to liability arising out of services performed by the Contractor by or on behalf of the CRA or acts or omissions of the Contractor in connection with providing Services pursuant to this Agreement. The Certificate must include the following as additional insured parties: Boynton Beach Community Redevelopment Agency 100 E Ocean Avenue,4th Floor Boynton Beach,Florida 33435 The City of Boynton Beach 100 E. Boynton Beach Boulevard Boynton Beach, Florida 33435 15) Tax Forms. The Contractor's individual members, including the Contractor's agents and employees, shall provide the CRA with completed W-9 forms in order receive Payment. The CRA shall provide the Contractor with an IRS Form 1099 where required under law. The Contractor further acknowledges that the CRA is neither paying Social Security benefits nor withholding taxes from the Contractor's compensation for the Services. The Contractor Page 4of10 4875-9566-4284,v.2 67 assumes all liability and responsibility for payment of the Contractor's (and the Contractor's individual members)own FICA and Social Security benefits and all taxes resulting from this Agreement. 16) Funding. This Agreement is expressly conditioned upon the availability of funds lawfully appropriated and available for the purposes set out herein as determined in the sole discretion of the CRA. In the event funds to finance this Agreement become unavailable,the CRA may terminate this Agreement upon no less than twenty-four(24)hours'notice to Contractor.The CRA shall be the sole and final authority as to the availability of funds. The CRA shall pay Contractor for goods received or services rendered prior to the date of termination. 17) No Discrimination. The Contractor shall not discriminate against any person on the basis of race, color, religion, ancestry, national origin, age, sex, marital status, familial status, gender identity,gender expression,sexual orientation or disability for any reason in its hiring or contracting practices associated with this Agreement. 18) Independent Contractor; No Partnership, Etc. The Contractor agrees nothing contained in this Agreement shall be deemed or construed as creating a partnership,joint venture, or employee relationship. It is specifically understood that the Contractor is an independent contractor(s) and that no employer/employee or principal/agent is or shall be created nor shall exist by reason of this Agreement or the performance of Services; and that Contractor is an independent contractor and not an employee of the CRA for all purposes including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance Law.. The Contractor will exercise its own judgment in matters of safety for itself, those affected by the Services, and attendees of the Event. 19) Promotional Materials. The Contractor agrees that the CRA may photograph and/or record video and audio of the Services, and that such photographs and recordings may be (i) used for the purposes of promotion of the CRA, or undertakings by the CRA; (ii)transmitted live or by recording on local television and radio channels; and (iii) used in materials intended for public display or distribution to the public, including but not limited to print advertisements, billboards, street and light pole banners, websites affiliated with the CRA, and social media affiliated with the CRA. The Contractor waives and assigns to the CRA all copyrights under the Copyright Act of 1976, 17 U.S.C. 101, et seq., and all other rights in recorded,photographed,or transmitted versions of the Services. The CRA shall attribute the Services to the Contractor. 20) No Infringement. The Contractor represents that in performing the Services under this Agreement, the Contractor will not infringe on the property right, copyright,patent right or any other right of anyone else; and if any suit is brought or a claim made by anyone that anything in conjunction with the ownership or the presentation of said Contractor or appearance as part of the Services is an infringement on the property right,copyright,patent right, or other rights, the Contractor will indemnify the CRA against any and all loss, Page 5of10 4875-9566-4284,v.2 68 damages, costs, attorney fees or other loss whatsoever. The Contractor shall not use the CRA's logos, or marks without the CRA's prior written approval. 21) Entire Agreement. This Agreement represents the entire and sole agreement and understanding between the Parties concerning the subject matter expressed herein. No terms herein may be altered,except in writing and then only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein,are merged into this Agreement and the terms of this Agreement supersede all such other agreements. No extraneous information may be used to alter the terms of this Agreement. 22) Counterparts and Transmission. To facilitate execution,this Agreement may be executed in as many counterparts as may be convenient or required, each of which shall be deemed an original,but all of which together shall constitute one and the same instrument. The executed signature page(s)from each original may be joined together and attached to one such original and it shall constitute one and the same instrument. In addition, said counterparts may be transmitted electronically (i.e., via facsimile or .pdf format document sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. 23) Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. Any ambiguity found to exist shall be resolved by construing the terms of this Agreement fairly and reasonably in accordance with the purpose of this Agreement. 24) Governing Law, Jurisdiction, and Venue. The terms and provisions of this Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of Florida and the United States of America, without regard to conflict of law principles. Venue and jurisdiction shall be Palm Beach County, Florida, for all purposes, to which the parties expressly agree and submit. BY ENTERING INTO THIS CONTRACT, CONTRACTOR AND CRA HEREBY EXPRESSLY WAIVE ANY RIGHTS EITHER PARTY MAY HAVE TO A TRIAL BY JURY OF ANY CIVIL LITIGATION RELATED TO THIS CONTRACT. CONTRACTOR SHALL NOT BRING ANY COURT ACTION AGAINST CRA EITHER IN EQUITY OR IN LAW,AND CONTRACTOR EXPRESSLY WAIVES ITS RIGHT TO INSTITUTE LITIGATION AGAINST CRA FOR ANY MATTER ARISING UNDER THE TERMS OF THIS CONTRACT,UNTIL AFTER THE PROJECT HAS BEEN COMPLETED AND ACCEPTED BY CRA. 25) Severability. If any part of this Agreement shall be declared unlawful or invalid, the remainder of the Agreement will continue to be binding upon the parties. To that end, this Agreement is declared severable. 26) Force Majeure. Neither party shall be deemed to be in breach of this Agreement if either party is prevented from performing any obligations required of it by reason of boycotts, shortages of materials, labor disputes, embargoes, acts of God, epidemic, pandemic, acts of Page 6 of 10 4875-9566-4284,v.2 69 public enemy, acts of superior governmental authority, floods, riots, foreign or civil wars, rebellion, terrorism, sabotage by third parties, or any other similar circumstances for which it is not reasonably responsible and which are not within its control. Each party take all reasonable steps to prevent, reduce, mitigate, and remedy the effects of the Force Majeure event as soon as possible if within its control. The CRA shall not be obligated to pay Contractor Compensation under this Agreement to the extent that a Force Majeure prevents or delays Contract from performing Services. 27) Voluntary Waiver of Provisions. The failure of either Party to enforce any of its rights hereunder or at law will not be deemed a waiver or a continuing waiver or any of its rights or remedies against the other Party, unless such failure or waiver is expressly set forth and acknowledged in writing. The CRA may, in its sole and absolute discretion, waive any requirement of the Contractor contained in this Agreement. The Contractor may waive any requirements of the CRA contained in this Agreement. 28) Contractor-owned records.Except as provided in Chapter 119,Florida Statutes,all records created and compiled by Contractor in completing the Services are owned by Contractor and include, but are not limited to, written reports, studies, drawings, blueprints, photographs, negatives of photographs, computer printouts, graphs, charts, plans, contract documents, specifications, all ridership data, information generated on the Contractor's proprietary mobile applications and all other similarly recorded data. 29) Public Records. The CRA is a public agency subject to Chapter 119,Florida Statutes. The Contractor shall comply with Florida's Public Records Law. Specifically, the Contractor shall: a. Keep and maintain public records required by the CRA to perform the Services described in this Agreement. b. Upon request from the CRA's custodian of public records,provide the CRA with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes,or as otherwise provided by law. c. Ensure that public records that are exempt or confidential and exempt from public record requirements are not disclosed except as authorized by law for the duration of the Agreement term and following completion of the Agreement if the Contractor does not transfer the records to the CRA. d. Upon completion of the Agreement, transfer, at no cost, to the CRA all public records in possession of the Contractor or keep and maintain public records required by the CRA to perform the service. If the Contractor transfers all public records to the CRA upon completion of the Agreement,the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the Agreement,the Contractor shall meet all applicable requirements for retaining public records.All records stored electronically must be Page 7 of 10 4875-9566-4284,v.2 70 provided to the CRA, upon request from the CRA's custodian of public records, in a format that is compatible with the information technology systems of the CRA. The Contractor also understands that CRA may disclose any document in connection with performance of the Services or this Agreement, so long as the document is not exempt or confidential and exempt from public records requirements. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561) 737-3256; 100 E. Ocean Ave., 4th Floor, Boynton Beach, FL 33435; or TackT(acbbtl.us. 30) Agent. If this Agreement is signed by the Contractor's agent, the agent warrants that he/she is duly authorized to act on behalf of the Contractor, that he/she is authorized to enter into this Agreement, and that the agent and Contractor are jointly and severally liable for any breach of this Agreement. 31)Notice and Contact. The parties shall use the contact information below for coordinating delivery of the Services. Whenever either Party desires to give notice to the other, such notice must be in writing and sent by United States mail, return receipt requested,courier,evidenced by a delivery receipt,or by overnight express delivery service,evidenced by a delivery receipt, addressed to the Party for whom it is intended at the place last specified; and the place for giving of notice shall remain until it shall have been changed by written notice in compliance with the provisions of this paragraph. For the present, the Parties designate the following as the respective places for giving of notice: Contact Person for the Contractor Circuit Transit Inc. Jason Mirras 501 East Las Olas Suite 300 Fort Lauderdale, FL 33301 With a copy to: Circuit Transit Inc. P.O. Box 2173 Amagansett,NY 11930 Attention : James Mirras Contact Person for the CRA (hereinafter"Program Coordinator"): Name: Timothy Tack Address: 100 E. Ocean Avenue. 4th Floor, Boynton Beach, FL 33435 Page 8of10 4875-9566-4284,v.2 71 Email Address: TackT@bbfl.us. Telephone Number: (561)600-9091 With a copy to: Kathryn Rossmell, Esq. Lewis, Longman, & Walker P.A. 360 S. Rosemary Avenue, Suite 1100 West Palm Beach,FL 33401 32) Attorneys' Fees and Costs. Should it be necessary to bring an action to enforce any of the provisions of this Agreement, each party shall be responsible for its own attorneys' fees and costs. 33) Compliance with Laws. In the performance of the Services under this Agreement, the Contractor shall comply in all material respects with all applicable federal and state laws and regulations and all applicable Palm Beach County, City of Boynton Beach, and CRA ordinances and regulations, including applicable ethics and procurement requirements. 34) Effective Date and Termination. This Agreement will become effective at the date and time that the last party signs this Agreement ("Effective Date"). Unless earlier terminated pursuant to this Agreement, this Agreement will automatically terminate after the performance of the Services and final Payment by the CRA. Nothing in this paragraph shall be construed so as to affect the CRA's right to cancel or postpone the Services pursuant to this Agreement. 35) Modification. This Agreement will not be modified or amended except by the express written agreement of the Parties, signed by a duly authorized representative for each Party. Any other attempt to modify or amend this Agreement will be null and void and may not be relied upon by either Party. 36) Survival. The provisions of this Agreement regarding promotional rights, infringement, indemnity, waiver, limitation of liability, insurance, agents, and cancellation shall survive the expiration or termination of this Agreement and remain in full force and effect. 37) Electronic Signatures. The parties agree that the electronic signature of a party to this Agreement shall be as valid as an original signature of such party and shall be effective to bind such party to this Agreement. 38) Non-Scrutinized Company. Contractor hereby certifies that it is not on the Scrutinized Companies that Boycott Israel List created pursuant to Section 215.4725, Florida Statutes, and is not engaged in a boycott of Israel. If the CRA determines that this certification is falsified or contains false statements,or that Contractor is placed Scrutinized Companies that Boycott Israel List or engages in a boycott of Israel after the execution of the Agreement,the CRA may terminate the Agreement. 39) Agreement Non-Exclusive. Contractor shall be free to contract for similar services to be performed for other entities or persons while under contract with the CRA. The provision of Page 9 of 10 4875-9566-4284,v.2 72 services provided for herein is non-exclusive. The CRA in its sole and absolute discretion may retain additional entities or persons to perform the same or similar work. 40) E-Verify. Contractor warrants for itself and its subcontractors that Contractor and all subcontractors are in compliance with all federal immigration laws and regulations that relate to their employees. The Contractor agrees and acknowledges that the CRA is a public employer that is subject to the E-verify requirements as set forth in Section 448.095,Florida Statutes, and that the provisions of F.S. Sec. 448.095 apply to this Agreement. Notwithstanding any other provisions in this Agreement,if the CRA has a good faith belief that Contractor has knowingly hired, recruited or referred an alien who is not duly authorized to work by the immigration laws or the Attorney General of the United States for employment under this Agreement,the CRA shall terminate the Agreement. If the CRA that has a good faith belief that a subcontractor knowingly hired, recruited or referred an alien who is not duly authorized to work by the immigration laws or the Attorney General of the United States for employment under this Agreement, the CRA shall promptly notify Contractor and order Contractor to immediately terminate the contract with the subcontractor. Contractor shall be liable for any additional costs incurred by the CRA as a result of the termination of a contract based on Contractor's failure to comply with E-verify requirements referenced herein. 41) Conflict of Interest. Circuit represents that it has no interest and will not acquire any interest, direct or indirect, that would conflict with the performance of the services to be rendered under this Agreement. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the day and year written below. By Date: t/Z.• ft<2`( Au epresentative r Contractor Print Name: 1-3-Pc Le-1 Witness: Date: t/2 2`t Witness Name:t 4 ---- ‘4 C' 5 By: Date: / 9' 20 z'? Authorized esentative for CRA Print Name/ 79 i()0 & Witness: 17- Date: I INV ZoZq Witness Name: 70 N I E Ni I(AL.'1A El.; Page 10 of 10 4875-9566-4284,v.2 73 EXHIBIT A: SCOPE OF WORK Section 1: Summary of Services Circuit shall develop, implement and manage a Micro-Transit"On Demand"service(the"Service")within a geo-fenced coverage area described in Exhibit A-1. The Service will have the ability to be on demand and may include supplementary service for special events as specified in this Scope of Work.The Service will serve visitors,residents, and workers by providing a convenient,efficient mobility option to circulate primarily throughout the Boynton Beach CRA boundaries and provide transportation to Ocean Front Beach Park.The Service to the Beach shall be subject to CRA's execution of an interlocal agreement with the City of Boynton Beach for the provision of services to Ocean Front Beach Park. The Service shall: A. Operate a 6-month on-demand pilot test in two zones(Zone 1 and Zone 2)covering approximately 1.6 square miles of coverage area as illustrated in Exhibit C ("Service Area"). Zone 1 is located within the boundaries of the CRA. Zone 2 provides service to Ocean Front Beach Park, which is located outside the boundaries of the CRA. B. Supplement any part of the service with a fixed route for special events and if deemed necessary through data and public needs. C. Demonstrate the ability to scale up and down the fleet of vehicles and deploy them to various locations based on monthly,weekly,daily,and hourly fluctuations in demand in order to achieve a desired level of service. D. Operate vehicles that meet the Federal Motor Vehicle Safety Standards and Regulations. E. Provide a safe and pleasing passenger experience with capable,qualified and courteous drivers. F. Feature a mobile application downloadable from both the Apple Store and Google Play Store which will have the ability to charge a fee for service via a secured credit card payment system. G. Provide a dedicated phone line so that users can call and request assistance. H. Service will be operational within 30 days of the effective date of this Agreement or upon the CRA's execution of an interlocal agreement with the City of Boynton Beach for services, whichever is later. The date of operation may be extended by mutual agreement of the parties if necessary to accommodate installation of infrastructure as required by Section 4 this agreement. I. Service shall be periodically adjusted based upon needs identified during the term of the Agreement and the availability of funds. Section 2: Mobile Application Circuit shall provide a mobile application which provides for the following: A. Allows riders to request pick up and drop off locations within the Service Area. B. Allows the user to connect from Zone 1 and Zone 2. C. At no cost to the CRA,Circuit shall maintain updates to the application,which shall be compatible with smart phones and other mobile devices. D. Provides for the ability to charge a fee per rider and issue discounts via promo-codes. E. Provides users with approximate time until pick up. F. Allows users to rate drivers and provide feedback. G. Features a Google Maps based map (or equivalent) that identifies the boundaries of the Service Area. H. After a ride request has been accepted by a driver, depicts the real-time location of vehicles on a map of the Service Area. I. Ability to track party and usage data. 4853-3349-4940,v.6 74 Section 3: Marketing and Branding A. In coordination with the CRA,Circuit shall develop and implement a branding strategy,which shall incorporate the logo and name of the CRA and the City of Boynton Beach. Circuit shall not implement any branding strategy without prior written approval from the CRA.Any changes to the branding strategy must be approved in writing by the CRA prior to implementation. B. Circuit shall develop and implement a marketing program to promote awareness of the program. The CRA shall have the right to request changes to the marketing program. C. The CRA retains the right to review marketing materials prior to use and to request changes or withdrawal of any marketing materials. Section 4: Vehicles and Infrastructure Circuit shall procure, license, operate and maintain vehicles and related infrastructure including charging stations used in the service in accordance with applicable laws and regulations with the following requirements. A. Fleet Size. Unless the parties agree otherwise,Circuit will acquire and operate at its own expense no fewer than two(2)GEM vehicles(inclusive of one(1)ADA accessible GEM vehicle)and two 2)EV Sedans as part of this Service.The parties agree that the hourly rate for the EV Sedans will be the same as the GEM vehicles for the Initial Term and Renewal Term of the Agreement. Circuit shall maintain and operate vehicles to satisfy the minimum levels of service and ADA accessibility requirements. B. Specifications.All vehicles will: i. Comply with all applicable laws and regulations. ii. Be fully electric. iii. Meet all safety standards established by applicable law or regulation. iv. Feature luggage carrying capacity. C. Branding. The branding strategy will be applied to all vehicles as follows: i. At all times during operation of any vehicles pursuant to this Agreement,Circuit may apply, but is not limited to, branding to all wheels, hoods, front panels, coping, roof and rear fenders,unless otherwise prohibited by the CRA. ii. Circuit shall develop a default vehicle wrap to be used when no paying advertiser has been identified for any vehicle or vehicles for a period of 7 days or longer unless otherwise approved by the CRA. iii. Exterior and interior advertising will not interfere with the placement or visibility of any branding required by this Agreement, unless otherwise approved by the CRA. D. Licensing.Circuit shall obtain and maintain proper licensing and registration of all vehicles at all times. E. Parking and charging stations. The CRA shall provide four (4) parking spaces that will be reserved exclusively for Circuit's use, which Circuit may use for charging, parking, and storing the vehicles during times of non-operation. The location of the spaces will be as stated in the Interlocal agreement between the CRA and the City. Circuit shall be permitted to install Level 2 EV charging stations and signage at the three (3) of the reserved parking spaces. Circuit shall be solely responsible for the cost of signage,charging equipment, and electrical services required for charging vehicles. The CRA shall ensure that electrical service is available at the reserved spaces. Upon termination of the Agreement, Circuit shall restore the reserved parking spaces to their original condition. F. Maintenance and replacement. 4853-3349-4940,v.6 75 i. At Circuit's sole cost,Circuit shall maintain the interior and exterior of all vehicles in good working order,in accordance with all applicable laws and regulations. ii. Circuit shall ensure that all vehicles will be free of graffiti,vandalism,defacement and other damage to the satisfaction of the CRA. iii. Circuit shall replace any vehicle at its sole cost when the vehicle cannot be maintained in good working order, in accordance with applicable laws and regulations, or it is no longer able to be maintained in accordance with the requirements of this Agreement. iv. Circuit shall use its best efforts to restore or replace non-operational vehicles to operation within three (3) calendar days from the date of any incident requiring the vehicle to be removed from operation. Circuit shall provide verbal and written notice to the CRA of any delay in restoring or replacing a non-operational vehicle that extends beyond three (3) calendar days from the date of malfunction. If the CRA determines that any such delay is due to Circuit's lack of diligence,the CRA will have the right to pursue any remedy provided for in this Agreement, or at law or equity. Section 5: Staffing A. General. Circuit shall provide sufficient staffing to maintain levels of service required by this Agreement. All persons providing services pursuant to this Agreement will be employees, contractors or consultants hired by the Circuit.Circuit is solely responsible for all staffing decisions made pursuant to this Contract. B. Drivers.Circuit shall obtain complete background checks on all drivers,including driving records, criminal checks and employment references, conduct initial drug testing, and provide a training program for newly hired drivers. Circuit shall not hire any convicted felon or any person who has been convicted or pled guilty to driving under the influence of drugs or alcohol as a misdemeanor in any state. Circuit shall not hire a driver with more than three(3)infractions relating to driving a motorized vehicle within the previous 24 months. Circuit to review each driver's driving and criminal records at least annually. C. Circuit shall provide its employees with a living wage and tips. Section 6: Attaining and Maintaining Levels of Service(LOS) A. General. Circuit shall provide an LOS that meets customer demands at all times of Service operations. B. Service Level review. Circuit and the CRA shall meet at least quarterly to review LOS and determine if any adjustments are necessary.Any agreed upon adjustments will be made in writing. C. The CRA designates Timothy Tack as the Project Manager and will provide written notification to Circuit of any changes to the Project Manager. The Project Manager shall be Circuit's principal point of contact regarding any matters relating to this Agreement. The Project Manager shall provide all general direction to Circuit regarding performance and provide guidance regarding the CRA' s goals and policies. The Project Manager is authorized to waive or modify any material changes to this Scope of Work changes so long as the changes do not increase Compensation paid to Circuit. Except as provided herein,any modifications to the Scope of Services that increase the Compensation paid to Circuit must be agreed by the parties by written amendment to the Agreement. D. Circuit designates Jason Bagley as Circuit's Representative for this Agreement. Circuit will provide written notice to the CRA should there be a subsequent Representative change. Circuit's Representative has full right,power and authority to act for Circuit on all matters arising under or relating to this Agreement. E. Special events. CRA may request additional vehicles for special events. Such request shall be made at least thirty(30)days prior to the special event and may include a request the establishment 4853-3349-4940,v.6 76 of a fixed route for existing vehicles and/or a request additional vehicles, subject to availability. For additional vehicles provided for special events, CRA agrees to pay the regular service hourly rate per vehicle of$34.97 plus the actual cost to transport the vehicle(s)to the requested location, which will be agreed to by the parties in writing, prior to transportation. Section 7.Trip Sharing A. Drivers shall be permitted to transport more than one(1)party but no more than five(5)parties in GEM vehicles and four(4) parties in the E-Sedan under the following conditions: i.The vehicle must be equipped with individual seatbelts for the driver and each rider. ii. All passengers must use seatbelts at all times. iii. The total number of passengers, including the driver does not exceed the vehicle's legal capacity. Section 8: Operational Requirements A. Circuit and all its employees, officers, managers, staff, subcontractors and subconsultants shall comply with all applicable local, state and federal laws and regulations while performing work pursuant to this Agreement including but not limited to all laws and regulations regarding the safe operation of vehicles. B. Circuit shall prohibit drivers from texting or using smartphones, or other mobile device, eating, drinking, wearing headphones, and engaging in any activity that may cause the driver to become distracted while driving the vehicle. Parties acknowledge and agree that (i) drivers will only be permitted to wear Bluetooth enabled device or similar technology to provide service provided by this Contract in accordance with all laws governing such devices; and (ii) drivers may use smart phones mounted to the dashboard or windshield of the vehicles only in accordance with all laws governing such devices. C. Circuit must obtain all permits and approvals required in the ordinary course of business for the safe and legal operation of the Service, including without limitation,permits or approvals from the Florida Department of Highway Safety and Motor Vehicles, . Circuit is responsible for obtaining any permits and approvals required by the State of Florida for operation of the Service. D. Circuit to require all persons using the Service to comply with applicable local, state and federal laws and regulations relating to the use of seatbelts and alcohol consumption in vehicles. E. Circuit and its drivers are permitted to refuse service when, in the driver's opinion, a passenger poses a threat to himself or herself, other passengers, the driver, the vehicle or other vehicles or persons. F. Circuit is permitted to establish reasonable restrictions on the provision of services to non-service animals. G. All Circuit drivers shall wear proper identification and a uniform. H. The CRA reserves the right to request immediate dismissal of any Circuit employees who fail to comply with the requirements of this Agreement. Relief personnel should be readily available during the term of this Agreement. Section 9: Operating Hours Each vehicle shall be available for an anticipated sixty(60)hours each week("Vehicle Hours") . The cost per vehicle shall be based on the rates described in the Pricing Schedule attached as Exhibit B.The Vehicle Hours shall occur within the following schedule: 4853-3349-4940,v.6 77 Day Start time End time Mon 10:00 am 8:00 pm Tues 10:00 am 8:00 pm Weds 10:00 am 8:00 pm Thurs 10:00 am 8:00 pm Fri 10:00 am 10:00 pm Sat 10:00 am 10:00 pm Sun 10:00 am 8:00 pm CRA Project Manager shall have the discretion to reduce or increase the number of Vehicle Hours and/or determine the hours of operation based on level of demand as determined by monthly data collection and consideration of holidays or other special events so long as the total Vehicle Hours for each month does not exceed the CRA's annual budget for the Service. Section 10: Levels of Service Reporting A. Circuit shall provide the CRA with monthly reports describing the level of service for each zone. Upon request,Circuit will provide the CRA with weekly level of service reports for each zone. B. Monthly data reports shall include: i. Number of parties on a daily,weekly and monthly basis ii. Number of paying customers iii. Gross/Net revenue collected for fare revenue credits which distinguishes between fare revenue collected for Zone 1 trips and fare revenue collected for Zone 2 trips. iv. Number of vehicles not in operation on a daily,weekly and monthly basis v. Average wait time from request through the mobile app until arrival by assigned driver on a daily,weekly and monthly basis. vi. Average trip duration on a daily,weekly and monthly basis. vii. Pick-up and drop off location for each trip. viii. Average number of passengers per party per trip. ix. Average number of parties per trip. x. Number of passenger complaints received and resolution of the complaints on a daily, weekly and monthly basis. C. Circuit shall present a report to the CRA Board on a quarterly basis summarizing the data provided in the monthly reports,the collected fare revenue, and the advertising revenue generated. D. In the event Circuit does not provide a required report(s), the CRA reserves the right to withhold payment until the required report is received. To the extent that the CRA requires additional information related to the above reporting requirement,Circuit shall provide the information to the CRA. Section 11: Advertisement Sales Circuit shall sell space on the exterior or interior of the vehicles for the display of commercial advertising. Net Advertising Revenue, defined below, that is generated by Circuit in connection with the sales of commercial advertising shall be divided equally between Circuit and the CRA. Net Advertising Revenue means the gross advertising revenue received less all costs and expenses, including, but not limited to 4853-3349-4940,v.6 78 advertisement design,production costs, installation and removal costs and customary commissions paid to media sales representatives, incurred by Circuit in connection with providing the advertisement sales. Circuit shall provide an accounting of all advertising revenue with its Level of Service monthly report as required in Section 9, which shall include the gross revenue, costs and expenses Circuit shall provide to CRA a breakdown of the Net Advertising Revenue each month,which shall include the gross revenue plus costs and expenses incurred in connection with providing advertising sales Section 12. Advertising Guidelines A. In its agreements with its advertising contractors, Circuit shall reserve the right to reject any advertisement,commercial or noncommercial. B. Circuit shall determine the methods, details, and means for performing the Advertising Sales Services, subject to the CRA's consent which shall not be unreasonably withheld. C. All advertising and promotional materials, including, without limitation, any vehicle "wraps" collectively "Advertising")must conform to the following criteria: i. Defamatory Advertisinu. No Advertising will be permitted that falsely disparages any person, product, or company, or that is likely to damage the reputation of any person, product,or company. ii. Advertising Condoning Criminal Conduct.No Advertising will be permitted that is likely to incite or produce imminent unlawful activity. iii. Obscene Advertising. No Advertising shall display any statement, word, character, or illustration of an indecent or obscene nature, as defined by F.S. Chapter 847, as may be amended from time to time. iv. False Advertising.No Advertising shall displace false or misleading information,intended to mislead the public as to anything sold, any services to be performed or information disseminated. v. Tobacco. Firearms. and Cannabis. No Advertising shall display any statement that promotes the sale of tobacco or tobacco products, electronic cigarettes, firearms, or medical marijuana treatment centers or delivery devices in accordance with Florida law. vi. Existing Laws. All Advertising must conform to all applicable federal, state, and local statutes,laws,ordinances,rules and regulations. D. The CRA shall request removal of any advertising, commercial or noncommercial, that does not conform to this policy. Such demand will be in writing and will state reasonable grounds for the request. Circuit will consider and act promptly upon the request in accordance with this policy. Section 13: Ridership Fares A. Circuit shall collect ridership fares for the services,as follows: 4853-3349-4940,v.6 79 i.For rides that begin and terminate within Zone 1: $1.00 for each rider. ii. For rides that begin or terminate in Zone 2:$2:00 for each rider. If the rider is part of a group,$2.00 for the initial rider and$1.00 for each additional rider within the group. B. Circuit shall credit the CRA's monthly invoice for each Zone with 100%of the Net Fare Revenue, defined below,that is generated and collected from ridership fares. C. Net Fare Revenue means all gross ridership revenue that is collected from the passengers for the services less revenue collection costs and expenses, including but not limited to sales taxes or other taxes imposed by law,credit card processing fees and other billing related charging by third parties imposing similar processing charges. Circuit will be responsible for documenting all costs and expenses and related charges associated with the Net Fare Revenue calculations. 4853-3349-4940,v.6 80 Exhibit A-1 Service Area The Circuit Service Area for City of Boynton Beach CRA that is active in the Ride Circuit app and on the Circuit website is as follows: ii. /7 f i KM oi 1 Oceari;Front B •ch Park, IF i Two_Georges ,ieoa _w_ WaterfrontlGrifle EOce: 6 11 i 71 w t i c J CD ALCD 0) a 1/ i. tQ \\.„ f, , s, 1, - I,/ ke) co il,, i Jm Briny Breezes SE 2 a Zone 1: Area shaded blue Zone 2: Area shaded green 4854-7888-5014,v.2 81 Exhibit B: Pricing Schedule u Vh33 S 0ow.rtownl57d53I MAh.a7(t41.h 1on6- 36464, 14cM1,1 44.r66 I 615.165 64..03 Ms,M5 M.M06 13s*7 Month Mo.• Moab 20 35421I 04.Mu 51..0 Mr Mel 6C M 50 0 M 00 1 M M 1•.26 M M0I/, 361 161 161 261 555 111 241 261 161 261 261 266 03/7 I 0560030. 11 1 1 i 1 1 1 0170.0 0 0 Mf.M 1 5 2 1 1 1 13 1 3 311412•6125e110b Now 241.0 261.0 MIA 1610 241-0 261.0 7610 261.0 111.0 161.0 2430 251A 0105.335959701115.n1.13)97(5753090 2430 MMA 2620 162.0 1610 2610 2610 061.0 1610 2610 241.0 26131 1V Van!wow Noun 00 0.0 D.0 0A DA 00 OA 012 OA 00 00 DO 362.5.7.110515 5220 111 t 5110 522.5 5110 5210 5220 521-0 5221 5210 5110 5110 0/OM3nr3.x3w 1 Sari 0 Mn 5 3617 $ 3637 $ 1631 $ RV 3 34,37 S 50.57 $ 043, $ 15.77 0 737 S Stn 0023nn4226000n..e 1051 I 5457 $ 14.17 1 54.57 $ 36.77 4 35.17 $ 1177 $ 0437 3 54.41 5 SW $ 5447 $ 5537 $ 1550 3/1Vwn0Mv11s. 1 - AO 3 . 35 1 AD $ - ID $ - 30 $ ' 3O $ - AD 3 - Al 3 • 35 5 ' .35 3 - 30 5 - 40 5/50MYr.71. 0 )1.17 1 3437 $ 3637 S XVI 3 36.10 $ 3157 $ 731 $ 1430 $ 15.30 $ 3537 3 3637 $ 4537 bol ow 5 MO 3 5633 I 55503 1 400 1 3.w / $155 5 11126 $ 11501 1 5463 1 35353 $ 34.400 $ 55535 M•.., ./Meth 5 LOW 3 2600 1 1000 0 1000 5 1.600 S 0.000 $ 2W 1 L000 S 1000 3 LOW 0 6.03 $ 1.000 I0,.•t.d7.05.w0.Nona 1 0132 5 3132 1 1531 2 5117 0 5177 S 4312 0 4.320 1 1131 t 5162 1 1232 5 6132 2 5 232 Mlo.s.. S 5.330 $ 400 $ 4172 5 1.515 $ 1.550 1 4131 1 3.500 0 4132 3 4232 $ 4232 S 4172 $ 4.135 6MM•37.71135CRA$1 $ Wn $ 11377 5 9090 $ 0.677 1 W77 $ lain $ Wn $ 37.177 5 12177 5 11.10 6 nags $ WTI 3001 v_M,•e__- _. 5.12626 .__.__• lo.n005..5a. wob.4 600030050.04.. -WY.c347 0095.3 01.111,05 *335.0.1 ' bmeN ,My 05.0.4. p~5 meek :Now D10.0.05 P.0.45 .WY el c0eI$7 40.45 15561 4040 1606 4045 04423 KM µy 4$$ .S55A7 4050.__.- 3m 307 _ 10631 5145 15100 3345 540.11 14040 3637 111.40 5333 WO WT 1 -L6F4.31.37 124$ f13f. - -_.._k58. 6•423 131.23 4-10 3.140 667 57.11 7170 YN476•75 15.31 71.73 534047040___7040 _-. 11040110301 7540 365.71 74-10 11330 las ___._... ,,. _. __10031 21-.5 S.123 si.as 135.11 x540 111.Mi 5040 4040 ULU 3.tri 32S.O3l 13045 SMM 245 Om 3aa 1 1 1113 M-16157 771i. 4-r 82 EXHIBIT B z n 5 c O m44 04 n iijIh&tDrNE14thAve tore Dr R„,.r,l 6Dr Nv Ra 0 NE13thAve z SRd 0 NL'!12th Ave fo Z N'WY11thAve y NES1thAve c, Rader Rd It r Martn Luther Jr 6hrd 0 NS'!9th.Ave NE 9th Ave NE 9th Ave m r L- z a INCA'8th AveImam J v NE 8th Ave 4 nM 7 2 NE 7th Ave 6tf AveN NE 6th Ave J ZONE 2 (CITY) a 0 n IZONEI (CRA) I c a CD sift iiir.,m .. Nth'1st Ave Coconut Ln 111 Y ^^ E Ocean Ave Ocean Ridge 6. ;.' 2SW is:Ave SE1stAve `- n' 4” 9i Hudson Ayr Q I...-I 0. SW 2nd Ave .,.L.ti..•r• Q Si N s .,SW 4th Ave N 1 dill 11111114tiSW5thAve r.) o, 5th Ave gerSW5thLnw o(.-., SN16th Ave m Pr m is 4SW7thAvep0 C.'1,SW 8th Avc a m ma ilirliit.) E Harbour Dr,ySN'9th Avc a 41 IlirSW10thAveHarbourDr5 l io 'SW 11th Ave stitia Ln 12th Ave JD SW 12th Ave ra yera Dr v O o o' z':" av N ' 0 c raLWoolDright Rd E ••olbrrght Rd o Main 81.d ifit cn F.,South Blvd a Hersey Dr v. N High Point". = c High Point Blvd SE 20thCt m Z- Mg. ..MIPAIL Iv it M c Fa:m Dr Briny Breezes w SW 23rd Ave y Eagle Dr Iw+r 11 111111 83 EXHIBIT C E Boynton Beach Blvd 1 1•H9- F H I A R1-1i o III 1 All° STOP SIGN STOP SIGN STOP SIGN 24' 0 I 0 / I 0 / ESTOP SIGN Im ® To ® ® TAS 24'-I-20'-20'-I--24'-f-20'-20'-+-24'-4-20' 20.-4-24.--1--20.-1 I I J J L l L__ Isss9' TI —1— 1 1 I 4 Circuit I Z Designated EVm Parking Spaces — I i m ur II I T T T e-` T I . 25' 25' 25' 25' A R1-1 I 1 W/ /,/ W 7 R1-1 T 4-25' -i If 0 R1-1 Q R1-1 0 R1-1 0 STOP SIGN I STOP SIGN STOP SIGN STOP SIGN Q 24 NE 1st Ave Q AlI s. L..I © R1-1_••_••_••_••_••_•._••_.•_•• 7 1 1 STOP SIGN/ I II-20'-4-24'-1-20'—20'-4-24'-+20'-1 I I I I I I 9' 9' 9' i -r-1 r- I 0 24' Q 21iLt'b 84 EXHIBIT D The City shall promote the Services using Promotional Materials provided by the BBCRA, at no cost to the BBCRA, as follows: 1. Within one month of the Effective Date, the City shall: a. Send an email to every member of City staff concerning the availability of the Services; b. Make an announcement concerning the availability of the Services at a City Commission meeting; c. Share Promotional Materials on the City website, which shall remain on the City website for the term of the Agreement; d. Display Promotional Materials on the televisions at City Hall, which shall be displayed at least daily for the term of the Agreement as part of the City's regular rotation of content on such televisions; e. Display Promotional Materials displayed on digital marquees controlled by the City at least once daily for the term of the Agreement; and f. Display Promotional Materials on the digital kiosk(s) at City Hall, which shall be displayed at least daily for the term of the Agreement as part of the City's regular rotation of content on such kiosks. 2. Within three months Effective Date, the City shall: a. Share Promotional Materials at least once in all City newsletters (Sailfish Speaks, Economic Development, Recreation, and Library) and once in Funfare Magazine. In the event the City is not able to waive fees for including these Promotional Materials, the City may seek and is entitled to reimbursement from the BBCRA for the actual costs of including such Promotional Materials so long as the City receives the prior, written permission of the BBCRA to incur such costs; and b. Work with the BBCRA to create and include an insert in the City's utility invoices concerning the availability of the Services. 3. The City shall allow the BBCRA to: a. Install one 4x8 sign at City Hall and Oceanfront Park to market the Services; and b. Provide and display posters or postcards marketing the Services within City facilities, including City Hall, Cultural Center, Senior Center, Hester Center, and the Carolyn Sims Center concerning the Services. 4859-3315-2162,v. 1 85 RESOLUTION NO. R25-051 2 3 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON 4 BEACH, FLORIDA, APPROVING THE FIRST AMENDMENT TO THE 5 INTERLOCAL AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH 6 AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY 7 FOR FUNDING AN ON-DEMAND TRANSPORTATION SERVICES PILOT 8 PROGRAM EXTENDING THE INTERLOCAL AGREEMENT FOR ONE 9 YEAR; AND FOR ALL OTHER PURPOSES. 10 11 WHEREAS, the City of Boynton Beach Community Redevelopment Agency ("CRA") and 12 Circuit Transit, Inc. ("Contractor") entered into an agreement ("Circuit Agreement") for the 13 provision of on-demand transportation services; and 14 WHEREAS, pursuant to an amendment to the Circuit Agreement, the Circuit Agreement 15 may be extended for a period of one year and may be further extended pursuant to two (2)options 16 to extend for one year; and 17 WHEREAS, on March 5, 2024, the City of Boynton Beach ("City") and the CRA entered an 18 Interlocal Agreement for funding an on-demand transportation services pilot program, approved 19 by Resolution No. R24-041; and 20 WHEREAS, the Interlocal Agreement is set to terminate on March 5, 2025; and 21 WHEREAS, the City and CRA desire to extend the Interlocal Agreement for a one-year 22 term; and 23 WHEREAS, the City Commission, upon the recommendation of staff, has deemed it in the 24 best interests of the city's citizens and residents to approve the First Amendment to the Interlocal 25 Agreement between the City and CRA for funding an on-demand transportation services pilot 26 program extending the Interlocal Agreement for one year. 27 28 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON 29 BEACH, FLORIDA, THAT: 30 SECTION 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 31 being true and correct and are hereby made a specific part of this Resolution upon adoption. 32 SECTION 2. The City Commission of the City of Boynton Beach, Florida, does hereby 33 approve a First Amendment to the Interlocal Agreement between the City and the CRA for funding 86 34 an on-demand transportation services pilot program extending the Interlocal Agreement for one 35 year (the "Amendment"), in form and substance similar to that attached as Exhibit A. 36 SECTION 3. The City Commission of the City of Boynton Beach, Florida, hereby 37 authorizes the Mayor to execute the Amendment. The Mayor is further authorized to execute any 38 ancillary documents necessary to accomplish the purposes of this Resolution. 39 SECTION 4. Upon full execution of the Amendment, the Amendment shall be filed with 40 the Clerk of the Circuit Court of Palm Beach County, Florida, as required by Section 163.01(11), 41 Florida Statutes. 42 SECTION 5. This Resolution shall take effect in accordance with law. 43 44 PASSED AND ADOPTED this rell day of 1b 2025. J 45 CITY OF BOYNTON BEACH, FLORIDA 46 YES/ NO 47 Mayor—Ty Penserga 48 49 Vice Mayor—Aimee Kelley 50 51 Commissioner—Angela Cruz 52 53 Commissioner—Woodrow L. Hay 54 55 Commissioner—Thomas Turkin 56 57 VOTE T U 58 ATT T: 59cia 60 1°e_.114111.4 61 Maylee DI Jess, MPA, MM cr N rga 62 City Clerk M or 63 64 g0YNTOAV`.% APPROVED AS TO FORM: 65 (Corporate Seal) p.. •• 6,%' 3( ATF• 9C>66 ISEAL \ 68 NCO...... ED? ; Shawna G. Lamb 920 69 City Attorney FLOR a 87 88 89 90 91 92 93 94 95 96 97 98 99 100 101 102 103 104 105 106 107 108                     !" #                                             !  "    #  $ #     % &   '() *+*,)            "              -    -               - " ! $  . /         "   0       1 -         2   2           3-         3       456     57         '+ 6 - ( #6 $ -!    '+ 6 - '+ #6     $      /    8                 /  )          )       %     # /     2        5 )             8                    57        7" !       2   6  9) *+*9"          2         6  9) *+*9"    7                " %   )              "    : *+*,-*+*9   ) # ;   )    +*-9(9++-,<+) =,++)+++                                               !  "    #  $ #   ;         " 109 >  -&  '()*+*,   6 6  >  - ?  52     >  -521$ . / >  7-52  52 >  7-        $   %&'()'*+ 110 Meeting Minutes CRA Board Meeting Boynton Beach, FL January 18, 2024 Board Member Kelley moved to table Item 13F until the next meeting. Board Member Hay seconded the motion. The motion passed unanimously. G. Discussion and Consideration of a Contract with Circuit Transit Inc. for the BBCRA Pilot Ride Share Program Mr. Tack gave an overview of the Contract with Circuit Transit Inc. for the CRA Pilot Ride Share Program. He commented that at the November Board meeting, the Board gave Staff permission to move forward with negotiations with Circuit. Board Member Hay inquired, if needed, how long would it take to get another vehicle. Mr. Bagley, Circuit Transit Inc., replied the time it would take to add an additional vehicle, depends on the type of vehicle. He commented that if it was a sedan, it would be a few weeks, if it was a Gem vehicle, it has a longer order time. He stated that the sedans are going to be the better fit and offer the most flexibility. Board Member Hay asked who is responsible for the vehicles when they are parked overnight. Mr. Tack said that the CRA will be responsible, and the CRA is working with the City to provide four parking spaces in the current City parking lot on the corner of East Boynton Beach Boulevard and Seacrest Boulevard. He stated that Circuit would be responsible for liability since the vehicles and equipment belong to them. Board Member Hay inquired about special events and who is responsible for paying the overtime. Mr. Tack stated that the way the contract is written, it would not be considered overtime, there would be additional staffing and there is a rate within the contract that would provide the hourly rate structure. Vice Chair Turkin opened public comments. No virtual comments. Vice Chair Turkin closed public comments. Motion: Board Member Hay moved to approve the agreement with Circuit Transit, Inc. for the CRA Pilot Ride Share Program as presented and authorize the Board Chair to execute, subject to final legal review. Board Member Kelley seconded the motion with discussion. Board Member Kelley inquired what happens at the end of the six-month agreement. 6 111 Meeting Minutes CRA Board Meeting Boynton Beach, FL January 18, 2024 Janice Rustin, Counsel, replied that at the end of the six months, the contract will automatically be renewed for another six months. 14. New Business A. Discussion and Consideration of a Request for Proposals for Property Appraisal Services (Moved to February) B. Discussion and Consideration of Purchase of 1111 S. Federal Highway Mr. Tack gave an overview of the property located at 1111 S. Federal Highway. He said that the CRA Staff actively pursues the purchase of properties within the CRA District in order to spur redevelopment opportunities in accordance with the CRA Plan. He stated that 1111 S. Federal is a vacant lot, approximately .35 acres, which is currently zoned as C3 Community Commercial. He stated that the future development would be a potential mixed use under the Mixed Use Medium Future Land Use Classification. He commented that the development potential would allow mixed use development with a maximum density of 40 to 50 units per acre, and maximum height of 65 to 75 feet. Board Member Kelley stated that this is prime property with Federal Highway access and proximity to other properties owed by the CRA, and this an opportunity to capture property that has potential. Board Member Hay stated that it is a good deal and he is in favor of the purchase. Vice Mayor Turkin stated that he agrees with his colleagues this is a great opportunity. Vice Chair Turkin opened public comments. Blair Lee, the Broker for the property, stated that he had conferred with his client who owns the property at 1111 S. Federal Highway. He commented that they discussed a price of somewhere between the list price and $850,000. He noted that the purchase price came in at $891,000. He stated that the owner has continued to get the approvals on the square footage with a site plan, and the owner would like the Board to consider paying the appraised value. No virtual comments. Vice Chair Turkin closed public comment. Motion: Board Member Kelley moved to approve the purchase of the vacant lot located at 1111 S. Federal Highway in the amount of $850,000 and authorize the Board Chair to execute a Purchase and Sale agreement subject to final legal review. Board Member Hay seconded the motion with discussion. The motion passed unanimously. Board Member Hay inquired if there was anything currently planned for the site. 7 112 City of Boynton Beach Agenda Item Request Form 6.B Consent Agenda 02/17/2026 Meeting Date: 02/17/2026 Proposed Resolution No. R26-024- Approving the First Amendment to the Interlocal Agreement for the Public Safety Radio System between the City and Palm Beach County. Requested Action: Staff recommends approval of Proposed Resolution No. R26-024 Explanation of Request: The Interlocal Agreement between Palm Beach County and the City’s Police Department establishes a collaborative framework for sharing radio channels and utilizing mutual radio infrastructure to enhance public safety communications. This arrangement ensures seamless interoperability between agencies during routine operations and emergency incidents, improving coordination and response times. The First Amendment renews the agreement retroactively for a five-year term (November 17, 2025 – November 16, 2030) and maintains core provisions, including the City’s responsibility to maintain its own interfacing equipment and pay its pro rata share of annual operations and maintenance costs. The County will continue managing system-wide infrastructure. The termination provision allows the City to terminate with 60 days’ notice and the County only for default. Renewal options permit two additional five-year terms with mutual approval, ensuring a long-term, cost- effective, and legally compliant mechanism for interoperable public safety communications. How will this affect city programs or services? This allows allows redundancy for public safety radio. Account Line Item and Description: N/A Fiscal Impact: N/A Attachments: R26-024 Agenda_Item_4156- 2026_Resolution_for_PBC_Public_Safety_Radio_System_Interlocal_Amd.docx Exhibit A to Resolution - Renewal Amendment - City of Boynton Beach Retro.pdf R2020-1705 Agreement.pdf 113 Executed Agreement 111920.pdf 114 RESOLUTION NO. R26-024 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON 1 BEACH, FLORIDA, APPROVING THE FIRST AMENDMENT TO THE 2 INTERLOCAL AGREEMENT FOR THE PUBLIC SAFETY RADIO SYSTEM 3 BETWEEN THE CITY AND PALM BEACH COUNTY; AND FOR ALL OTHER 4 PURPOSES. 5 6 WHEREAS, the City and Palm Beach County entered into an Interlocal Agreement dated 7 November 17, 2020, for the public safety radio system; and 8 WHEREAS, the parties desire to extend the Agreement term through November 16, 2030, 9 exercising the first renewal option; and 10 WHEREAS, the City Commission, upon the recommendation of staff, has deemed it in the 11 best interests of the City's citizens and residents to approve the First Amendment to the Interlocal 12 Agreement for the public safety radio system between the City and Palm Beach County. 13 14 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON 15 BEACH, FLORIDA, THAT: 16 SECTION 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 17 being true and correct and are hereby made a specific part of this Resolution upon adoption. 18 SECTION 2. The City Commission of the City of Boynton Beach, Florida, does hereby 19 approve the First Amendment to the Interlocal Agreement for the public safety radio system 20 between the City and Palm Beach County (the “Amendment”), in form and substance similar to 21 that attached as Exhibit A. 22 SECTION 3. The City Commission of the City of Boynton Beach, Florida, hereby 23 authorizes the Mayor to execute the Amendment. The Mayor is further authorized to execute any 24 ancillary documents as may be necessary to accomplish the purpose of this Resolution. 25 SECTION 4. Upon full execution of the Amendment, the Amendment shall be filed with 26 the Clerk of the Circuit Court of Palm Beach County, Florida. 27 SECTION 5. This Resolution shall take effect in accordance with the law. 28 [SIGNATURES ON THE FOLLOWING PAGE] 29 30 115 RESOLUTION NO. R26-024 PASSED AND ADOPTED this ______________ day of ______________________________ 2026. 31 CITY OF BOYNTON BEACH, FLORIDA 32 YES NO 33 Mayor – Rebecca Shelton _____ _____ 34 35 Vice Mayor – Woodrow L. Hay _____ _____ 36 37 Commissioner – Angela Cruz _____ _____ 38 39 Commissioner – Thomas Turkin _____ _____ 40 41 Commissioner – Aimee Kelley _____ _____ 42 43 VOTE ______ 44 ATTEST: 45 46 _____________________________ ______________________________ 47 Maylee De Jesús, MPA, MMC Rebecca Shelton 48 City Clerk Mayor 49 50 APPROVED AS TO FORM: 51 (Corporate Seal) 52 53 _______________________________ 54 Shawna G. Lamb 55 City Attorney 56 116 City of Boynton Beach/First Amendment- HUB Page 1 of 3 FIRST AMENDMENT TO INTERLOCAL AGREEMENT THIS FIRST AMENDMENT to the InterlocalAgreement (R2020-1705) dated November 19, 2020 (“Agreement”) is made as of ______________________, by and between Palm Beach County, a political subdivision of the State of Florida (“County”), and Boynton Beach, a municipal corporation existing under the laws of the State of Florida (“City”). In consideration of the mutual promises contained herein, the County and City agree as follows: 1. The term of the Agreement is renewed retroactively beginning on November 17, 2025, and continuing through November 16, 2030, pursuant to the exercise of the first renewal option for five (5) years. 2. Section 22 of the Agreement is deleted in its entirety and replaced with the following: SECTION 22: NON-DISCRIMINATION The County is committed to assuring equal opportunity in the award of contracts and complies with all laws prohibiting discrimination. Pursuant to Palm Beach County Resolution R2025-0748, as may be amended, the Participant warrants and represents that throughout the term of the Agreement, including any renewals thereof, if applicable, all of its employees are treated equally during employment without regard to race, color, religion, disability, sex, age, national origin, ancestry, marital status, familial status, sexual orientation, or genetic information. Failure to meet this requirement shall be considered default of the Agreement. 3. Section 29 of the Agreement is deleted in its entirety and replaced with the following: SECTION 29: E-VERIFY – EMPLOYMENT ELIGIBILITY 29.01 City warrants and represents that it is in compliance with section 448.095, Florida Statutes, as may be amended, and that it: (1) is registered with the E- Verify System (E-Verify.gov), and uses the E-Verify System to electronically verify the employment eligibility of all newly hired workers; and (2) has verified that all of the City’s contractors and subcontractors performing any duties and obligations under this Agreement are registered with and use the E-Verify System to electronically verify the employment eligibility of all newly hired workers. 29.02 County shall terminate this Agreement if it has a good faith belief that City has knowingly violated Section 448.09(1), Florida Statutes as may be amended. 4. Except as modified by this First Amendment, the Agreement remains unmodified and in full force and effect in accordance with the terms thereof and is hereby ratified and confirmed by the City and County. 117 City of Boynton Beach/First Amendment- HUB Page 2 of 3 IN WITNESS WHEREOF, the parties have caused this First Amendment to be executed as of the day and year first above written. ATTEST: PALM BEACH COUNTY, a political subdivision of the State of Florida MICHAEL A. CARUSO CLERK OF THE CIRCUIT COURT & COMPTROLLER By: By: Maria G. Marino, Mayor Deputy Clerk APPROVED AS TO FORM APPROVED AS TO TERMS AND AND LEGAL SUFFICIENCY CONDITIONS By:___________________________________ By:_________________________________ County Attorney Jason Crosby, Acting Director Facilities Development & Operations 118 City of Boynton Beach/First Amendment- HUB Page 3 of 3 ATTEST: BOYNTON BEACH, a municipal corporation existing under the laws of the State of Florida By: _________________________________ By: ________________________________ Maylee De Jesus, City Clerk Daniel Dugger, City Manager APPROVED AS TO LEGAL SUFFICIENCY: By: ______________________________ Shawna Lamb, City Attorney 119 120 121 122 123 124 125 126 127 128 129 130 131 132 133 134 135 136 137 138 139 140 141 142 143 144 145 146 147 City of Boynton Beach Agenda Item Request Form 6.C Consent Agenda 02/17/2026 Meeting Date: 02/17/2026 Proposed Resolution No. R26-025- Approve a Utility Easement Encroachment Agreement between the City of Boynton Beach and BB1 Development, LLC to allow the developer to install private water service lines within a 10-foot utility easement dedicated to the City of Boynton Beach. Requested Action: Staff recommends approval of Proposed Resolution No. R26-025. Explanation of Request: BB1 Development, LLC, the Developer of the Ocean One project, is requesting permission to install three private service lines (8-inch fire, 4-inch water, and 2-inch water) within an existing 10-foot utility easement. This easement was previously dedicated to the City by plat to protect a critical 72-inch storm sewer main adjacent to the property line. Due to the unique site constraints of the Ocean One Project, the Developer has demonstrated that there is no feasible alternative location for these service lines outside of the easement area. To accommodate the development while safeguarding municipal infrastructure, both parties have negotiated a Utility Easement Encroachment Agreement that establishes strict protocols for installation, maintenance access, and liability. How will this affect city programs or services? If the 72-inch main fails, the City may have to wait for the Developer to stabilize or shut off their private fire and water lines before excavation can safely begin. Also, the Fire Department’s service is directly linked to the 8-inch private fire line. By placing the fire line in the same easement as a large storm sewer, there is a remote risk that a major storm-pipe collapse could take out the building’s fire protection. However, the City’s program is protected because the agreement places the burden of repair and interruption of service risks entirely on the Developer. Account Line Item and Description: N/A Fiscal Impact: There is no direct fiscal impact on the City. The Developer is responsible for all costs associated with the installation and future maintenance of the private utility lines. 148 Attachments: R26-025 Agenda_Item_4227-2026_Resolution_for_BB1_Utility_Easement_Agmt.docx Exhibit A to Resolution - Hyperion Utility Easement Agreement.pdf 149 RESOLUTION NO. R26-025 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON 1 BEACH, FLORIDA, APPROVING A UTILITY EASEMENT 2 ENCROACHMENT AGREEMENT BETWEEN THE CITY OF BOYNTON 3 BEACH AND BB1 DEVELOPMENT, LLC FOR THE HYPERION PROJECT 4 TO INSTALL PRIVATE WATER SERVICE LINES WITHIN A 10-FOOT 5 UTILITY EASEMENT DEDICATED TO THE CITY OF BOYNTON BEACH; 6 AND FOR ALL OTHER PURPOSES. 7 8 WHEREAS, the City maintains a 72-inch storm sewer along NE 6th Court, adjacent to the 9 BB 1 Development, LLC (“Developer”) property; and 10 WHEREAS, the Developer's property line conflicts with the existing storm sewer location, 11 requiring a 10-foot utility easement extending inward from the property line pursuant to the City's 12 Land Development Regulations; and 13 WHEREAS, Developer has dedicated a 10-foot utility easement to the City by Plat, which 14 easement is depicted on the "Ocean One Plat" recorded in the Public Records of Pal m Beach 15 County, Florida (the "Utility Easement"); and 16 WHEREAS, the Developer has requested permission to install private utility lines within 17 the Utility Easement, specifically an 8-inch private fire line, a 4-inch water service line, and a 2-inch 18 water service line (the "Private Utility Lines"); and 19 WHEREAS, the Developer has demonstrated the infeasibility of relocating these private 20 utilities outside the Utility Easement area; and 21 WHEREAS, the Parties desire to establish protocols for shared use of the Utility Easement 22 while protecting the City's storm sewer infrastructure and maintenance access; and 23 WHEREAS, the City Commission, upon the recommendation of staff, has deemed it in the 24 best interests of the City's citizens and residents to approve a Utility Easement Encroachment 25 Agreement between the City and BB1 Development, LLC for the Hyperion Project to install private 26 water service lines within a 10-foot utility easement dedicated to the City. 27 28 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON 29 BEACH, FLORIDA, THAT: 30 SECTION 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 31 150 RESOLUTION NO. R26-025 being true and correct and are hereby made a specific part of this Resolution upon adoption. 32 SECTION 2. The City Commission of the City of Boynton Beach, Florida, does hereby 33 approve a Utility Easement Encroachment Agreement between the City and BB1 Development, 34 LLC for the Hyperion Project (the “Agreement”), in form and substance similar to that attached as 35 Exhibit A. 36 SECTION 3. The City Commission of the City of Boynton Beach, Florida, hereby 37 authorizes the Mayor to execute the Agreement. The Mayor is further authorized to execute any 38 ancillary documents as may be necessary to accomplish the purpose of this Resolution. 39 SECTION 4. Upon execution of the Agreement by the City, the City Clerk shall record 40 the Agreement in the Public Records of Palm Beach County. The City Clerk shall provide a copy 41 of the recorded Agreement to Milot Emile. 42 SECTION 5. This Resolution shall take effect in accordance with the law. 43 [SIGNATURES ON THE FOLLOWING PAGE] 44 45 151 RESOLUTION NO. R26-025 PASSED AND ADOPTED this ______________ day of ______________________________ 2026. 46 CITY OF BOYNTON BEACH, FLORIDA 47 YES NO 48 Mayor – Rebecca Shelton _____ _____ 49 50 Vice Mayor – Woodrow L. Hay _____ _____ 51 52 Commissioner – Angela Cruz _____ _____ 53 54 Commissioner – Thomas Turkin _____ _____ 55 56 Commissioner – Aimee Kelley _____ _____ 57 58 VOTE ______ 59 ATTEST: 60 61 _____________________________ ______________________________ 62 Maylee De Jesús, MPA, MMC Rebecca Shelton 63 City Clerk Mayor 64 65 APPROVED AS TO FORM: 66 (Corporate Seal) 67 68 _______________________________ 69 Shawna G. Lamb 70 City Attorney 71 152 153 154 155 156 157 158 159 160 161 162 City of Boynton Beach Agenda Item Request Form 6.D Consent Agenda 02/17/2026 Meeting Date: 02/17/2026 Proposed Resolution No. R26-026- Approving the Settlement Agreement and Full and Final General Release in the matter of Bria Smith v. City of Boynton Beach, totaling $75,000. Requested Action: Staff recommends approval of Proposed Resolution No. R26-026. Explanation of Request: The Code of Ordinances of the City of Boynton Beach, Florida, provides that the settlement of all claims in excess of $50,000 requires approval of the City Commission. Bria Smith brought a claim against the City of Boynton Beach stemming from an incident that occurred on or about December 6, 2024. A pre-suit Settlement and Release of Claim was reached with Plaintiff for $75,000 in exchange for a general release of all claims, which resolves all claims for damages, including attorney's fees and costs. How will this affect city programs or services? N/A Budgeted Item: Yes Account Line Item and Description: 522-1710-519-49-20 Other Current Charges/Self Insured Loss - Liability. Fiscal Impact: This is a budgeted item, in the amount of $75,000. Attachments: R26-026 Agenda_Item_4249-2026_Resolution_for_Bria_Smith_Release_of_Claims.docx Executed agreement - B Smith.pdf Signed release.pdf 163 RESOLUTION NO. R26-026 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON 1 BEACH, FLORIDA, APPROVING THE CONDITIONAL SETTLEMENT AND 2 RELEASE OF CLAIM IN THE MATTER OF BRIA SMITH V. CITY OF 3 BOYNTON BEACH, TOTALING $75,000; AND FOR ALL OTHER 4 PURPOSES. 5 6 7 WHEREAS, the Code of Ordinances of the City of Boynton Beach, Florida, provides that 8 the authority for settlement of all claims in excess of $50,000 shall require approval of the City 9 Commission by formal resolution; and 10 WHEREAS, Bria Smith ("Plaintiff") brought a claim stemming from an alleged accident that 11 occurred on or about December 6, 2024; and 12 WHEREAS, a Settlement and Release of Claim was reached with the Plaintiff for $75,000 13 in exchange for a general release of all claims, which resolves all claims for damages between the 14 Plaintiff and Defendant, City of Boynton Beach, as well as attorney's fees and costs; and 15 WHEREAS, the City Commission, upon the recommendation of staff, has deemed it in the 16 best interests of the city's citizens and residents to approve the Settlement Agreement and Full 17 and Final General Release of Claim in the matter of Bria Smith v. City of Boynton Beach , totaling 18 $75,000. 19 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON 20 BEACH, FLORIDA, THAT: 21 SECTION 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 22 being true and correct and are hereby made a specific part of this Resolution upon adoption. 23 SECTION 2. The City Commission of the City of Boynton Beach, Florida, does hereby 24 approve the Settlement Agreement and Full and Final General Release of Claim in the matter of 25 Bria Smith v. City of Boynton, totaling $75,000, in form and substance similar to that attached as 26 Exhibit A. 27 SECTION 3. This Resolution shall take effect in accordance with the law. 28 [SIGNATURES ON THE FOLLOWING PAGE] 29 30 31 164 RESOLUTION NO. R26-026 PASSED AND ADOPTED this ______________ day of ______________________________, 2026. 32 CITY OF BOYNTON BEACH, FLORIDA 33 YES NO 34 Mayor – Rebecca Shelton _____ _____ 35 36 Vice Mayor – Woodrow L. Hay _____ _____ 37 38 Commissioner – Angela Cruz _____ _____ 39 40 Commissioner – Thomas Turkin _____ _____ 41 42 Commissioner – Aimee Kelley _____ _____ 43 44 VOTE ______ 45 ATTEST: 46 47 _____________________________ ______________________________ 48 Maylee De Jesús, MPA, MMC Rebecca Shelton 49 City Clerk Mayor 50 51 APPROVED AS TO FORM: 52 (Corporate Seal) 53 54 _______________________________ 55 Shawna G. Lamb 56 City Attorney 57 165 166 167 168 169 170 City of Boynton Beach Agenda Item Request Form 6.E Consent Agenda 02/17/2026 Meeting Date: 02/17/2026 Commission Meeting Minutes. Requested Action: Approve minutes from the January 20, 2026 City Commission Meeting. Explanation of Request: The City Commission met on January 20, 2026 , and minutes were prepared from the notes taken at the meeting. The Florida Statutes provide that minutes of all Commission meetings be prepared, approved, and maintained in the records of the City of Boynton Beach. How will this affect city programs or services? A record of the actions taken by the City Commission will be maintained as a permanent record. Account Line Item and Description: N/A Fiscal Impact: There is no fiscal impact to the budget from this item. Attachments: January 20, 2026 City Commission Meeting Minutes.docx 171 Minutes of the City Commission Meeting Held Online Via the GoToWebinar Platform and In-Person at the City Hall Commission Chambers 100 East Ocean Avenue, Boynton Beach, Florida On Tuesday, January 20, 2026, at 6:00 P.M. Present: Mayor Rebecca Shelton Daniel Dugger, City Manager Vice Mayor Woodrow L. Hay Shawna Lamb, City Attorney Commissioner Angela Cruz Maylee De Jesús, City Clerk Commissioner Thomas Turkin Commissioner Aimee Kelley 1. Agenda Items A. Call to Order Mayor Shelton called the meeting to order at 6:42 P.M. Roll Call City Clerk Maylee De Jesús, called the roll. Invocation by Pastor Nate Santos, Living Waters Church. Pastor Santos was not in attendance, so Vice Mayor Hay provided the Invocation. Pledge of Allegiance to the Flag led by Commissioner Thomas Turkin The Pledge of Allegiance was led by Commissioner Turkin. Agenda Approval: 1. Additions, Deletions, Corrections Vice Mayor Hay requested that two Community Support Fund items be added to the agenda as Item 5G. Commissioner Turkin requested that two future agenda items be added. He said that the first item would involve a task force focused on building, code enforcement, and related processes, noting that he raised the issue last year. He added that he wanted to identify code-related roadblocks affecting development and explore ways to expedite the permitting process. He further noted that, with the upcoming budget cycle, the City should have macro-level discussions regarding property taxes and said that it may be possible to significantly reduce the millage rate. City Manager Dugger requested that Item 10B be tabled, stating that the Fire Marshal requested additional time to review the item. 172 City Commission Meeting Boynton Beach, FL January 20, 2026 2 Commissioner Cruz stated that it was important to review the issues raised by Commissioner Turkin but emphasized that the City should proceed cautiously regarding who would be responsible for making decisions related to code changes. Commissioner Turkin responded that multiple stakeholders should be involved in the process. He stated that he would prefer to see development occur within Boynton Beach rather than having potential projects move to other municipalities. 2. Adoption Motion: Commissioner Cruz moved to approve the agenda, as amended. Commissioner Kelley seconded the motion. In a voice vote, the motion passed unanimously. 2. Other A. Informational items by the Members of the City Commission. Commissioner Turkin thanked City staff for assisting with a large park cleanup. He noted that Kyle from Publix said that Community Service Week would take place from April 19 through April 26 and noted that participants would like to work with the City during that time. Commissioner Kelley said that there had been several critical incidents over the past few weeks and thanked First Responders for their work. She also thanked Dispatchers, noting that they are often the first to receive emergency calls and do not always receive the recognition that they deserve. Vice Mayor Hay said that he had been under the weather for the past month and thanked those who reached out to him. He also thanked City staff for their recognition of Martin Luther King Jr. Day and spoke about the significance of Dr. King’s legacy. Commissioner Turkin referenced an incident reported by a resident, involving Utilities trucks, and said that staff intervention prevented dumping into a storm drain. 3. Announcements, Community and Special Events and Presentations A. Proclamation for Boynton Bulldogs Day Vice Mayor Hay read the proclamation into the record, and presented the proclamation to the Boynton Beach Bulldogs. Ed Burgess thanked the City of Boynton Beach for making this day possible. He thanked Deputy City Manager Mack for patrolling the sidelines. Vice Mayor Hay mentioned the Community Support funds. 173 City Commission Meeting Boynton Beach, FL January 20, 2026 3 B. Strategi Plan Presentation and Update Griselle Chazu, Economic Development Division Director, provided an update on the City’s Strategic Plan and reviewed the relationship between the Strategic Plan and the Comprehensive Plan. She explained Vision 2039 and outlined the four strategic goals: Financially Sound City Government, Public Safety, Strong Local Economy, and Coastal Access. She noted that the plan includes 28 goals and 43 specific action items, with 24 goals currently underway as part of the four-year action cycle. She reviewed the Vision for Boynton Beach for 2026-2030, highlighted major accomplishments including Vision Forward and Power BI dashboard integration, outlined next steps, and responded to questions. Vice Mayor Hay said that this type of reporting was what had been missing for him and noted that there had not previously been clear updates on what had been accomplished, where the City currently stands, and where it is headed. He asked that biannual updates be provided. Amanda Radigan, Development Director, said that, with the Power BI platform, updates would be available on an ongoing basis. Commissioner Kelley noted that staff had been conducting surveys throughout the City and asked whether those efforts were effective in gathering feedback. Ms. Chazu responded that the information would be refined and cleaned up. Ms. Radigan added that much of what had previously been shared publicly related to the Comprehensive Plan. Commissioner Turkin said that he would like to see additional measurable data included, such as crime rates, and noted that he observed daily impacts through the work of the City’s Beautification Team. 4. Public Audience David Katz spoke regarding Administrative Items A and B and said that those provisions should be eliminated from the City Code. He also commented on Item C and said that the City was settling when accepting individuals who reside outside of the City. Chip Randall raised concerns regarding Summit Drive and said that vehicles exiting Hunter’s Run frequently travel at high speeds. He noted that a park is located at the end of the street and stated that the conditions are dangerous for children. He requested that a speed bump be installed. A resident stated that many residents cross Summit Drive regularly and said that she feared 174 City Commission Meeting Boynton Beach, FL January 20, 2026 4 for their safety. She requested that a speed bump be added. Marjory Wright said that she observed a sports car exiting Hunter’s Run at a very high rate of speed and stated that someone was nearly killed. She said that the issue involved speeding and noise and noted that vehicles were turning around on sidewalks and grass. She added that children and women frequently use those sidewalks. Albert Wright said that he was very concerned that someone could be struck by a vehicle on Summit Drive. Susan Oyer spoke regarding Pence Park and said that the City should consider eco- parking options, noting that these systems work better. She also said that two mature trees in the park should not be removed and referenced a nearby property overlooking the park, stating that she wanted the glass window feature preserved. She added that Rick Ross retired from the Boynton Beach Police Department and said that he had not been formally recognized. Steve Gallagher spoke in opposition to the proposed Bamboo Lane annexation and said that there was significant public opposition. He stated that staff’s recommendation for approval was concerning and said that the County did not support the annexation. He added that, although the request was voluntary, the County would not defend it in court. Billy Cunningham congratulated the City on the purchase and demolition of the Boynton Inn. He said that his group is negotiating with the City regarding 13 adjacent properties and suggested that the City annex land near I-95 to generate revenue. He also said that he supported relocating Josie’s to Dixie Highway. Barbara Ready stated that she was representing the Boynton Beach Historical Society and shared information on upcoming events. She noted that the Forest Park Community Meeting would be held the following evening and mentioned the East Little League opening ceremony. She also said that two waiver requests should be approved. Mauve Ratchae raised concerns about public safety and said that aggressive panhandling has increased throughout the City. She stated that she contacted the non-emergency number and was told that resources were limited. She added that loud vehicle air horns have become more common. JP Casuto thanked the City for its support and said that he supported the relocation of Josie’s to Dixie Highway and the purchase of the 13 properties adjacent to the Boynton Inn site. Katie Miller expressed concern about a demolished property and said that she feared children could access the site and be injured. She also stated that law enforcement 175 City Commission Meeting Boynton Beach, FL January 20, 2026 5 presence was limited in the Gulfview Harbor area. 5. Administrative A. Ratify the Art Advisory Board Chair and Vice Chair. Motion: Commissioner Kelley moved to approve Ratify the selection of Robin Kurtzman as Chair and Margaret Roberts as Vice Chair. Motion failed due to lack of second. B. Ratify Selection of Vice Chair for the Community Redevelopment Advisory Board Motion: Commissioner Cruz moved to approve Ratify the selection Lesha Roundtree as Community Redevelopment Advisory Board Vice Chair. Vice Mayor Hay seconded the motion. The motion passed unanimously. C. Request for a waiver of appointment requirements for Advisory Boards. Motion: Vice Mayor Hay moved to approve Regina Fay’s waiver. Commissioner Cruz seconded the motion. Motion failed 2-3 (with Mayor Shelton, Commissioner Kelley, and Commissioner Turkin dissenting). Motion: There were no motions to approve the waiver for Michaella Louis. D. Advisory Board Appointments Motion: Commissioner Cruz moved to approve Sanford Purnell as a regular member of the Education and Youth Board. Commissioner Turkin seconded the motion. The motion passed unanimously. Motion: Commissioner Cruz moved to approve Matthew Wojciechowski as a regular member of the Recreation and Parks Board. Vice Mayor Hay seconded the motion. The motion passed unanimously. Motion: There was no motion for The Senior Advisory Board, because the applicant’s waiver was 176 City Commission Meeting Boynton Beach, FL January 20, 2026 6 denied. E. City Commission workshops for the updated Comprehensive Plan. Ms. Radigan briefly provided an update. There was consensus to wait on a date that would work with the Consultant as well. F. Discussion regarding March 17, 2026 Commission Meeting. There was consensus to move the meeting to March 23, 2026. G. Community Support Funds (This item was added at beginning of the meeting). Motion: Vice Mayor Hay moved to approve the Community Support Funds for Boynton Beach Bulldogs and Boynton Beach Bulldog Cheerleaders. Commissioner Turkin seconded the motion. The motion passed unanimously. 6. Consent Agenda A. Proposed Resolution No. R26-001 – Approve the Boynton Beach Police Department’s use of Florida opioid settlement funds to support Police Officer training focused on operational readiness, including practical strategies for addressing opioid use disorder and conducting conditions, and fund overtime associated with attending the trainings. B. Proposed Resolution No. R26-002 – Approve and award nine (9) Small Business Marketing Grant Program grants in the amount of $2,500 each and authorize the Mayor or City Manager to execute the grant agreements. C. Proposed Resolution No. R26-003 – Approval and award of eleven (11) Small Business Support Grant Program grants to local businesses, and authorizing the Mayor or City Manager to execute the grant agreements. D. Proposed Resolution No. R26-004 – Approve a Release of Unity Title (REUT- 2025-117257) for Josie’s Restaurant located at 3047 N. Federal Highway, allowing the previously unified parcels to be released in order to proceed with a replat and associated development approvals. E. Proposed Resolution No. R26-005 – Approve and authorize the City Manager to sign Amendment #5 to an agreement No. S0853 between the Florida Department of Environmental Protection and the City of Boynton Beach for the Oceanfront Park Wastewater Treatment Plant upgrade project. F. Proposed Resolution No. R26-006 – Ratifying the Facility Use Agreement between the City of Boynton Beach and Chabad Lubavitch of Greater Boynton Beach for the use of Centennial Park & Amphitheatre. 177 City Commission Meeting Boynton Beach, FL January 20, 2026 7 G. Proposed Resolution No. R26-007 – Approving a Declaration of Restrictive Covenant for 670 Oak Street. H. Commission Meeting Minutes Motion: Commissioner Turkin moved to approve the consent agenda. Vice Mayor Hay seconded the motion. The motion passed unanimously. 7. Consent Bids and Purchases A. Proposed Resolution No. R26-008 – Ratification of FY2025 Expenditures and Authorization of Revised Annual Amount with Pump & Blower, Inc., Cintas, and AT&T. B. Proposed Resolution No. R26-009 – Approving the final rankings for Request for Qualifications (RFQ) No. 25-045Q for NW 3rd Street SFWMD C-16 (Heart of Boynton), Flood Risk Reduction (Grant Funded) – Engineering Services as recommended by the Evaluation Committee and authorizing City staff to negotiate a contract with the recommended top -ranked proposer, Keith and Associates, in accordance with Section 28-055, Florida Statutes, and for all other purposes. C. Proposed Resolution No. R26-010 – Award Invitation to Bid No. 25-028B, Sanitary Sewer Gravity Main CIPP Project, to Cobra Environmental, Inc., and approve the Agreement between the City and Cobra Environmental, Inc. in the amount of $5,955,905.85, plus an additional 10% contingency in the amount of $595,590.59, bringing the total not-to-exceed contract and purchase order amount to $6,551,496.44; approve a budget transfer to allocate sufficient funding for this project. This work will be completed in San Castle, Brighton Lakes, and various locations in the western communities of the City of Boynton Beach. D. Approve the annual expenditure and authorize the Mayor to sign the renewal amendments for RFPS/Bids and/or piggybacks for procurement of services and/or commodities as described in Exhibit A for January 20, 2026 – Amendment Requests for Bid Extensions and/or Piggybacks. Motion: Commissioner Kelley moved to approve Consent Bids and Purchases. Vice Mayor Hay seconded the motion. The motion passed unanimously. 8. Public Hearing A. Proposed Ordinance No. 25-042- Second Reading, An Ordinance of the City 178 City Commission Meeting Boynton Beach, FL January 20, 2026 8 Commission of the City of Boynton Beach, Florida, amending Ordinance No. 89-38 by amending the Future Land Use Map of the City of Boynton Beach, Florida, for an approximately 64.54 acre parcel of real property generally located west of High Ridge Road between Hypoluxo Road and Miner Road, by changing the future land use designation from LDR (Low Density Residential) to R (Recreation); declaring the proposed amendment to the future land use map to be consistent with all other elements of the comprehensive plan of the City; providing for severability, conflicts, and providing for an effective date. B. Proposed Ordinance No. 25-043- Second Reading, An Ordinance of the City Commission of the City of Boynton Beach, Florida, for the High Ridge Country Club, amending Ordinance No. 02-013 to rezone approximately 64.54 acres generally located west of High Ridge Road between Hypoluxo Road and Miner Road, from R-1-AA (Single-Family Residential District) to REC (Recreation); declaring the proposed amendment to be consistent with the comprehensive plan of the City; providing for severability, conflicts, and providing for a n effective date. C. Proposed Ordinance No. 25-044- Second Reading, An Ordinance of the City Commission of the City of Boynton Beach, Florida, approving the abandonment of a portion of the 60' wide NW 7th Court right -of-way, commencing at the south line of the Stanford Park Plat and terminating at the north right-of-way line of Miner Road; authorizing the City Manager to execute a disclaimer, which shall be recorded with this ordinance in the public records of Palm Beach County, Florida; providing an effective date; and for all other purposes. Items 8A-C were heard together. Deputy City Clerk De Jesús swore in those intending to speak on all ordinances. Commissioner Cruz said regarding Items 8A-C that she had no ex-parte communication, had not received written communication, had not conducted an investigation, had not made a site visit, and had not received expert opinions. She requested that these disclosures and all written communication be made part of the record. Vice Mayor Hay said regarding Items 8A-C that he had no ex-parte communication, had not received written communication, had not conducted an investigation, had not made a site visit, and had not received expert opinions. He requested that these disclosures and all written communication be made part of the record. Commissioner Kelley said regarding Items 8A-C that she had no ex-parte communication, had received written communication from Mr. Pavlin, had not conducted an investigation, had not made a site visit, and had not received expert opinions. She requested that these disclosures and all written communication be made part of the record. 179 City Commission Meeting Boynton Beach, FL January 20, 2026 9 Commissioner Turkin said regarding Items 8A-C that he had no ex-parte communication, had not received written communication, had not conducted an investi gation, had not made a site visit, and had not received expert opinions. He requested that these disclosures and all written communication be made part of the record. Mayor Shelton said regarding Items 8A-C that she had no ex-parte communication, had not received written communication, had not conducted an investigation, had not made a site visit, and had not received expert opinions. She requested that these disclosures and all written communication be made part of the record. Deputy City Clerk De Jesús read the ordinance titles into the record. Staff confirmed that there have been no changes and no opposition from the state during review. Mayor Shelton opened public comment. Dimitri Pavlov said that he lives east of High Ridge Road and expressed concern that the proposed expansion referenced a wooded area, without clearly defining how far the expansion would extend. He suggested that the applicant specify the extent of the expansion and said that the wooded area should be protected. Mayor Shelton closed public comment. Commissioner Kelley asked staff to address some of the concerns raised. Ms. Radigan explained that the boundaries were limited and said that no more than 25 percent of the area could be removed. Commissioner Turkin said that the proposal was an expansion only and stated that there would be no impact to the residential area or the wooded area, if any impact occurred. Ms. Radigan added that the intent of the golf course expansion was to result in minimal impact. Motion: Commissioner Turkin moved to approve Proposed Ordinance No. 25-042 on Second Reading. Vice Mayor Hay seconded the motion. In a roll call vote, the motion passed unanimously. Motion: Commissioner Turkin moved to approve Proposed Ordinance No. 25-043 on Second Reading. Commissioner Kelley seconded the motion. In a roll call vote, the motion passed unanimously. 180 City Commission Meeting Boynton Beach, FL January 20, 2026 10 Motion: Commissioner Turkin moved to approve Proposed Ordinance No. 25-044 on Second Reading. Commissioner Kelley seconded the motion. In a roll call, the motion passed unanimously. D. Proposed Ordinance No. 25-045- Second Reading, An Ordinance of the City Commission of the City of Boynton Beach, Florida, Amending Chapter 3, Article III, Section 2.G IPUD; Chapter 3, Article IV, Section 3 Use Regulations; Chapter 4, Article III, Section 8.A.3.b Plaza Requirements; and Chapter 4, Article IV, Section 4.C.1 Signs amending IPUD (Infill Planned Unit Development) for clarifications that only residential uses are permitted; providing for codification; conflicts; severability; and an effective date. Deputy City Clerk De Jesús read the ordinance title into the record. Staff confirmed that there had been no changes. There were no questions or discussion from the City Commission, and no public comments. Motion: Commissioner Kelley moved to approve Proposed Ordinance No. 25-044 on Second Reading. Vice Mayor Hay seconded the motion. In a roll call vote, the motion passed unanimously. E. Proposed Ordinance No. 26-002- First Reading. An Ordinance of the City of Boynton Beach, Florida, amending the Future Land Use Map for the northern approximately 0.72-acre portion of a 1.34-acre unified property located at 3047 N. Federal Highway, by changing the future land use designation from Special High Density Residential (SHDR) to General Commercial (GC); providing that the remaining approximately 0.61-acre portion of the property shall retain its Special High Density Residential (SHDR) future land use designation; declaring the amendment to be consistent with all other elements of the Comprehensive Plan of the City of Boynton Beach; providing for severability, conflicts, and providing for an effective date. F. Proposed Ordinance No. 26-003- First Reading, An Ordinance of the City Commission of the City of Boynton Beach, Florida, amending the Official Zoning Map of the City of Boynton Beach, Florida, for the northern approximately 0.72-acre portion of a 1.34-acre unified property generally located at 3047 N. Federal Highway, by changing the zoning designation from IPUD (Infill Planned Unit Development) to C-3 (Community Commercial); providing that the remaining approximately 0.61-acre portion of the property shall retain its IPUD zoning designation ; providing for 181 City Commission Meeting Boynton Beach, FL January 20, 2026 11 severability, conflicts, and providing for an effective date. G. Proposed New Major Site Plan (NWSP-2025.05.3470) for a new 4,733- square-foot structure for Josie's Restaurant at 3047 N Federal Highway, subject to the approval of the companion Future Land Use Map Amendment and Rezoning Requests. Items 8E-G were heard together. Commissioner Cruz said regarding Items 8E-C that she had received ex-parte communication, had received written communication, had not conducted an investigation, had not made a site visit, and had not received expert opinions. She requested that these disclosures and all written communication be made part of the record. Vice Mayor Hay said regarding Items 8E-G that he had no ex-parte communication, had not received written communication, had not conducted an investigation, had not made a site visit, and had not received expert opinions. He requested that these disclosures and all written communication be made part of the record. Commissioner Turkin stated no to everything and indicated he would give a piece of paper to the City Clerk. Commissioner Kelley said regarding Items 8E-G that she had no ex-parte communication, had received written communication from the applicant’s representatives, had not conducted an investigation, had not made a site visit, and had not received expert opinions. She requested that these disclosures and all written communication be made part of the record. Mayor Shelton said regarding Items 8E-G that she had no ex-parte communication, had received written communication, had not conducted an investigation, had not made a site visit, and had not received expert opinions. She requested that these disclosures and all written communication be made part of the record. Deputy City Clerk De Jesús read the ordinance titles into the record. Joni Brinkman, on behalf of the applicant, stated that staff recommended tabling Item G until the second reading of the Land Use and Zoning applications, at which time a full presentation of the site plan, elevations, and floor plans would be provided. She noted that the project was for Josie’s, a long-standing community establishment planning to relocate to a new building, and explained that time constraints existed due to the lease expiring in November. Ms. Lamb noted that the City Commission would need a motion later to table the site plan item to the February 3, 2026 Meeting. Ms. Brinkman presented the following: Project Location/Application Request; Future Land Use Map Amendment; and Rezoning. 182 City Commission Meeting Boynton Beach, FL January 20, 2026 12 Commissioner Cruz asked whether the zoning change was intended only to allow construction of a restaurant. Ms. Brinkman responded that the applicant’s intent was solely to build and continue operating Josie’s restaurant, noting that permits had been subm itted and significant investment had already been made. Commissioner Turkin asked whether any legal mechanism could restrict Live Local use and whether the site was located within the downtown or Dunes area. Ms. Radigan responded that state law permits Live Local, and the City could not impose or enforce any restrictions or covenants. Ms. Lamb added that the issue had not been challenged and any such limitation would likely be unenforceable. Commissioner Turkin stated that documenting the applicant’s intent would provide future context if Live Local laws change. Ms. Radigan responded that the application and justification statement clearly documented the intent to develop and operate a restaurant at the proposed square footage. Commissioner Cruz asked whether a condition of approval could be added at the major site plan stage to prohibit residential development as part of the rezoning to commercial. Ms. Radigan responded that, even if such a condition were imposed, it would not supersede state law permitting Live Local development. Discussion continued about Live Local and rezoning. Bradley Miller was sworn in and provided additional comments about the proposed project. Mayor Shelton opened public comment. Susan Oyer stated that she is all for this, but loves that Commissioner Cruz and Commissioner Turkin are fighting against Live Local anti-height and anti-density. Mayor Shelton closed public comment. Motion: Commissioner Cruz moved to approve Proposed Ordinance No. 26-002 on First Reading. Commissioner Turkin seconded the motion. In a roll call vote, the motion passed unanimously. 183 City Commission Meeting Boynton Beach, FL January 20, 2026 13 Motion: Commissioner Cruz moved to approve Proposed Ordinance No. 26-003 on First Reading. Commissioner Kelley seconded the motion. In a roll call vote, the motion passed unanimously. Motion: Commissioner Kelley moved to table Proposed New Major Site Plan (NWSP- 2025.05.3470) until February 3, 2026. Commissioner Cruz seconded the motion. The motion passed unanimously. 9. City Manager’s Report- NONE 10. Regular Agenda A. Proposed Resolution No. R26-011- Approval of Bamboo Lane Enclave Annexation Interlocal Agreement. Kevin Fischer, Planning and Zoning Director, presented the following: overview; enclave annexations; Florida Statutes; recommendations; and questions. Commissioner Turkin stated that the County wanted this. Motion: Vice Mayor Hay moved to approve Proposed Resolution No R26-011. Commissioner Turkin seconded the motion. The motion passed unanimously. B. Discussion regarding Little Free Libraries and Little Free Pantries on private property. Motion: Commissioner Kelley moved to table Item 10B. Commissioner Turkin seconded the motion. The motion passed unanimously. C. Marina District Overlay Discussion Mr. Fischer presented the following: Overview; Goals; local example; targeted uses; amenities (public investment); potential boundaries; City Commission Director; and discussion/questions. Mayor Shelton expressed enthusiasm for the concept of a Marina District Overlay and 184 City Commission Meeting Boynton Beach, FL January 20, 2026 14 stated support for continuing to explore the framework and potential opportunities associated with the district. Commissioner Turkin said that the Marina District concept included several positive components and noted that dense residential development was not proposed. He said that a hotel could be appropriate , if it supports economic development and is not overly dense, and stated that the focus should remain on heavier commercial uses without residential. He emphasized that public space must be preserved due to existing grant requirements and said that the proposed boundaries appeared appropriate. He added that building heights of 60 to 80 feet would be acceptable, that public parking would be critical to support the area, and concluded that the initiative was destination -driven and transformative for the City. 11. Future Agenda Items A. Quarterly joint City/CRA coordination meeting - April 14, 2026, prior to the regular CRA Meeting. Requested by City Commission and CRA Board. B. Discussion regarding combining City properties together to create senior affordable housing.- TBD. Requested by Vice Mayor Hay. C. Discussion regarding a proposed Ordinance of the City of Boynton Beach, Florida repealing and replacing Chapter 15 "Offenses- Miscellaneous*," Article I "In General" Noise Control-Short title," and creating new sections thereunder; providing for conflicts, severability, codification; and providing an eff ective date. Tabled at the August 19, 2025, meeting.- TBD Requested by Commissioner Cruz. D. Discussion regarding requirements to construct required sidewalks and exemptions as outlined in Land Development Regulations, Chapter 4, Article VIII, Section 3 Standards, D Sidewalks. – TBD Requested by Commissioner Cruz. E. Discussion regarding creating a beautification board. – TBD Requested by Commissioner Turkin. F. Discussion in regards to an additional area that might be available as a future cemetery.- TBD Requested by Vice Mayor Hay. G. Discussion on utility lift station upgrades and odor control – TBD Requested by Vice Mayor Hay. H. Discussion regarding Amendments to the Code of Ordinances regarding flooding in the community.- TBD Requested by Commissioner Cruz. 12. Adjournment 185 City Commission Meeting Boynton Beach, FL January 20, 2026 15 Motion: Commissioner Cruz moved to adjourn. Commissioner Kelley seconded the motion. The motion passed unanimously. With no further business to discuss, the meeting was adjourned at 8:45 P.M. CITY OF BOYNTON BEACH ATTEST: Maylee De Jesus, MPA, MMC City Clerk 186 City of Boynton Beach Agenda Item Request Form 7.A Consent Bids and Purchases 02/17/2026 Meeting Date: 02/17/2026 Proposed Resolution No. R26-027- Approving the sole source purchase of software licenses with Peregrine Technologies, Inc., in an amount not to exceed $370,900. Requested Action: Staff recommends approval of Proposed Resolution No. R26-027. Explanation of Request: The Peregrine platform is the only end-to-end software available on the market that will allow the Boynton Beach Police Department to better utilize our data to ensure a safer City for our residents. This purchase is being made pursuant to the Sole Source Procurement Exemption outlined in Section X, Alternatives to Formal Sealed Bids, of the procurement policy. This section permits sole-source services and purchases when it is determined that only one viable source is available. Such circumstances may include, but are not limited to, repairs or additions from the original equipment manufacturer, exclusive regional suppliers, franchised or licensed distributors, or proprietary items. Peregrine Technologies has submitted the required documentation to the City, and the Procurement Division has affirmed that the documentation for this purchase meets the Sole Source Procurement Exemption criteria. Account Line Item and Description: Funding for FY 2025/2026 will be supported through the following allocations: Equitable Sharing Program Law Enforcement Trust Fund: $75,000.00 (Account: 691-5000-590-04-23) Communications 1250 Trust: $55,000.00 (Account: 691-5000-590-01-27) Future fiscal years (FY 2026/2027 and FY 2027/2028) will be budgeted accordingly to ensure continuity of service. 187 Fiscal Impact: Initial Term: $120,000 within 30 days of the Effective Date Option Year 1: $123,600 within 30 days of February 1, 2027 Option Year 2: $127,300 within 30 days of February 1, 2028 Attachments: R26-027 Agenda_Item_4240-2026_Resolution_for_Peregrine_Technologies_- _Software_purchase.docx Exhibit A to Resolution - Peregrine Standard Order Form - BBPD.pdf Software Addendum.pdf BBPD Peregrine_Sole_Source_Justification-CCS).pdf Sole-Single Source Justification Peregrine Letter.pdf 25-26 COI - Peregrine - City of Boynton Beach.pdf LETF Request-Peregrine.pdf 188 RESOLUTION NO. R26-027 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON 1 BEACH, FLORIDA, APPROVING THE SOLE SOURCE PURCHASE OF 2 SOFTWARE LICENSES WITH PEREGRINE TECHNOLOGIES, INC., IN AN 3 AMOUNT NOT TO EXCEED $370,900; AND FOR ALL OTHER PURPOSES. 4 5 WHEREAS, the Boynton Beach Police Department desires to purchase software licenses 6 from Peregrine Technologies, Inc., with an initial term effective through January 31, 2027, in an 7 amount not to exceed $120,000, with an option to renew for up to two optional annual terms in 8 an amount not to exceed $123,600 for the first renewal and an amount not to exceed $127,300 9 for the second renewal, for a total not to exceed amount of $370,900; and 10 WHEREAS, the City Commission, upon the recommendation of staff, has deemed it in the 11 best interests of the City's citizens and residents to approve the sole source purchase of software 12 licenses with Peregrine Technologies, Inc., in an amount not to exceed $370,900. 13 14 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON 15 BEACH, FLORIDA, THAT: 16 SECTION 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 17 being true and correct and are hereby made a specific part of this Resolution upon adoption. 18 SECTION 2. The City Commission of the City of Boynton Beach, Florida, does hereby 19 approve the sole source purchase of software licenses with Peregrine Technologies, Inc., in an 20 amount not to exceed $370,900, as further detailed in the Order Form attached hereto as Exhibit 21 A. 22 SECTION 3. The City Commission of the City of Boynton Beach, Florida, hereby 23 authorizes the Mayor to execute the Order Form. The Mayor is further authorized to execute any 24 ancillary documents as may be necessary to accomplish the purpose of this Resolution. 25 SECTION 4. The City Clerk shall retain the fully executed Order Form as a public record 26 of the City. A copy of the fully executed Order Form shall be provided to Matthew Zeller to 27 forward to the Vendor. 28 SECTION 5. This Resolution shall take effect in accordance with the law. 29 [SIGNATURES ON THE FOLLOWING PAGE] 30 189 RESOLUTION NO. R26-027 PASSED AND ADOPTED this ______________ day of ______________________________ 2026. 31 CITY OF BOYNTON BEACH, FLORIDA 32 YES NO 33 Mayor – Rebecca Shelton _____ _____ 34 35 Vice Mayor – Woodrow L. Hay _____ _____ 36 37 Commissioner – Angela Cruz _____ _____ 38 39 Commissioner – Thomas Turkin _____ _____ 40 41 Commissioner – Aimee Kelley _____ _____ 42 43 VOTE ______ 44 ATTEST: 45 46 _____________________________ ______________________________ 47 Maylee De Jesús, MPA, MMC Rebecca Shelton 48 City Clerk Mayor 49 50 APPROVED AS TO FORM: 51 (Corporate Seal) 52 53 _______________________________ 54 Shawna G. Lamb 55 City Attorney 56 190 Copyright 2022, Peregrine Technologies, Inc. All rights reserved. Copyright extends to all pages of this document. PEREGRINE CUSTOMER ORDER FORM & SCOPE OF SERVICES Customer Information Customer Name: Boynton Beach Police Department Contact: AC Jack Dale Address: 2100 Highridge Road Boynton Beach, FL 33426 Phone: 561-742-6100 Quote POC Email: dalej@bbfl.us Customer Invoice Email: Peregrine Services Effective Date: February 1, 2026 Initial Term: From the Effective Date through January 31, 2027 (“Initial Term”). Service Fee: The following fee schedule is available to the Customer if Order Form is signed on or before January 31, 2026. Unless otherwise terminated as set forth in the Terms and Conditions, Customer shall pay Peregrine a service fee of $120,000 annually for the Term as follows: a. Initial Term: $120,000 within 30 days of the Effective Date The Customer has the option to continue use of the Service for up to two (2) optional annual terms as follows: b. Option Year 1: $123,600 within 30 days of February 1, 2027 c. Option Year 2: $127,300 within 30 days of February 1, 2028 Users: Customer may allow an unlimited number of employees of the Boynton Beach Police Department to access and use the Service. Onboarding and Training Services: Peregrine will provide Customer with an introductory training session that provides an overview of the Service, background on accessible data sources as of the Effective Date and an introduction to the analytic capabilities of the Service. Peregrine will provide additional training, including refresher sessions and advanced training modules, from time to time upon mutual agreement of the parties. Professional Services: The initial Customer Data sources and systems that Peregrine will integrate with the Service for Customer are: Mark43 CAD + RMS (current system); Axon BWC; QED CAD + RMS (legacy); and Motorola P1 CAD + RMS (legacy). Peregrine is responsible for the first $5,000 in third-party API or data access fees. The Customer is responsible for any third-party API or data access fees above the initial $5,000. Any additional data integrations or new functionality shall be subject to mutual written agreement of the parties, including with respect to fees. All additional data integration services or new functionality and corresponding fees will be set forth in a statement of work. For clarity, Peregrine will provide any other Professional Services and additional data integration services in accordance with Section 2.2 of the Terms and Conditions. Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 191951 January 27, 2026 2 Proprietary and Confidential Peregrine services are provided subject to the terms set forth above on this Order Form together with the attached terms and conditions (the “Terms and Conditions,” and together with this Order Form, the “Agreement”). Any capitalized term used in this Order Form but not defined herein shall have the meaning ascribed to it in the Terms and Conditions. By signing this Order Form, Peregrine and Customer each agree to the terms and conditions set forth in this Agreement. In the event of any conflict between this Order Form and the Terms and Conditions, t he terms of this Order Form shall govern to the extent of such conflict. This Order Form may be executed in counterparts (which may be delivered by electronic mail of .pdf files), each of which counterparts, when so executed and delivered, shall be deemed to be an original, and all of which counterparts, taken together, shall constitute one and the same instrument. Peregrine Customer By: By: Name: Robert Wheeler Name: Title: Head of Commercial Operations Title: Date Signed: Date Signed: Attest: Name: Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 2/10/2026 192952 January 27, 2026 3 Proprietary and Confidential Peregrine Customer Terms and Conditions These Peregrine Customer Terms and Conditions govern the provision of the services described on the attached Order Form (“Order Form”) by Peregrine Technologies, Inc. (“Peregrine”) to the Boynton Beach Police Department (“Customer”). By executing an Order Form with Peregrine, Customer agrees to be bound by these Terms and Conditions. 1. Definitions. “Aggregated Data” has the meaning specified in Section 6.1. “CJIS Security Policy” means the FBI CJIS Security Policy document as published by the FBI CJIS Information Security Officer, currently located at https://www.fbi.gov/services/cjis/cjis-security-policy-resource-center. “Client-Side Software” means any software in source or object code form that Peregrine makes available for use in connection with the Service, including Peregrine’s mobile application(s). “Criminal Justice Information Services Division” or “CJIS” means the FBI division responsible for the collection, warehousing, and timely dissemination of relevant criminal justice information to the FBI and to qualified law enforcement, criminal justice, civilian, academic, employment and licensing agencies. “Customer Data” means any of Customer’s data, information, documents or e lectronic files that are provided to Peregrine via the Service or otherwise in connection with this Agreement, including any databases Customer procures from third party vendors for Peregrine’s integration with the Service; provided that, for purposes of clarity, Customer Data as defined herein does not include Aggregated Data. “Documentation” means the materials supplied by Peregrine hereunder, in any media, including any and all installer’s, operator’s and user’s manuals, training materials, guides, func tional or technical specifications or other materials for use in conjunction with the Service. “Personal Information” means any information that, individually or in combination, does or can identify a specific individual or by or from which a specific individual may be identified, contacted, or located, including without limitation all data considered “personal data”, “personally identifiable information”, or something similar under applicable laws, rules, or regulations relating to data privacy. “Professional Services” has the meaning specified in Section 2.2. “Service” means Peregrine’s proprietary platform that assists Users with criminal investigations and police leadership decision making, consisting of a hosted web-based interface and the Client-Side Software. For purposes of this Agreement, the Service is exclusive of Professional Services that may be rendered upon mutual agreement of the parties in accordance with Section 2.2. “SOW” has the meaning specified in Section 2.2. “Third Party Data” means any third party databases that Peregrine licenses from third party vendors and makes accessible via the Service. For clarity, Third Party Data does not include any Customer Data. “Third Party Products” means any third-party products provided with, integrated with, or incorporated into the Service, including Third Party Data. “Users” means the individuals authorized by Customer to use the Service in accordance with the terms in the Order Form (including number and type of individuals who may access the Service) and that have been supplied user identifications and passwords by Peregrine. 2. Provision of the Service and Additional Services. 2.1. Service. During the Term and subject to the terms and conditions of this Agreement, including payment of the fees set forth on the Order Form, Customer may: (a) access and use the Service for up to the number of Users set forth in the Order Form, (b) download and reproduce the applicable Documentation solely for internal use in association with the Service, and (c) download, install, and use any Client-Side Software in support of Customer’s Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 193953 January 27, 2026 4 Proprietary and Confidential use of the Service, in each case on a nonexclusive, non-transferable, and non-sublicensable basis and solely for Customer’s internal business purposes. Peregrine shall provide Customer with authentication credentials for individual Users upon written request from authorized personnel of Customer, (ii) onboarding and training services as set forth in the Order Form (“Onboarding and Training Services”), and (iii) telephone and standard technical support to Customer during normal business hours (“Technical Support”). Except as set forth herein, Peregrine shall, at its sole cost and expense, provide all facilities and equipment that may be necessary for Peregrine to perform the Services. 2.2. Professional Services. Except as set forth in the Order Form, in the event that Customer requests that Peregrine perform data integration, configuration or implementation services regarding the Service, including integration of Customer Data or Third Party Data and creation of specific modifications to the Service (but excluding any Onboarding and Training Services), Peregrine will discuss the scope and fees for such services and, if agreed, such work will be performed pursuant to a statement of work execut ed by the parties and referencing this Agreement that describe such scope and fees (an “SOW,” and such services, the “Professional Services”). Any fees associated with the Professional Services shall be set forth in the applicable SOW and Customer shall pa y such fees in accordance with Section 4.2 below. To the extent the Professional Services result in any software code or other tangible work product (“Work Product”), all such Work Product will remain owned solely and exclusively by Peregrine and may be used by Customer solely in connection with Customer’s authorized use of the Service under this Agreement. Customer shall permit Peregrine access to Customer’s offices and any other facilities necessary for Peregrine to provide the Professional Services. 2.3. Access and Policies. Customer will permit Peregrine access to Customer’s offices and any other facilities necessary for Peregrine to provide the Service, Onboarding and Training Services, Technical Support, and any Professional Services. Peregrine agrees to, and cause its personnel to, abide by Customer’s facilities access and use policies as provided by Customer to Peregrine in writing in advance of any on -site visits. Customer will also permit and enable Peregrine to have offsite access to Customer Data and t he Customer’s production platform for the Service in order to provide the Service, Technical Support and Professional Services. Peregrine agrees to comply with the CJIS Security Policy in connection with its access to Customer Data, including CJIS -defined policies for remote access. 2.4. Compliance with Applicable Laws. Each party and its agents shall comply with all laws applicable to the performance or receipt, as applicable, of the Service hereunder. 2.5. Licenses and Permits. Peregrine and its employees, agents, and any subcontractors have, and will maintain at their sole cost and expense, all licenses, permits, qualifications, and approvals of whatsoever nature that are legally required to practice their respective professions. In addition to the foregoing, Peregrine and any subcontractors shall obtain and maintain during the term of this Agreement valid business licenses from Customer as required by law. 2.6. Nondiscrimination and Equal Opportunity. Peregrine shall not discriminate, on the basis of a person’s race, religion, color, national origin, age, physical or mental handicap or disability, medical condition, genetic information, marital status, sex, sexual orientation, gender or gender identity, against any employee, applicant for employment, subcontractor, bidder for a subcontract, or participant in, recipient of, or applicant for any services or programs provided by Peregrine under this Agreement. Peregrine shall comply with all applicable federal, state, and local laws, policies, rules, and requirements relat ed to equal opportunity and nondiscrimination in employment, contracting, and the provision of any services that are the subject of this Agreement, including but not limited to the satisfaction of any positive obligations required of Peregrine thereby. 2.7. Suspension. Notwithstanding anything to the contrary in this Agreement, Peregrine may temporarily suspend Customer’s and any User’s access to any portion or all of the Service if: (a) Peregrine reasonably determines that (i) there is a threat or attack on th e Service; (ii) Customer’s or any User’s use of the Service disrupts or poses a security risk to the Service or to any other customer or vendor of Peregrine; (iii) Customer, or any User, is using the Service for fraudulent or illegal activities; (iv) subject to applicable law, Customer has ceased to continue its business in the ordinary course, made an assignment for the benefit of creditors or similar disposition of its assets, or become the subject of any bankruptcy, reorganization, liquidation, dissolution, or similar proceeding; (v) Peregrine’s Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 194954 January 27, 2026 5 Proprietary and Confidential provision of the Service to Customer or any User is prohibited by applicable law; or (vi) any Customer Data submitted, posted, or otherwise transmitted by or on behalf of Customer or an User through the Service ma y infringe or otherwise violate any third party’s intellectual property or other rights; (b) any vendor of Peregrine has suspended or terminated Peregrine’s access to or use of any Third Party Products required to enable Customer to access the Service; or (c) if Customer fails to pay any undisputed fees when due (any such suspension described in subclauses (a), (b), or (c), a “Service Suspension”). Peregrine shall use commercially reasonable efforts to provide written notice of any Service Suspension to Customer and to provide updates regarding resumption of access to the Service following any Service Suspension. Peregrine shall use commercially reasonable efforts to resume providing access to the Service as soon as reasonably possible after the event giving rise to the Service Suspension is cured. Peregrine will have no liability for any damage, liabilities, losses (including any loss of data or profits), or any other consequences that Customer or any User may incur as a result of a Service Suspension. 2.8. Third Party Products. Peregrine may from time to time make Third Party Products available to Customer or Peregrine may allow for certain Third Party Products to be integrated with the Service. For purposes of this Agreement, such Third Party Products are subject to their own terms and conditions. Peregrine is not responsible for the operation of any Third Party Products and makes no representations or warranties of any kind with respect to Third Party Products or their respective providers. If Customer does not agree to abide by the applicable terms for any such Third Party Products, then Customer should not install or use such Third Party Products. By authorizing Peregrine to transmit Customer Data from Third Party Products into the Service, Customer represents and warrants to Peregrine that it has all right, power, and authority to provide such authorization. 2.9. Open Source Components. Certain aspects of the Service, such as the Client-Side Software, may contain or be distributed with open source software code or libraries (“Open Source Components”). Peregrine will provide a list of Open Source Components for a particular version of any distributed portion of the Service, such as the Client - Side Software, on Customer’s request. To the extent required by the license applicable to such Open Source Components: (a) Peregrine will use reasonable efforts to deliver to Customer any notices or other materials (such as source code); and (b) the terms of such licenses will apply to such Open Source Components in lieu of the te rms of this Agreement. To the extent the terms of such licenses prohibit any of the restrictions in this Agreement with respect to any particular Open Source Component, such restrictions will not apply to such Open Source Component. To the extent the terms of such licenses require Peregrine to make an offer to provide source code or related information in connection with the Open Source Component, such offer is hereby made. For purposes of clarity, Open Source Components are Third Party Products. 3. Customer Responsibilities. 3.1. Generally. Customer is responsible for all activities that occur under User accounts. Customer also shall: (a) ensure it has all rights necessary for Peregrine to integrate the Customer Data with the Service; (b) have sole responsibility for the accuracy, quality, integrity, legality, reliability, and appropriateness of all Customer Data; (c) prevent unauthorized access to, or use of, the Service, and notify Peregrine immediately of any unauthorized access or use; (d)_ensure each User has its own unique account on the Service and that Users do not share their account credentials with one another or any third party; and (e) comply with all applicable laws in using the Service. Customer agrees to provide its Users with the applications necessary to run the Service as set forth in the Documentation. 3.2. Use Restrictions. Customer shall not use the Service for any purposes beyond the scope of access granted under this Agreement. Without limiting the generality of the foregoing, Customer shall not, and shall ensure Users do not: (a) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Service available to any third party; (b) send spam or otherwise duplicative or unsolicited messages via the Service; (c) send or store infringing or unlawful material; (d) send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs; (e) interfere with or disrupt the integrity or performance of the Service or the data contained therein; (f) attempt to gain unauthorized access to the Service or its related systems or networks ; (g) copy, modify, or create derivative works based upon the Service or any component thereof; (h) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Service or any component thereof; (i) use the Service in any manner or for any purpose that infringes, misappro priates, or otherwise violates any intellectual property or other right of any third party or that violates any applicable law; (j) Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 195955 January 27, 2026 6 Proprietary and Confidential access or use the Service for purposes of competitive analysis of Peregrine or the Service, the development, provision, or use of a competing service or product, or any other purpose that is to Peregrine’s detriment or commercial disadvantage; or (k) input, upload, transmit, or otherwise provide to or through the Service any information or materials, including Customer Data, that are unlawful or injurious in any way 3.3. CJIS Requirements. Customer certifies that it and its Users will comply with the following CJIS requirements: (a) Customer agrees to use training, policy and procedures to ensure Users use proper handling, processing, storing and communication protocols for Customer Data and any Third Party Data; (b) Customer agrees to protect the Service and any Third Party Data by monitoring and auditing staff user activity to ensure that it is only within the purview of system application development, system maintenance and the support roles assigned; (c) Customer will only provide access to the Service and any Third Party Data through Customer -managed role-based access and applied sharing rules configured by Customer; (d) Customer agrees to create and retain activity transaction logs to enable auditing by Peregrine staff, CJIS and any Third Party Data owners; (e) Customer agrees to perform independent employment background screening for its staff at Customer’s own expense; and (f) Customer agrees to reinforce staff policies for creating User accounts with only one Customer domain email address for each User, with exceptions only as granted in writing by Peregrine. 3.4. Operation Restrictions. Under certain circumstances, it may be dangerous to operate a moving vehicle while attempting to operate a laptop, mobile device or other touch screen and any of their applications. Customer agrees that the Users will be instructed to only utilize the interface for the Service at times when it is safe to do so. Peregrine is not liable for any accident caused by a result of distraction such as from viewing the screen while operating a moving vehicle. 3.5. Customer Logo. Peregrine may use Customer’s name and logo in Peregrine’s lists of customers provided that such use will comply with any standard trademark guidelines provided by Customer to Peregrine. 3.6. Feedback. If Customer or any of its employees or contractors sends or transmits any communications or materials to Peregrine by mail, email, telephone, or otherwise, suggesting or recommending changes to the Service, including without limitation, new features or functionality relating thereto, or any comments, questions, suggestions, or the like (“Feedback”), Peregrine is free to use such Feedback irrespecti ve of any other obligation or limitation between the parties governing such Feedback. 4. Fees & Payment. 4.1. Fees. Customer shall pay the fees for the Service as specified in the Order Form and in any SOWs. All fees are non-refundable except to the extent otherwise expressly set forth in this Agreement. 4.2. Payment Terms. Except as set forth on the Order Form, Customer shall pay all fees within thirty (30) days of Peregrine issuing an invoice. 4.3. Taxes. Peregrine’s fees do not include any local, state, federal or foreign taxes, levies or duties of any nature (“Taxes”). Customer is responsible for paying all Taxes, excluding only taxes based on Peregrine’s income. If Peregrine has the legal obligation to pay or collect Taxes for which Customer is responsible under this section, the appropriate amount shall be invoiced to and paid by Customer unless Customer provides Peregrine with a valid tax exemption certificate authorized by the appropriate taxing authority. 5. Proprietary Rights. The “Peregrine Technology “means (a) the Peregrine name, the Peregrine logo, and other trademarks and service marks; (b) audio and visual information, documents, software and other works of authorship, including training materials; (c) other technology included in the Service, including Client-Side Software, graphical user interfaces, workflows, products, processes, algorithms, know-how and other trade secrets, techniques, designs, inventions and other tangible or intangible technical material or information provided by Peregrine under this Agreement; and (d) the work product or other results of Professional Services. Peregrine owns and shall retain all rights in the Peregrine Technology. Other than as expressly set forth in Section 2.1 above, no license or other rights in or to the Peregrine Technology or related intellectual property rights are granted to Customer or Users, and all such licenses and rights are hereby expressly reserved to Peregrine. For clarity, “Peregrine Technology” does not include Customer Data. Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 196956 January 27, 2026 7 Proprietary and Confidential 6. Data Access, Sharing and Security. 6.1. Customer Data. Peregrine may access, reproduce, and use Customer Data to provide the Service, including to provide Technical Support, Onboarding and Training Services and any Professional Services. Customer agrees that Peregrine may generate technical logs, data and insights about Customer’s usage of the Service (e.g., frequency of logins) (“Peregrine Insights”) and may use the Customer Data in aggregated and anonymized form that does not individually identify any person or entity, including Customer or its Users (“Aggregated Data”) for Peregrine’s internal business purposes and to operate and improve Peregrine’s proprietary software and services, and that Peregrine shall own the Peregrine Insights and the Aggregated Data. Peregrine shall destroy Peregrine Insights and Aggregated Data on termination of this Agreement. Peregrine may choose to terminate the provision of any Customer Data via the Service if the provision of such data may be harmful to the Service, as determined by Peregrine in its reasonable discretion. 6.2. CJIS Security Policy. Peregrine has implemented procedures to allow for adherence to the CJIS Security Policy. The hosting facility for the Service uses access control technologies that meet or exceed CJIS requirements. In addition, Peregrine has installed and configured solid network intrusion prevention appliances for adherence to the CJIS Security Policy. 6.3. Third Party Data. Any Third Party Data that Peregrine may provide via the Service is governed by the third party owner’s retention policy. Peregrine does not provide any warranties with respect to any Third Party Data and Peregrine may choose to terminate the provision of any Third Party Data via the Service if Peregrine’s applicable rights to such Third Party Data terminate or the provision of such data may be harmful to the Service, as determined by Peregrine in its reasonable discretion. 6.4. Processing of Personal Information. Peregrine’s rights and obligations with respect to Personal information it collects directly from individuals are set forth in Peregrine’s Privacy Policy <https://peregrine.io/privacy-policy/>. Personal Information included within Customer Data and processed by Peregrine on behalf of Customer is governed by this Agreement. 6.5. Sensitive Information; Marking Requirements. To the extent Customer provides Customer Data that Customer considers to be sensitive, proprietary, restricted, or otherwise requiring sensitive treatment (“Sensitive Information”), Customer is solely responsible for providing appropriate markings to designate the applicable Customer Data as Sensitive Information. Customer shall provide Peregrine with documentation and/or instructions in writing with sufficient detail for Peregrine to identify and distinguish content that is Sensitive Information withi n other provided Customer Data. Customer shall (a) mark Sensitive Information on its face, (b) make the appropriate designations for Sensitive Information in document metadata, (c) provide Peregrine with a table or other list of Sensitive Information that contains sufficient detail to identify the Sensitive Information; or (d) identify Sensitive Information to Peregrine in some other mutually agreed upon method . Peregrine shall not be responsible for failure to designate Sensitive Information with specific access control status based on Customer failure to provide sufficient information to identify Sensitive Information. 7. Confidentiality. 7.1. Definition of Confidential Information. The term “Confidential Information” means all confidential and proprietary information of a party (“Disclosing Party”) disclosed to the other party (“Receiving Party”), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure, including Customer Data, any Third Party Data, the Service, the Documentation, the Peregrine Technology, business and marketing plans, technology and technical information, product designs, and business processes. 7.2. Confidentiality. The Receiving Party shall not disclose or use any Confidential Information of the Disclosing Party except to perform its obligations or exercise its rights under this Agreement, except with the Disclosing Party’s prior written permission on a case-by-case basis. Each party agrees to protect the confidentiality of the Confidential Information of the other party in the same manner that it protects the confidentiality of its own proprietary and confidential information of like kind, but in no event with le ss than reasonable care. If the Receiving Party is compelled by law or a government authority to disclose Confidential Information of the Disclosing Party, it shall Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 197957 January 27, 2026 8 Proprietary and Confidential provide the Disclosing Party with prior notice of such compelled disclosure (to the extent practicable and legally permitted) and reasonable assistance, at Disclosing Party’s cost, if the Disclosing Party wishes to contest the disclosure. 7.3. Exceptions. The parties’ obligations in Section 7.2 shall not apply to any information that: (a) is or becomes publicly available without breach of any obligation owed to the Disclosing Party; (b) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party; (c) was independently developed by the Receiving Party without breach of any obligation owed to the Disclosing Party; or (d) is received from a third party without breach of any obligation owed to the Disclosing Party. 7.4. Public Records Acts. Peregrine acknowledges that Customer is a public entity and may be governed by applicable laws, rules, or regulations relating to public records (each a “Public Records Act”). Nothing in this Section 7 shall prevent Customer from disclosing Confidential Information for purposes of complying wit h an applicable Public Records Act to the extent legally required. 7.5. Remedies. If the Receiving Party discloses or uses (or threatens to disclose or use) any Confidential Information of the Disclosing Party in breach of this Section 7, the Disclosing Party shall have the right, in addition to any other remedies available to it, to seek injunctive relief to enjoin such acts, it being specifically acknowledged by the parties that such unauthorized disclosure or use may cause irreparable harm to the Disclosing Party for which any other available remedies are inadequate. 8. Warranties & Disclaimers. 8.1. Warranties. Each party represents and warrants that it has the legal power and authority to enter into this Agreement. Peregrine represents and warrants that (i) it will provide the Service in a professional manner consistent with the standards observed by a competent practitioner of the profession in which Peregrine is engaged, and (ii) the Service will perform in accordance with and otherwise substantially conform to its associated documentation. 8.2. Disclaimer. EXCEPT AS EXPRESSLY PROVIDED IN SECTION 8.1, PEREGRINE MAKES NO WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE WITH RESPECT TO THE SERVICE, THE PEREGRINE TECHNOLOGY, ANY THIRD PARTY DATA AND ANY OTHER PRODUCTS OR SERVICES PROVIDED UNDER THIS AGREEMENT. PEREGRINE HEREBY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON -INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. 9. Indemnification. 9.1. Indemnification by Peregrine. Peregrine shall at its expense defend Customer and its officers, directors, officials, agents, volunteers and employees (“Customer Indemnified Parties”) against any claim made or brought against any Customer Indemnified Party by a third party alleging that the Service as provided to Customer and when used in accordance with this Agreement infringes any intellectual property rights of a third party (each, a “Customer Claim”), and shall indemnify and hold Customer Indemnified Parties harmless from and against any and all liability, loss, damage, claims, expenses, and costs, including without limitation, attorney’s fees, awarded by a court or agreed to by Peregrine in a settlement with respect to such Customer Claim; provided, that Customer (a) promptly gives written notice of the Customer Claim to Peregrine; (b) gives Peregrine sole control of the defense and settlement of the Customer Claim (provided that Peregrine may not agree to any settlement that imposes any liability or obligation on Customer without Customer’s prior written consent, such consent not to be unreasonably withheld, conditioned, or delayed); and (c) provides to Peregrine, at Peregrine’s cost, all reasonable assistance in the defense and settlement of the Customer Claim. Peregrine shall have no obligation under this Section 9.1 or otherwise regarding claims that arise from or relate to (i) Customer’s use of the Service other than as contemplated by this Agreement, (ii) any modifications to the Service made by any entity other than Peregrine (where the liability would not have arisen but for such modification), (iii) any combination of the Service with services or technologies not provided by Peregrine (where the liability would not have arisen but for such combination), (iv) Customer’s use of the Service or portion thereof after Peregrine has terminated this Agreement or such portion of the Service in accordance with this Section 9.1, or (v) Third Party Products. If in Peregrine’s opinion a Customer Claim is likely to be made, or if an existing Customer Claim may cause Peregrine liability, Peregrine may in its discretion (x) obtain a license to enable Customer Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 198958 January 27, 2026 9 Proprietary and Confidential to continue to use the potentially infringing portion of the Servi ce, (y) modify the Service to avoid the potential infringement, or (z) if the foregoing cannot be achieved after using reasonable commercial efforts, terminate the Agreement or the license to the infringing portion of the Service and refund the amount of a ny pre-paid fees applicable to the portion of the terminated Services to be provided after the termination date. 9.2. Indemnification by Customer. To the extent permitted by applicable law, Customer shall at its expense defend Peregrine and its officers, directors, officials, agents, volunteers and employees (“Peregrine Indemnified Parties”) against any claim made or brought against any Peregrine Indemnified Party by a third party based on: (a) Customer’s or any User’s negligence, gross negligence, fraud, or willful misconduct; (b) Customer’s or any User’s use of the Service in a manner not authorized by this Agreement; or (c) Customer Data or Peregrine’s authorized use of such Customer Data (each, a “Peregrine Claim”), and shall indemnify and hold Peregrine Inde mnified Parties harmless from and against any and all liability, loss, damage, claims, expenses, and costs, including without limitation, attorney’s fees, awarded by a court or agreed to by Customer in a settlement with respect to such Peregrine Claim; provided, that Peregrine (i) promptly gives written notice of the Peregrine Claim to Customer; (ii) gives Customer sole control of the defense and settlement of the Peregrine Claim (provided that Customer may not agree to any settlement that imposes any liability or obligation on Peregrine without Peregrine’s prior written consent, such consent not to be unreasonably withheld, conditioned, or delayed); and (iii) provides to Customer, at Customer’s cost, all reasonable assistance in the defense and settlement o f the Peregrine Claim. 9.3. Sole Remedy. THIS SECTION 9 SETS FORTH CUSTOMER’S SOLE REMEDIES AND PEREGRINE’S SOLE LIABILITY AND OBLIGATION FOR ANY ACTUAL, THREATENED, OR ALLEGED CLAIMS BY THIRD PARTIES RELATING TO THE SERVICE OR ITS USE. 10. Limitation of Liability. 10.1. Exclusion of Consequential and Related Damages. EXCEPT FOR A PARTY’S BREACH OF SECTION 7, A PARTY’S INDEMNIFICATION AND DEFENSE OBLIGATIONS, OR A PARTY’S GROSS NEGLIGENCE, FRAUD, OR WILLFUL MISCONDUCT, IN NO EVENT SHALL EITHER PARTY HAVE ANY LIABILITY TO THE OTHER PARTY FOR ANY LOST PROFITS, LOSS OF USE, COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, MULTIPLE, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES HOWEVER CAUSED AND, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. 10.2. Liability Cap. IN NO EVENT SHALL PEREGRINE’S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EXCEED THE TOTAL AMOUNTS PAID TO PEREGRINE UNDER THIS AGREEMENT IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CLAIM. 11. Term & Termination. 11.1. Term of Agreement. This Agreement commences on the Effective Date and continues for the duration of the term set forth on the Order Form (“Term”), unless earlier terminated in accordance with the Order Form or Section 11.2 11.2. Termination for Cause. A party may terminate this Agreement for cause upon thirty (30) days written notice of a material breach to the other party if such breach remains uncured at the expiration of such period. Termination shall not relieve Customer of the obligation to pay any fees accrued or payable to Per egrine prior to the effective date of termination. 11.3. Data. Upon expiration or termination of this Agreement, Peregrine shall have no obligation to maintain or provide any Customer Data or Third Party Data. Unless legally prohibited, Peregrine shall delete al l Customer Data in its systems or otherwise in its possession or under its control. Notwithstanding the foregoing or any other provision of this Agreement, Peregrine may use in perpetuity any Aggregated Data. 11.4. Survival. The following provisions shall survive termination or expiration of this Agreement: Sections 4, 5, 6.1, 6.3, 7, 8, 9, 10, 11.3, 11.4, and 12. 12. General Provisions. Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 199959 January 27, 2026 10 Proprietary and Confidential 12.1. Insurance. Peregrine shall maintain the insurance coverages described on Appendix A: Insurance. 12.2. Relationship of the Parties. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties. There are no third-party beneficiaries to this Agreement. At all times during the term of this Agreement, Peregrine shall be an independent contractor and shall not be an employee of Customer. Except as Customer may specify in writing, Peregrine shall have no authority, express or implied, to act on behalf of Customer in any capacity whatsoever as an agent. Peregrine shall hav e no authority, express or implied, pursuant to this Agreement to bind Customer to any obligation whatsoever. 12.3. Peregrine’s Books and Records. To the extent required by applicable laws, rules, or regulations, Peregrine shall maintain any and all records or documents evidencing or relating to charges for services or expenditures and disbursements charged to the Customer under this Agreement for a minimum of 3 years, or for any longer period required by law, from the date of final payment to Peregrine to this Agreement. All such records shall be maintained in accordance with generally accepted standards and shall be made available for inspection, audit, and/or copying during regular business hours, upon written request of the Customer. 12.4. Force Majeure. Neither party shall be liable by reason of any failure or delay in performance of its obligations under this Agreement (except for the payment of money) on account of events beyond the reasonable control of such party, which may include Internet denial-of-service attacks, strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, terrorism, governmental action, labor conditions, earthquakes, and material shortages (each, a “Force Majeure Event”). Upon the occurrence of a Force Majeure Event, the non- performing party will be excused from any further performance of its obligations affected by the Force Majeure Event for so long as the event continues and such party continues to use commercially reasonable efforts to resume performance. 12.5. Federal Government. Any use, copy or disclosure of the Service by the U.S. Government is subject to restrictions as set forth in this Agreement and as provided by DFARS 227.7202-1(a) and 227.7202-3(a)(1995), DFARS 252.227-7013(c)(1)(ii)(October 1998), FAR 12.212(a)(1995), FAR 52.227-19, or FAR 52.227(ALT III), as applicable. 12.6. Additional Government Terms. Peregrine acknowledges that Customer may be a public entity and, accordingly, certain additional laws, rules, and regulations may take precedence over the terms and conditions of this Agreement (the “Additional Government Terms”). The Additional Government Terms, if any, are attached hereto as Appendix B: Additional Government Terms and will govern to the extent of any conflict with any other term of this Agreement. 12.7. Notices. All notices under this Agreement shall be in writing and shall be deemed to have been given upon: (a) personal delivery; (b) the second business day after mailing; (c) the second business day after sending by confirmed facsimile; or (d) after confirmed receipt of an email. Notices to Peregrine shall be addressed to the attention of Nick Noone, CEO, Peregrine Technologies, nick@peregrine.io, with a copy to ben@peregrine.io. Notices to Customer are to be addressed to the individual identified in the Order Form. 12.8. Waiver; Cumulative Remedies Severability. No failure or delay by either party in exercising any right under this Agreement shall constitute a waiver of that right. Other than as expressly stated herein, the remedies provided herein are in addition to, and not exclusive of, any other remedies of a party at law or in equity. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision shall be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement shall remain in effect. 12.9. Assignment. Neither party may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior express written consent of the other party. Notwithstanding the foregoing, Peregrine may assign this Agreement, together with all rights and obligations hereunder, without consent of Customer, in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its stock or assets that relate to this Agreement. Any attempt by a party to assign its rights or obligations under this Agreement in breach of this section shall be void and of no effect. Subject to the foregoing, this Agreement shall bind and inure to the benefit of the parties, their respective successors and permitted assigns. Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 200960 January 27, 2026 11 Proprietary and Confidential 12.10. Governing Law. This Agreement shall be governed by the laws of Florida. The state courts located in Palm Beach County, FL or the United States District Court for the Southern District of Florida shall have exclusive jurisdiction to adjudicate any dispute arising out of or relating to this Agreement. Each party hereby consents to the exclusive jurisdiction of such courts provided that nothing in this Section 12.10 prohibits either party from seeking or obtaining in any jurisdiction injunctive or similar relief in connection with the enforcement of this Agreement. 12.11. Construction. The division of this Agreement into Sections and the insertion of captions and headings are for convenience of reference only and will not affect the construction or interpretation of this Agreement. The terms “this Agreement,” “hereof,” “hereunder” and any similar expressions refer to this Agreement and not to any particular Section or other portion hereof. The parties hereto agree that any rule of construction to the effect that ambiguities are to be resolved against the drafting party will not be applied in the construction or interpretation of this Agreement. As used in this Agreement, the words “include” and “including,” and variations thereof, will be deemed to be followed by the words “without limitation” and “discretion” means sole discretion 12.12. Entire Agreement. This Agreement constitutes the entire agreement between the parties, and supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter. No modification, amendment, or waiver of any provision of this Agreement shall be effective unless in writing and signed by the party against whom the modification, amendment or waiver is to be asserted. Notwithstanding any language to the contrary therein, no terms or conditions stated in a Custome r purchase order or in any other Customer order documentation (excluding the Order Form) shall be incorporated into or form any part of this Agreement, and all such terms or conditions are hereby rejected and shall be null and void. Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 201961 January 27, 2026 12 Proprietary and Confidential Appendix A: Insurance Peregrine, at its own cost and expense, shall procure the types and amounts of insurance specified herein and maintain that insurance throughout the term of the Agreement. The cost of such insurance shall be included in the Peregrine’s bid or proposal. Peregrine shall be fully responsible for the acts and omissions of its subcontractors or other agents. Workers’ Compensation. Peregrine shall, at its sole cost and expense, maintain Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance for any and all persons employed directly or indirectly by Peregrine in the amount required by applicable law. The requirement to maintain Statutory Workers’ Compensation and Employer’s Liability Insurance may be waived by the Customer upon written verification that Peregrine is a sole proprietor and does not have any employees and will not have any employees during the term of this Agreement. Commercial General and Automobile Liability Insurance General requirements. Peregrine, at its own cost and expense, shall maintain commercial general and automobile liability insurance for the term of this Agreement in an amount not less than $1,000,000 per occurrence and $2,000,000 aggregate, combined single limit coverage for risks associated with the work contem plated by this Agreement. Minimum scope of coverage. Commercial general coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001 (most recent edition) covering comprehensive General Liability on an “occurrence” basis. Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability form CA 0001 (most recent edition) covering any auto (Code 1), or if Peregrine has no owned autos, hired (code 8) and non-owned autos (Code 9). No endorsement shall be attached limiting the coverage. Additional requirements. Each of the following shall be included in the insurance coverage or added as a certified endorsement to the policy: a. The Commercial General and Automobile Liability Insurance shall cover on an occurrence basis. b. Customer, its officers, officials, employees, agents, and volunteers shall be covered as additional insureds for liability arising out of work or operations on behalf of the Peregrine, including materials, parts, or equipment furnished in connection with such work or operations; or automobiles owned, leased, hired, or borrowed by the Peregrine. Coverage can be provided in the form of an endorsement to the Peregrine’s insurance at least as broad as CG 20 10 11 85, or both CG 20 10 10 01 and CG 20 37 10 01. c. For any claims related to this Agreement or the work hereunder, the Peregrine’s insurance covered shall be primary insurance as respects the Customer, its officers, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the Customer, its officers, officials, employees, agents or volunteers shall be excess of the Peregrine’s insurance and non-contributing. d. The policy shall cover inter-insured suits and include a “separation of Insureds” or “severability” clause which treats each insured separately. e. Peregrine agrees to give at least 30 days prior written notice to Customer before coverage is canceled or modified as to scope or amount. Professional Liability Insurance. General requirements. Peregrine, at its own cost and expense, shall maintain for the period covered by this Agreement professional liability insurance for licensed professionals performing work p ursuant to this Agreement in an amount not less than $1,000,000 per occurrence or claim covering the Peregrine’s errors and omissions. Claims-made limitations. The following provisions shall apply if the professional liability coverage is written on a claims-made form: a. The retroactive date of the policy must be shown and must be before the date of the Agreement. Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 202962 January 27, 2026 13 Proprietary and Confidential b. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the Agreement or the work. c. If coverage is canceled or not renewed and it is not replaced with another claims -made policy form with a retroactive date that precedes the date of this Agreement, Peregrine must purchase an extended period coverage for a minimum of five (5) years after completion of work under this Agreement. d. A copy of the claim reporting requirements must be submitted to the Customer for review prior to the commencement of any work under this Agreement. All Policies Requirements. Submittal Requirements. Peregrine shall submit the following to Customer prior to beginning services: Certificate of Liability Insurance in the amounts specified in this Agreement; and Additional Insured Endorsement as required for the General Commercial and Automobile Lia bility Polices. Acceptability of Insurers. All insurance required by this Agreement is to be placed with insurers with a Bests' rating of no less than A:VII. Deductibles and Self-Insured Retentions. Insurance obtained by the Peregrine shall have a self-insured retention or deductible of no more than $100,000. Wasting Policies. No policy required herein shall include a “wasting” policy limit (i.e. limit that is eroded by the cost of defense). Waiver of Subrogation. Peregrine hereby agrees to waive subrogation which any insurer or contractor may require from Peregrine by virtue of the payment of any loss. Peregrine agrees to obtain any endorsements that may be necessary to effect this waiver of subrogation, but this provision applies regardless of whether or not the Customer has received a waiver of subrogation endorsement from the insurer. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the Customer for all work performed by the Peregrine, its employees, agents, and subcontractors. Subcontractors. Peregrine shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein, and Peregrine shall ensure that Customer, its officers, officials, employees, agents, and volunteers are covered as additional insured on all coverages. Excess Insurance. If Peregrine maintains higher insurance limits than the minimums specified herein, Customer shall be entitled to coverage for the higher limits maintained by the Peregrine. Remedies. In addition to any other remedies Customer may have if Peregrine fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, Customer may, at its sole option, order Peregrine to stop work under this Agreement and withhold any payment that becomes due to Peregrine hereunder until Peregrine demonstrates compliance with the requirements hereof, or terminate this Agreement. Appendix B: Additional Government Terms No additional government terms and conditions. Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 203963 ADDENDUM ADDITIONAL TERMS – SOFTWARE / SAAS The terms of this Addendum govern and control your Agreement with the City of Boynton Beach. If there is any conflict between the Agreement and this Addendum, this Addendum shall control. PUBLIC RECORDS. The City is a public agency subject to Chapter 119, Florida Statutes. The Contractor shall comply with Florida’s Public Records Law. Specifically, the Contractor shall: A. Keep and maintain public records required by the City to perform the service; B. Upon request from the City’s custodian of public records, provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Fla. Stat. or as otherwise provided by law; C. Ensure that public records that are exempt or that are confidential and exempt from public record disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and, following completion of the contract, Contractor shall destroy all copies of such confidential and exempt records remaining in its possession once the Contractor transfers the records in its possession to the City; and D. Upon completion of the contract, Contractor shall transfer to the City, at no cost to the City, all public records in Contractor’s possession All records stored electronically by Contractor must be provided to the City, upon request from the City’s custodian of public records, in a format that is compatible with the information technology systems of the City. E. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR’S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS: CITY CLERK 100 E. OCEAN AVE. BOYNTON BEACH, FL, 33435 561-742-6060 CITYCLERK@BBFL.US CONFIDENTIALITY. If the Agreement contains any confidentiality obligations, any such provisions are subject to Chapter 119, Florida Statutes mandates. The Agreement and any information provided by Contractor to the City may fall within the disclosure requirements of Chapter 119, Fla. Stat. The Contractor must clearly label and mark each page or section of any tangible documents (excluding internet-based Confidential Information) provided to the City in connection with the Agreement that it considers proprietary information or otherwise confidential or exempt from Chapter 119, Fla. Stat. If the City receives a public records request regarding the Contractor’s Confidential Information, it will notify the Contractor in writing or electronically. If the Contractor continues to assert in good faith that the information is confidential or exempt from disclosure pursuant to Chapter 119, Fla Stat., then the Contractor shall be solely responsible for defending its position or seeking a judicial declaration. Nothing in this Agreement shall create an obligation or duty for the City to defend or justify the Contractor’s position. Contractor shall indemnify and hold harmless the City for any award, damages, fines, fees, penalties, or impositions of whatsoever nature or kind and all costs and fees, including attorney’s fees incurred by the City in connection with this section. Any requirements in the Agreement that require the City to destroy Confidential Information upon termination of the Agreement are hereby deemed null and void. Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 204948 DISCRIMINATORY VENDOR AND SCRUTINIZED COMPANIES LISTS; COUNTRIES OF CONCERN. Contractor represents that it has not been placed on the “discriminatory vendor list” as provided in Section 287.134, Florida Statutes, and that it is not a “scrutinized company” pursuant to Sections 215.473 or 215.4725, Florida Statutes. Contractor represents and certifies that it is not, and for the duration of the Term, will not be, ineligible to contract with City on any of the grounds stated in Section 287.135, Florida Statutes. Contractor represents that it is, and for the duration of the Term will remain, in co mpliance with Section 286.101, Florida Statutes. VERIFICATION OF EMPLOYMENT ELIGIBILITY. Contractor represents that Contractor and each subcontractor have registered with and use the E-Verify system maintained by the United States Department of Homeland Security to verify the work authorization status of all newly hired employees in compliance with the requirements of Section 448.095, Florida Statutes, and that entry into this Agreement will not violate that statute. If Contractor violates this section, City may immediately terminate this Agreem ent for cause, and Contractor shall be liable for all costs incurred by City due to the termination. PUBLIC ENTITY CRIMES ACT. Contractor represents that it is familiar with the requirements and prohibitions under the Public Entity Crime Act, Section 287.133, Florida Statutes, and represents that its entry into this Agreement will not violate that Act. Contractor further represents that there has been no determination that it committed a “public entity crime” as defined by Section 287.133, Florida Statutes, and that it has not been formally charged with committing an act defined as a “public enti ty crime” regardless of the amount of money involved or whether Contractor has been placed on the convicted vendor list. ENTITIES OF FOREIGN CONCERN. This section shall apply if Contractor or any subcontractor will have access to an individual’s personal identifying information under this Agreement. Accordingly, Contractor represents and certifies: (i) Contractor is no t owned by the government of a foreign country of concern; (ii) the government of a foreign country of concern does not have a controlling interest in Contractor; and (iii) Contractor is not organized under the laws of and does not have its principal p lace of business in, a foreign country of concern. On or before the Effective Date or the date that Contractor or its subcontractor wil l have access to personal identifying information under this Agreement, Contractor and any subcontractor that will have access to personal identifying information shall submit to City executed affidavit(s) under penalty of perjury, in a form approved by Ci ty attesting that the entity does not meet any of the criteria in Section 287.138(2), Florida Statutes. Compliance with the requirements of this section is included in the requirements of a proper invoice. Terms used in this section that are not otherwise defined in this Agreement shall have the meanings ascribed to such terms in Section 287.138, Florida Statutes. ANTI-HUMAN TRAFFICKING. On or before the Effective Date of the Agreement, Contractor shall provide City with an affidavit attesting that the Contractor does not use coercion for labor or services, in accordance with Section 787.06(13), Florida Statutes. INVOICES AND PAYMENT. Payments of any fees due to the Contractor for services shall be conditioned on receipt of a proper invoice. Payment will be made in accordance with the Local Government Prompt Payment Act, Section 218.70, et al., Florida Statutes. VENUE, WAIVER OF JURY TRIAL. The exclusive venue for any lawsuit arising from, related to, or in connection with this Agreement shall be in the state courts of the Fifteenth Judicial Circuit in and for Palm Beach County, Florida. If any claim arising from, related to, or in connection with this Agreement must be litigated in federal court, the exclusive venue for any such lawsuit shall be in the United States District Court or United States Bankruptcy Court for the Southern District of Florida. EACH PARTY H EREBY EXPRESSLY WAIVES ANY RIGHTS IT MAY HAVE TO A TRIAL BY JURY OF ANY CIVIL LITIGATION RELATED TO THIS AGREEMENT. INDEMNIFICATION. Contractor shall indemnify, hold harmless, and defend City and all of City’s current, past, and future officers, agents, and employees (collectively, “Indemnified Party”) from and against any and all causes of action, demands, claims, los ses, liabilities, and expenditures of any kind, including attorneys’ fees, court costs, and expenses, including through the conclusion of any appellate proceedings, raised or asserted by any person or entity not a party to this Agreement, and caused or alle ged to be caused, in whole or in part, by a claim that the Software or Services, as provided by Contractor and when used by City in accordance with this Agreement, infringe any intellectual property rights of a third party (collectively, a “Claim”). If any Claim is brought against an Indemnified Party, Contractor shall, upon written notice from City, defend each Indemnified Party with counsel satisfactory to City or, at City’s option, pay for an attorney selected by the City Attorney to defend the Indemnified Party. The obligations of this section shall survive the expiration or earlier termination of this Agreement. Any provision of the Agree ment that requires the City to indemnify the Contractor or any third party is hereby deleted in its entirety. SOVEREIGN IMMUNITY. Nothing contained herein is intended to serve as a waiver of sovereign immunity by the City or as a waiver of limits of liability or rights the City may have under the doctrine of sovereign immunity or under Section 768.28, Florida Statutes. Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 205949 SOFTWARE AS A SERVICE (SAAS) AND TECHNOLOGY PROVISIONS DATA OWNERSHIP AND PORTABILITY. For SaaS and technology services, the City retains full ownership of all data entered into, processed by, or generated through Contractor's systems. Upon termination or expiration of this Agreement, Contractor shall provide the City with all data in a standard, machine-readable format at no additional cost within thirty (30) days. Contractor shall not retain any copies of City data except as required by law. DATA SECURITY AND PRIVACY. Contractor shall implement and maintain industry-standard security measures to protect City data, including but not limited to encryption in transit and at rest, access controls, regular security assessments, and employee background checks for personnel with access to City systems. Contractor shall immediately notify the City of any actual or suspected data breach, security incident, or unauthorized access within twenty-four (24) hours of discovery. SERVICE LEVEL AGREEMENTS. For technology services, Contractor shall maintain system uptime of at least 99.5% during business hours (8:00 AM to 5:00 PM EST, Monday through Friday, excluding City holidays). Planned maintenance requiring system downtime must be scheduled outside business hours with at least 72 hours' advance notice to the City. BUSINESS CONTINUITY AND DISASTER RECOVERY. Contractor shall maintain appropriate backup and disaster recovery procedures to ensure continuity of services and data protection. Contractor shall provide the City with a copy of its disaste r recovery plan upon request and demonstrate successful recovery procedures annually. COMPLIANCE WITH APPLICABLE LAWS. For technology services involving personal data, Contractor shall comply with all applicable federal, state, and local privacy laws, including but not limited to HIPAA (if applicable), FERPA (if applicable), and any Florida data protection statutes. Contractor shall provide evidence of compliance upon City's request. TECHNOLOGY SUPPORT AND MAINTENANCE. Contractor shall provide ongoing technical support during normal business hours and shall respond to critical issues within four (4) hours. Contractor shall maintain current versions of all software and se curity patches unless otherwise agreed in writing. VENDOR LOCK-IN PREVENTION. Contractor agrees not to implement any technical or contractual barriers that would prevent the City from migrating to alternative solutions. This includes providing necessary APIs, data exports, and reasonable transi tion assistance upon contract termination. By signing below, the Contractor agrees to the terms in this Addendum. By:_____________________________ Name:___________________________ Title:____________________________ Date:____________________________ Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 2/10/2026 Robert Wheeler Chief Operating Officer 206950 Boynton Beach Police Department Janurary 27th, 2026 2100 Highridge Rd., Boynton Beach, FL 33426 Thank you for your agency’s interest in Peregrine’s unified data platform (“the Peregrine platform” or “the platform”). The Peregrine platform has been built with law enforcement and public safety agencies in mind, making it uniquely suited to the needs of the Boynton Beach Police Department. The Peregrine platform is the only end-to-end software available on the market with the following integrated capabilities: • Purpose-built data integrations Specifically for systems used by Boynton Beach Police Department Peregrine offers proven, pre-built connectors that allow for seamless integration with critical existing Boynton Beach Police Department systems such as CAD, RMS, BWC/Evidence.com. These pre-built connectors eliminate any requirements for Boynton Beach Police Department IT to develop and maintain interfaces between Peregrine and the Boynton Beach Police Department source systems and ensure that data available in Peregrine is complete, accurate, and always up-to-date. • Fully Integrated Search, Map, Link Analysis, Reporting, and Dashboarding. Peregrine offers the only solution on the market that offers a fully integrated set of user-facing applications for search, map-based analysis, link analysis, reporting, and dashboarding that allow for seamless movement of data between those applications without the need to export and import data manually. Additionally, Peregrine is the only solution that offers desktop, laptop, tablet, and mobile device accessible versions of those integrated applications so that they can be accessed by authorized users wherever and whenever they are needed. • Proprietary Data Deduplication Algorithms. Peregrine offers proprietary algorithms that will enable automatic and auditable deduplication and merging of data, such as person records. This will allow the Boynton Beach Police Department to have automatically clean, reliable information upon which to conduct data searches and compile reporting products without the need to make any changes to the agency’s underlying source systems. • Proprietary Ontology Purpose-Built for Law Enforcement. Peregrine offers the only dynamic ontology capability that has been purpose-built for Law Enforcement data. This allows the Boynton Beach Police Department to automatically establish connections and relationships between data elements within and across disparate systems that are otherwise likely to be missed. Additionally, Peregrine’s dynamic ontology allows the Boynton Beach Police Department to have fully flexibility to change its desired data model over time without needing to build and maintain additional interfaces or make any changes to the agency’s underlying source systems and the way they store or represent information. The Peregrine Ontology has been developed and continuously refined to specifically accommodate law enforcement data and concepts. • Secure Collaboration and Data Sharing. The Peregrine platform’s proprietary integration, ontology, and granular security permissions enable secure sharing within the Boynton Beach Police Department and between Boynton Beach Police Department and partner agencies, public and private, that is otherwise not possible. Within the Boynton Beach Police Department this will allow secure collaboration across investigations, patrol, custody operations, traffic, analysis and command staff. Additionally, Peregrine will allow the Boynton Beach Police Department to securely collaborate and share data in a common platform with other Peregrine customer agencies in Boynton Beach Police Department and in neighboring agencies E.G. COUNTIES, POLICE DEPARTMENTS, ETC.. All data sharing and collaboration features are automatically synchronized with Boynton Beach Police Department existing user, group, and role security and access policies. • Fully Open and Interoperable Architecture. Peregrine is the only solution on the market that ensures the Boynton Beach Police Department will never be at risk of vendor lock-in or issues related to data ownership. Peregrine’s fully open and 207 2 interoperable architecture is fully vendor-agnostic, allowing Peregrine to integrate data from any current or future Boynton Beach Police Department solution and allow any such solutions to access data from Peregrine, without limitation, if desired by Boynton Beach Police Department. A customer retains full and total rights to its data within Peregrine at all times and has the ability to access and export that data in open, standard data formats at any time. • End-to-end security, CJIS, and CAL DOJ compliance. Peregrine is hosted on the secure, CJIS compliant Amazon Web Services (AWS) Government Cloud region. Peregrine meets or exceeds all standards and controls set forth in the most current CJIS security policies. Peregrine has been approved at dozens of law enforcement agencies to handle sensitive information such as criminal justice information. Additionally, Peregrine offers seamless integration with Boynton Beach Police Department’s existing single-sign-on and multi-factor authentication services. This allows Boynton Beach Police Department to avoid any redundancy and duplication in managing user access and permissions and automatically ensure all interactions with sensitive data are compliant with existing agency data and information system security policies. We look forward to working with Boynton Beach Police Department in the near future. If there are any additional questions, please do not hesitate to reach out to me directly. Thank you, Nick Noone Co-Founder/CEO Nick@peregrine.io 208 3 Current Business Tax Receipt Peregrine confirms that it is required to obtain and maintain all necessary business licenses as mandated by law throughout the duration of the agreement. This includes the possession of a Current Local Business Tax Receipt (LBTR) when applicable or an agreement to obtain one upon award if not currently held. Peregrine ensures compliance with such legal and regulatory requirements as part of its contractual obligations, thereby affirming its commitment to meet the county's licensing standards in relation to business tax receipts and permits necessary to perform under the contract. Peregrine follows stringent compliance processes regarding all legally mandated permits and licenses that apply to its operations and contractual engagements. Within the standard Master Service Agreement framework, the company includes clauses requiring itself to secure and maintain all relevant licenses, permits, qualifications, and approvals throughout the contract term. This approach demonstrates Peregrine’s proactive compliance posture and legal due diligence to fulfill all conditions precedent to contract performance, reassuring procurement bodies that the company meets all statutory business licensing obligations. Active Registration with the State of Florida: 209 Purchasing Division Sole/Single Source Justification Form 1 This form shall be completed and approved prior to all sole source purchases Sole Source Definition - Commodities or contractual services available only from a sole source may be exempt from the quote or competitive process under the following circumstances: a. There is only one source or one reasonable source for the required commodity, service, or construction, or; b. The parts or accessories are an integral repair accessory compatible with existing equipment and are the only parts that can be reasonably used, or; c. The procurement is needed to ensure consistency in results as related to other products or standardization of parts or supplies as required to avoid unreasonable cost or inefficiency Single Source Definition - A procurement decision whereby purchases are directed to one source because of standardization, warranty, or other factors, even though other competitive sources may be available. Section A – Purchase Details Requestor Department Police Dept. Division Point of Contact Phone Number Vendor Company Name Address Phone Number Point of Contact and Title What other vendors were contacted? (List company name, contact, and phone number and explain why they were not suitable) Product or Service Product/Service Name Manufacturer Make/Model # Price Did you negotiate the terms or prices with the vendor? Yes No Why is this price considered to be fair and reasonable? 210 Purchasing Division Sole/Single Source Justification Form 2 Will this purchase obligate the City to a particular vendor in the future? (Either in terms of maintenance, services, or re-purchase for compatibility reasons) Yes No Section B – Justification This is a sole source because (choose any that apply): Sole provider of a licensed or patented good or service Single Source provider of items compatible with existing equipment, inventory, systems, programs, or services. Single Source provider of goods and services for which the city has established a standard. (new standards require the competitive solicitation process) Single Source of factory-authorized warranty service Sole provider of goods or services that will meet the specialized needs of the City or perform the intended function (please detail below or reference an attachment). The vendor/distributor is the owner of used equipment that would represent a best-value purchase for the City and is advantageous to the City. (Please provide information on current market prices, availability, etc.) What necessary features does this vendor provide which are not available from other vendors? Please be specific. Attach documentation to substantiate this sole source claim including but not limited to: vendor quotes, product manuals, sole source letters, and patents or copyrights. Section C – Routing, Certification and Approval My department’s recommendation for a sole source purchase is based upon an objective review of the product/service required and appears to be in the best interest of the City. I know of no conflict of interest on my part nor do I have any personal involvement in any way with this request. No gratuities, favors or compromising action have taken place. Neither has my personal familiarity with particular brands, types of equipment, materials, or firms been a deciding influence on my request to sole source this purchase when there are other known suppliers that exist. 1. Department Director ___________________________ ____________ Signature Date 2. Purchasing Manager/Finance Director Based on the information provided in Sections A and B and the attached supporting documents, I recommend / do not recommend this being certified as a sole source. Required / not required to be advertised for a period of 7 business days before award. _____________________________________________________ __________________ Signature Date 211 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH- STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 2/5/2026 (973) 994-3131 (973) 996-3161 30104 Peregrine Technologies, Inc. 71 Stevenson St Ste 700 San Francisco, CA 94105 19682 37540 41297 A 2,000,000 X 13SBABF4FW2 3/29/2025 3/29/2026 1,000,000 10,000 2,000,000 4,000,000 4,000,000 2,000,000A X 13SBABF4FW2 3/29/2025 3/29/2026 3,000,000A 13SBABF4FW2 3/29/2025 3/29/2026 3,000,000 10,000 B X 13WECAC3TVE 12/4/2025 12/4/2026 1,000,000 N 1,000,000 1,000,000 C E&O, Cyber - Lead VG00006652AA 3/8/2025 Each Claim 2,000,000 D E&O, Cyber Liab - XS EKS3565008 3/8/2025 3/8/2026 Each Claim 3,000,000 If required by written contract, the following are included as additional insured: City of Boynton Beach ~30-day notice of cancellation applies. City of Boynton Beach Boynton Beach Police Department 2100 Highridge Road Boynton Beach, FL 33426 PERETEC-01 MSARRACINO Kore Insurance Holdings, LLC P.O. Box 473 354 Eisenhower Parkway, Plaza 1 Livingston, NJ 07039 Hartford Underwriters Insurance Company The Hartford * Beazley Insurance Company, Inc. Scottsdale Insurance Company X 3/8/2026 X X X X X X X X 212 213 City of Boynton Beach Agenda Item Request Form 7.B Consent Bids and Purchases 02/17/2026 Meeting Date: 02/17/2026 Proposed Resolution No. R26-028- Approve Amendment No. 1 to the Piggyback Agreement between the City and IPS Group, Inc. for parking management solutions for the City's parking enforcement services. Requested Action: Staff recommends approval of Proposed Resolution No. R26-028. Explanation of Request: Request for Additional Funding to Cover Equipment Costs The piggyback contract with IPS Solutions, approved by Resolution No. R25-151 during the Commission meeting on June 3, 2025, provides an annual service fee of $50,000; however, this amount does not include the necessary equipment costs. Staff is requesting an amendment to the original contract to include a one-year equipment fee for a total of $120,000. Beginning in the second year, the cost will revert to the standard $50,000 annual service fee. This adjustment is essential to ensure full implementation and maintain operational continuity. How will this affect city programs or services? Improve parking services, streamline the process creating a convenient method of payment. Budgeted Item: Yes Account Line Item and Description: 001-2517-545-4917 Other Contractual Services. Fiscal Impact: Total increased to $120,000, to include fees associated with equipment purchase. Equipment fees wasn't added to original agreement. Attachments: R26-028 Agenda_Item_4184-2026_- _Resolution_to_Approve_Amendment_to_Piggyback_Agreement_-_IPS_Group__Inc..docx Exhibit A to Resolution - Signed Amd.pdf R25-151.pdf 214 RESOLUTION NO. R26-028 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON 1 BEACH, FLORIDA, APPROVING AMENDMENT NO. 1 TO PIGGYBACK 2 AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND IPS 3 GROUP, INC. FOR PARKING MANAGEMENT SOLUTIONS FOR THE 4 CITY’S PARKING ENFORCEMENT SOLUTIONS; PROVIDING AN 5 EFFECTIVE DATE; AND FOR ALL OTHER PURPOSES. 6 7 WHEREAS, on June 3, 2025, the City entered into “Piggyback Agreement Between the City 8 of Boynton Beach and IPS Group, Inc. (the “Agreement”) for Parking Management Solutions for 9 the City’s Parking Enforcement Services; and 10 WHEREAS, the Parties desire to amend the Agreement to increase the total not to exceed 11 amount for the Initial Term of the Agreement from Fifty Thousand Dollars ($50,000.00) to One 12 Hundred Twenty Thousand Dollars ($120,000.00) to include the cost of necessary equipment; and 13 WHEREAS, the City Commission, upon the recommendation of staff, has deemed it in the 14 best interests of the City's citizens and residents to approve the Agreement with Paul W. Smith 15 Enterprises, Inc., for Transit Advertising Program, Bus Shelters, Bus Benches, and Bus Panel 16 Services. 17 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON 18 BEACH, FLORIDA, THAT: 19 SECTION 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 20 being true and correct and are hereby made a specific part of this Resolution upon adoption. 21 SECTION 2. The City Commission of the City of Boynton Beach, Florida, does hereby 22 approve Amendment No. 1 to the Piggyback Agreement with IPS Group, Inc, in form and 23 substance similar to that attached as “Exhibit A”. 24 SECTION 3. The City Commission of the City of Boynton Beach, Florida, hereby 25 authorizes the Mayor to execute the Amendment and any ancillary documents as may be 26 necessary to accomplish the purpose of this Resolution. 27 SECTION 4. The fully executed Amendment shall be retained by the City Clerk as a 28 public record of the City, and a copy shall be provided to Marvelous Washington to forward to 29 the Vendor. 30 SECTION 5. This Resolution shall take effect in accordance with law. 31 215 RESOLUTION NO. R26-028 PASSED AND ADOPTED this ______________ day of ______________________________ 2026. 32 CITY OF BOYNTON BEACH, FLORIDA 33 YES NO 34 Mayor – Rebecca Shelton _____ _____ 35 36 Vice Mayor – Woodrow L. Hay _____ _____ 37 38 Commissioner – Angela Cruz _____ _____ 39 40 Commissioner – Thomas Turkin _____ _____ 41 42 Commissioner – Aimee Kelley _____ _____ 43 44 VOTE ______ 45 ATTEST: 46 47 _____________________________ ______________________________ 48 Maylee De Jesús, MPA, MMC Rebecca Shelton 49 City Clerk Mayor 50 51 APPROVED AS TO FORM: 52 (Corporate Seal) 53 54 _______________________________ 55 Shawna G. Lamb 56 City Attorney 57 216 217 218 219 1 RESOLUTION NO. R25-151 2 3 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON 4 BEACH, FLORIDA, APPROVING A PIGGYBACK AGREEMENT BETWEEN 5 THE CITY AND IPS GROUP, INC., FOR PARKING MANAGEMENT 6 SOLUTIONS FOR THE CITY'S PARKING ENFORCEMENT SERVICES IN 7 AN AMOUNT NOT TO EXCEED $50,000 PER YEAR; AND FOR ALL 8 OTHER PURPOSES. 9 10 WHEREAS, on January 8, 2023, Commonwealth of Pennsylvania State System of Higher 11 Education (PASSHE) issued Request for Proposal No. D00528712455 ("REP"), as the Principal 12 Procurement Agency, partner with the OMNIA Partners, Public Sector ("OMNIA Partners") to 13 establish a Master Agreement for Parking Management Solutions; and 14 WHEREAS, on March 15, 2023, Commonwealth of Pennsylvania State System of Higher 15 Education ("PASSHE") RFP closed with five vendor proposal responses; and In WHEREAS, PASSHE found IPS Group, Inc. ("Vendor") to be a responsive, responsible 17 bidder and awarded a Master Agreement for an initial term of three (3) year agreement from July Is 12, 2023, through July 11, 2026, with the option to renew for two (2) additional one-year periods lo through June 11, 2028, Contract No.: CW18653 ("Master Agreement"); and 20 WHEREAS, OMNIA Partners assists public agencies to increase efficiency and reduce costs 21 when procuring goods and services on the same terms, conditions, and pricing as the Lead Public 22 Agency; and 23 WHEREAS, the City's Purchasing Policy Section X - Alternatives to Formal Sealed Bids, 24 provides authority for the City to acquire or contract for services without utilizing a sealed 25 competitive method or the written quotations methods where the desired services are the subject 26 of an agreement that utilizes another government entity's contract, provided that the contract 27 was awarded strictly on competitive bidding; and 28 WHEREAS, in order to ensure the continued services for Parking Management Solutions, 29 the City's Recreation & Parks Department desires to enter into a Piggyback Agreement with the 30 Vendor for all the City's parking enforcement services; and 31 WHEREAS, the Vendor has submitted an initial proposal for the services and, following 32 negotiation with staff, has agreed to lower rates, presenting the most advantageous solution and 220 33 in the best interest of the City; and 34 WHEREAS, the City may purchase additional Services on an as-needed basis throughout 35 the term of this Agreement; and 36 WHEREAS, the Vendor has agreed to allow the City to piggyback the Master Agreement; 37 and 38 WHEREAS, the City Commission, upon the recommendation of staff, has deemed it in the 39 best interests of the City's citizens and residents to approve a Piggyback Agreement between the 40 City and IPS Group, Inc., for Parking Management Solutions for the City's parking enforcement 41 services in an amount not to exceed $50,000 per year. 42 43 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON 44 BEACH, FLORIDA, THAT: 45 SECTION 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 46 being true and correct and are hereby made a specific part of this Resolution upon adoption. 47 SECTION 2. The City Commission of the City of Boynton Beach, Florida, does hereby 48 approve a Piggyback Agreement between the City and IPS Group, Inc., for Parking Management 49 Solutions for the City's parking enforcement services in an amount not to exceed $50,000 per year 50 (the "Agreement"), in form and substance similar to that attached as Exhibit A. 51 SECTION 3. The City Commission of the City of Boynton Beach, Florida, hereby 52 authorizes the Mayor to execute the Agreement. The Mayor is further authorized to execute any 53 ancillary documents required under the Agreement or necessary to accomplish the purposes of 54 the Agreement and this Resolution, including any term extensions as provided in the Agreement, 55 provided such documents do not modify the financial terms or material terms. 56 SECTION 4. The City Clerk shall retain the fully executed Agreement as a public record 57 of the City. A copy of the fully executed Agreement shall be provided to Ted Louis-Jacques and 5S Taralyn Pratt to forward to the Vendor. 50 SECTION 5. This Resolution shall take effect in accordance with the law. 221 24 61 PASSED AND ADOPTED this day of c L1J Q 2025. 62 CITY OF BOYNTON BEACH, FLORIDA 63 YES NO 64 Mayor- Rebecca Shelton 65 66 Vice Mayor-Woodrow L. Hay 67 68 Commissioner-Angela Cruz 69 70 Commissioner-Thomas Turkin 71 72 Commissioner-Aimee Kelley b n- 73 74 VOTE 1--0 75 A E ' : 76 I 77 78 Mayle: '- -sus, MPA MC Rebecca Shelton 79 City Cl- Mayor OY T 80 o NO GpRPORgT•.,6", . APPROVED AS TO FORM:81 i Ci.• 82 (Corporate Seal) SEA -v 11/L 83 i :INCORp TED:' , 84 1920.......... .; ;J/76 ai'n6 85 ORIDA ;= Shawna G. Lamb 86 City Attorney 222 City of Boynton Contract # 25-048PB tY O,NI( C. O N. rON PIGGYBACK AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND IPS GROUP, INC This Piggyback Agreement is made as of thi 'qday of 3.1N2 2025, by and between IPS Group, Inc..a Pennsylvania corporation authorized to transact business in the State of Florida with a principal address of 7737 Kenamar Court,San Diego,CA 92121,hereinafter referred to as "Vendor," and the City of Boynton Beach, a municipal corporation organized and existing under the laws of Florida, with a business address of 100 East Ocean Avenue. Boynton Beach, Florida 33435. hereinafter referred to as"City." RECITALS WHEREAS,on January 8,2023, Commonwealth of Pennsylvania State System of Higher Education(PASSHE)issued a"Request for Proposal"(RFP),as the Principal Procurement Agency, partner with the OMNIA Partners, Public Sector ("OMNIA Partners") to establish a Master Agreement for Parking Management Solutions; and WHEREAS, on March 15, 2023, Commonwealth of Pennsylvania State System of Higher Education(PASSHE) RFP closed with five vendor proposal responses; and WHEREAS, Commonwealth of Pennsylvania State System of Higher Education PASSHE) found IPS Group, Inc. ("Vendor")to be a responsive, responsible bidder and awarded a Master Agreement for an initial term of three (3)year agreement from July 12. 2023, through July 11, 2026, with the option to renew for two (2) additional one-year periods through June 11, 2028 3, (RFP)No. D00528712455, Contract No.: CW18653 ("Master Agreement"); and WHEREAS, the OMNIA Partners, Public Sector (`OMNIA Partners") assists public agencies to increase efficiency and reduce cost when procuring goods and services on the same terms, conditions, and pricing as the Lead Public Agency. Participating Public Agency agrees that it is registered with OMNIA Partners. whether pursuant to the terms of a Master Intergovernmental Purchasing Cooperative Agreement, or as otherwise agreed to may reciprocally utilize competitively solicited Master Agreements awarded by the lead public agency; and WHEREAS, the City's Purchasing Policy Section X—Alternatives to Formal Sealed Bids, provides authority for the City to acquire or contract for services without utilizing a sealed competitive method or the written quotations methods where the desired services are the subject of an agreement that utilizes another government entity's contract, provided that the contract was awarded based strictly on competitive bidding; and WHEREAS, in order to ensure the continued services for Parking Management Solutions, the City's Recreation & Parks Department desires to enter into a Piggyback Agreement with the Vendor for all the City's parking enforcement services; and Piggyback Contract—IPS Group.Inc. 223 City of Boynton Contract # 25-048PB WHEREAS, the Vendor has submitted an initial proposal for the services and following negotiation with staff, has agreed to lower rates, presenting the most advantageous solution and the best interest of the City, as detailed in the attached Exhibit"A," and WHEREAS, in addition to the Services described in Exhibit A, the City may purchase additional Services on an as-needed basis throughout the term of this Agreement: and WHEREAS. the Vendor has agreed to allow the City to piggyback the Master Agreement, a copy of the Master Agreement, and all Amendments to the Master Agreement are attached as Exhibit `B." NOW, THEREFORE, in consideration of the mutual covenants contained herein, and for other valuable consideration received, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: AGREEMENT 1. The foregoing recitals are true and correct and are hereby incorporated in this Agreement. 2. TERM: The term of this Agreement commences on full execution by the parties and will remain in effect until July 11. 2026, with the option to renew the agreement annually for an additional two(2)years. The Mayor is authorized to execute any renewal amendments. The initial term and any subsequent renewals of this Agreement are subject to the renewal or extension of the Master Agreement. If the Master Agreement expires or is terminated duri nL the Term, this Agreement shall terminate no later than six months after such expiration or termination of the Master Agreement. 3. CONTRACT TERMS: The Vendor shall complete the Services on the same terms and in the same manner as set forth in the Master Agreement,except as otherwise provided herein. All recitals, representations. and warranties of Vendor made by Vendor in the Master Agreement are restated as if set forth fully herein, made for the benefit of the City, and incorporated herein,except that all references to the"Commonwealth of Pennsylvania State System of Higher Education (PASSHE)" or "OMNIA Partners, Public Sector (OMNIA PARTNERS") are hereby replaced with the "City of Boynton Beach." The City shall compensate the Vendor for all Services ordered on an as-needed basis pursuant to the rates set forth in the Master Agreement,except as such rates were otherwise negotiated in Exhibit A, in an amount not to exceed Fifty Thousand Dollars ($50,000.00) per year. The City Manager is authorized to execute ordering documents up to the annual not to exceed amount. 4. NOTICES: All Notices to the City shall be in writing by certified mail return receipt requested,or customarily used overnight transmission with proof of delivery. sent to: City: Daniel Dugger, City Manager City of Boynton Beach P.O. Box 310 Boynton Beach, Florida 33425 Telephone: (561) 742-6010/Facsimile: (561) 742-6090 Piggyback Contract-IPS Group.Inc. 2 224 City of Boynton Contract # 25-048PB Copy: Shawna G. Lamb. City Attorney City of Boynton Beach P.O. Box 310 Boynton Beach, Florida 33425 Telephone: (561) 742-6010/Facsimile: (561) 742-6090 Vendor: IPS Group. Inc. Contact Name: Chad Randall, CEO 7737 Kenamar Court San Diego, CA 92121 Telephone: (858)568-7609/Email: chad.randall(u;ipsgroupinc.com 5. INVOICES AND PAYMENT: Invoices must identify the PO number and should be mailed to: Boynton Beach Finance Department Ann: Accounts Payable P.O. Box 310 Boynton Beach, FL 33425 Invoices shall show the nature of the service and dates(s) of service. Invoices based on hourly rates shall show the actual hours worked, person performing services, nature of the service, hourly rate,and dates(s)of service. Invoices may be submitted no more frequently than monthly. However,all services rendered prior to September 30th of any given year are required to be invoiced by September 30th of that year. Vendor shall provide W-9 with first invoice. The fee shall be paid based on receipt of a proper invoice in accordance with the invoice schedule indicated above. Payment will be made within 45 days of receipt of a proper invoice in accordance with the Local Government Prompt Payment Act, Section 218.70, et ai.. Florida Statutes. No payment made under this Agreement shall be conclusive evidence of the performance of this Agreement by Vendor, either wholly or in part, and no payment shall be construed to be an acceptance of or to relieve Vendor of liability for the defective. faulty. or incomplete rendition of the Services. 6. TAX EXEMPT: Prices applicable to City do not include applicable state and local sales. use,and related taxes. The City is exempt from state and local sales and use taxes and shall not be invoiced for the same. Upon request. City will provide Vendor with proof of tax- exempt status. 7. SOVEREIGN IMMUNITY: Nothing contained in this Agreement nor contained herein shall be considered nor construed to waive City's rights and immunities under the common law or section 768.28, Florida Statutes. as may be amended. 8. ATTORNEY'S FEES: In the event that either Party brings suit for enforcement of the Agreement, each Party shall bear its own attorney's fees and court costs. 9. PUBLIC RECORDS: Sealed documents received by the City in response to an invitation are exempt from public records disclosure until thirty (30)days after the opening of the Bid Pim back Contract-IPS Group.Inc i 225 City of Boynton Contract # 25-048PB unless the City announces intent to award sooner, in accordance with Florida Statutes 119.07. The City is a public agency subject to Chapter 119, Florida Statutes. The Vendor shall comply with Florida's Public Records Law. Specifically, the Vendor shall: A. Keep and maintain public records required by the City to perform the service; B. Upon request from the City's custodian of public records,provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in chapter 119, Fla. Stat. or as otherwise provided by law; C. Ensure that public records that are exempt or that are confidential and exempt from public record disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and, following completion of the contract, Vendor shall destroy all copies of such confidential and exempt records remaining in its possession once the Vendor transfers the records in its possession to the City; and D. Upon completion of the contract, Vendor shall transfer to the City. at no cost to the City. all public records in Vendor's possession All records stored electronically by Vendor must be provided to the City,upon request from the City's custodian of public records. in a format that is compatible with the information technology systems of the City. E. IF THE VENDOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE VENDOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS: CITY CLERK OFFICE 100 E. OCEAN AVENUE BOYNTON BEACH, FLORIDA, 33435 561-742-6060 CityClerk(a)bbfl.u:, 10. SCRUTINIZED COMPANIES-287.135 AND 215.473: By execution of this Agreement. Vendor certifies that Vendor is not participating in a boycott of Israel. The Vendor further certifies that Vendor is not on the Scrutinized Companies that Boycott Israel list, not on the Scrutinized Companies with Activities in Sudan List,and not on the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or has Vendor been engaged in business operations in Syria. Subject to limited exceptions provided in state law, the City will not contract for the provision of goods or services with any scrutinized company referred to above. Submitting a false certification shall be deemed a material breach of contract. The City shall provide notice, in writing,to the Vendor of the City's determination concerning the false certification. The Vendor shall have five(5)days from receipt of notice to refute the false certification allegation. If such false certification is discovered during the Piggyback Contract-IPS Group.Inc. 4 226 City of Boynton Contract # 25-048PB active contract term, the Vendor shall have ninety (90) days following receipt of the notice to respond in writing and demonstrate that the determination of false certification was made in error. If the Vendor does not demonstrate that the City's determination of false certification was made in error, then the City shall have the right to terminate the contract and seek civil remedies pursuant to Section 287.135.Florida Statutes,as amended from time to time. 11. E-VERIFY: VENDOR shall comply with Section 448.095, Fla. Stat., "Employment Eligibility." including the registration and use of the E-Verify system to verify the work authorization status of employees. Failure to comply with Section 448.095, Fla. Stat. shall result in termination of this Agreement. Any challenge to termination under this provision must be filed in the Circuit Court no later than 20 calendar days after the date of termination. If this Agreement is terminated for a violation of the statute by Vendor, Vendor may not he awarded a public contract for a period of one (1)year after the date of termination. 12. DISPUTES: Any disputes that arise between the parties with respect to the performance of this Agreement,which cannot be resolved through negotiations,shall be submitted to a court of competent jurisdiction in Palm Beach County, Florida. This Agreement shall be construed under Florida Law. 13. EXECUTION OF THE AGREEMENT: This Agreement will take effect once signed by both parties. This Agreement may be signed by the parties in counterparts, which together shall constitute one and the same agreement among the parties. A facsimile signature shall constitute an original signature for all purposes. Each person signing this Agreement on behalf of either Party individually warrants that he or she has full legal power to execute the Addendum on behalf of the Party for whom he or she is signing and to bind and obligate such Party with respect to all provisions contained in this Agreement 14.TERMINATION FOR CONVENIENCE:This Agreement may be terminated by the City for convenience upon thirty (30)calendar days of written notice by the terminating party to the other party for such termination in which event the Vendor shall be paid its compensation for services performed to the termination date, including services reasonably related to termination. In the event that the Vendor abandons the Agreement or causes it to be terminated, the Vendor shall indemnify the City against loss pertaining to this termination. 15. TERMINATION FOR CAUSE: In addition to all other remedies available to City, this Agreement shall be subject to cancellation by City for cause, should Vendor neglect or fail to perform or observe any of the terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of thirty (30) calendar days' after receipt by Vendor of written notice of such neglect or failure. 16. INDEMNIFICATION: Vendor shall indemnify and hold harmless the City, its elected and appointed officers, agents, assigns and employees, consultants, separate Vendors, any of their subcontractors. or sub-subcontractors, from and against claims, demands, or causes of action whatsoever,and the resulting losses,damages.costs,and expenses, including but not limited to attorneys' fees, including paralegal expenses, liabilities, damages, orders, judgments. or decrees, sustained by the City arising out of or resulting from (A) Vendor's performance or breach of Agreement, (B) acts or omissions, negligence, recklessness, or intentional wrongful conduct by Vendor's, its agents, employees, subcontractors, Piee%back Contract-IN Group.Inc. 5 227 City of Boynton Contract# 25-048PB participants,and volunteers,and(C) Vendor's failure to take out and maintain insurance as required under this Agreement. Vendor shall pay all claims and losses in connection therewith and shall investigate and defend all claims, suits, or actions of any kind or nature in the name of the City,where applicable, including appellate proceedings.and shall pay all costs, judgments. and attorneys' fees which may issue thereon. The obligations of this section shall survive indefinitely regardless of termination of the Agreement. 17. INSURANCE: At the time of execution of this Agreement. Vendor shall provide the City with a copy of its Certificate of Insurance reflecting the insurance coverage required by the Master Agreement. The Certificate of Insurance shall name the City of Boynton Beach,and its officers. employees and agents as an additional insured. 18. LIMITATION OF LIABILITY: Notwithstanding any provision of the Agreement to hich it is applicable, and unless due to the acts or omissions, negligence, recklessness, or intentional wrongful conduct by City. its agents or employees. City shall not be liable or responsible to Vendor beyond the amount remaining due to Vendor under the Agreement. regardless of whether said liability be based in tort, contract. indemnity or otherwise. The Vendor shall not be liable or responsible to the City beyond the amount provided in the insurable amounts listed on the Certificate of Insurance, regardless of whether said liability be based in tort, contract, indemnity or otherwise 19. NO SPECIAL DAMAGES. In no event shall either Party be liable to the other for any special damages, speculative damages. indirect, special, incidental, consequential, loss of profits. or other damages or losses of any kind whatsoever, no matter what the cause. 20. IN DEPENDENT CONTRACTOR: The Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that Vendor is an independent contractor pursuant to the Agreement and shall not be considered the City's employee for any purpose. 21. COMPLIANCE WITH LAWS: Vendor hereby warrants and agrees that at all times material to the Agreement. Vendor shall perform its obligations in compliance with all applicable federal, state, and local laws, rules, and regulations, including section 501.171. Florida Statutes. Non-compliance may constitute a material breach of the Agreement. 22. ASSIGNMENT: In the event this Agreement and any interests granted herein shall be assigned, transferred, or otherwise encumbered, under any circumstances by Vendor, Vendor must gain prior written consent from City thirty (30) business days before such transfer. For purposes of this Agreement, any change of ownership of Company shall not constitute an assignment that requires City's approval if the change in ownership will have no impact on the performance of this Agreement. Notwithstanding the foregoing, Vendor may, without City's consent,assign this Agreement in whole or in part as part of a corporate reorganization, consolidation, merger. or sale of substantially all of its assets related to this Agreement. Vendor shall provide City written notice of any such corporate reorganization, consolidation, merger, or sale of substantially all of its assets related to this Agreement within thirty (30)calendar days of such event. 23. AGREEMENT SUBJECT TO FUNDING: The Agreement shall remain in full force and effect only as long as the expenditures provided for in the Agreement have been appropriated by the City Commission of the City of Boynton Beach in the annual budget Piee•hack Contract-IPS Group.Inc 228 City of Boynton Contract # 25-048PB for each fiscal year of this Agreement.and is subject to termination based on lack of funding. Early termination by City due to loss of funding shall not obligate Vendor to refund any prepaid fees. 24. ENTIRE AGREEMENT.The Agreement. including the Master Agreement. sets forth the entire Agreement between the City and the Vendor with respect to the subject matter of this Agreement. This Agreement supersedes all prior and contemporaneous negotiations. understandings. and agreements. written or oral, between the parties. This Agreement may not be modified except by the parties' mutual agreement set forth in writing and signed by the parties. 25. SEVERABILITY. If any provision of this Agreement or application thereof to any person or situation shall, to any extent, be held invalid or unenforceable, the remainder of this Agreement, and the application of such provisions to persons or situations other than those as to which it shall have been held invalid or unenforceable, shall not be affected thereby. and shall continue in full force and effect, and be enforced to the fullest extent permitted by law. 26. ANTI-HUMAN TRAFFICKING. On or before the Effective Date of this Agreement. Vendor shall provide City with an affidavit attesting that the Vendor does not use coercion for labor or services, in accordance with Section 787.06(13), Florida Statutes. Signature Page to follow Piaavback Contract-IPS Group.Inc. 7 229 City of Boynton Contract# 25-048PB IN WITNESS OF THE FOREGOING, the parties have set their hands and sealed the day and year first written above. CITY OF BOYNTON BEACH, FLORIDA IPS GROUP, INC. V • 9 0 ebecca Shelton. Mayor Signature) IPS Group. Inc. CII-AD P. P-Mbikt. Print Name of Authorized Official e.E0 Approved as to Form: uthoriAi4/46 Shawna G. Lamb, City Attorney Corporate-Seal) Attest/Authenticated: Atte ted/Authenticated: i Signa e), Witness c t 011 / mAttiiig Mayle. Di esus. City erk Print Name Ai Z••GO Ari•••",1 SEAL • ' INCORPORATED; 1920 .. 1% FLORIOP Piggyback Contract-IPS Group.Inc t'230 City of Boynton Contract # 25-048PB EXHIBIT "A" VENDOR'S PROPOSAL Piggyback Contract—IN Group,Inc. 9 231 EXHIBIT A- PRICING PROPOSAL City of Boynton Beach, FL OMNIA PASSHE CW18653 Parking Management Solutions a) ONE TIME COSTS ONE TIME FEE-ENFORCEMENT MANAGEMENT SYSTEM,CITATION ISSUANCE,PERMIT MANAGEMENT SYSTEM&TEXT-TO-PAY Item Description Fee Units Extended Cost Enforcement Management System One-Time Setup& 2,000.00 1 2,000.00 Configuration -Reflects a discount from OMNIA price Permit Management System One-Time Setup& Configuration-Reflects a discount from OMNIA price 2,000.00 1 2,000.00 Citation Paper Template One-Time Setup 77.50 1 77.50 Mobile Citation Paper(per roll)13.95 100 1,395.00 Text-to-Pay Setup Included Included Included Third Party Integration Setup 1500.00 1 1,500 IVR Setup and Configuration 1500.00 1 1500.00 ONE TIME COST TOTAL 8472.50 TOTAL ONE TIME COST: ENFORCEMENT MANAGEMENT SYSTEM,CITATION ISSUANCE, PERMIT MANAGEMENT SYSTEM &TEXT-2-PAY 8,472.50 ONGOING COSTS ONGOING FEES:ENFORCEMENT MANAGEMENT SYSTEM,PERMIT MANAGEMENT SYSTEM Item Description Fee Qty Extended Cost Enforcement Management System Monthly Fee- 1,250.00 1 1,250.00 Includes up to 3,000 citations per/year. If>3,000 citations, each additional citation will be priced at the standard rate of 1.50/per citation.Reflects a discount from OMNIA price Permit Management System Fee-Per Permit Purchased 2.00 1 2.00 per permit Convenience Fee Mobile&Text-to-Pay Convenience Fee(per transaction) 0.35 Per charged to Transaction parker 1 Third Party Integration Support 75.00/month 75.00/month 232 TRANSACTION FEES(**charged to the Public when paying citation/purchasing permit) TRANSACTION FEES Item Description Fee Units Extended Cost Online Gateway Fee Citations(per trans/excludes merchant 3.50 Per citation Passed to processing)parker Online Gateway Fee Permit Purchases(per trans/excludes 3.50 Per permit Passed to merchant processing)parker Merchant Processing-Text to Pay Interchange per plus$0.05 transaction Merchant Processing-Enforcement and Permits 3.50+per Interchange transaction Fees IPS will invoice Boynton Beach for the above services once the Enforcement and Permit Management System implementation has been completed and accepted by Boynton Beach and no sooner than the anticipated system"go-live" date.IPS will invoice Boynton Beach for the above items on the first of each month.Total amount invoice will be based on actual volumes from the prior month. MULTI-SPACE METERS Multi-Space Meters Item Description Quantity Price Per Unit Extended Cost IPS Multi-Space Universal(MSUTM')Card Only—Pay-by-Space 8 3,995.00 31,960 or Pay-by-Plate(Color Touch Display,NFC Card only,Solar powered,Includes 12-month warranty) Multi-Space Meters Ongoing Costs Fee-On Street Fee-Off Street Multi-Space Ongoing Costs On-Street Off-Street Secure 60.00 Wireless Gateway/Data Fee and Meter Management System 30.00/ Software License Fee(per meter per month) 60.00 Included 0.13/$0.07 Secure Credit Card Gateway Fee(per transaction) 233 Merchant Processing(per transaction) Interchange plus 0.05 per transaction ENFORCEMENT MANAGEMENT SERVICES: Enforcement Management System Units Unit Price Manual Citation Entry Fee Per unit 1.50 Registered Owner Acquisition* Per unit 1.25 Delinquent Notice Processing&Mailing Includes postage) Per unit 1.25 Additional Letters and Correspondence Includes postage) Per letter 1.25 Online&IVR Secure Credit Card Gateway Fee Can be charged to the public Assumes the use of the client merchant account Per citation 3.50 234 Estimated Travel Expenses for Installation Per trip 2,000.00 On-site training and installation Per day 600.00 Remote training and installation Per unit INCLUDED Optional Enforcement Management System Units Unit Price IVR Setup&Configuration One-Time 1,500.00 IVR Ongoing Maintenance&Support Per month 250.00 IVR Record&Store Calls(Optional) Per call 0.50 IVR Call Transcription(Optional) Per call 1.00 Lockbox Setup&Configuration One-Time 750.00 Lockbox Operations Per month 95.00 Lockbox Mail-in Payments Per unit 1.50 i) DELINQUENT COLLECTION SERVICES Collections Units Unit Price Advanced/Delinquent Collections Out of State ofamount 35%ofamount collected collected Advanced/Delinquent Collections In State ofamount 25%of amount collected collected PUBLIC CUSTOMER 24 HOUR CALL CENTER Call Center Services Units Unit Price Cost Per Minute Per minute 1.10 NOTE:This pricing is FOB,IPS Group,San Diego,CA.Sales taxes(if applicable)and shipping charges will be added to the final invoice.IPS shall have the right to adjust Agreement pricing due to increases in Inflation as published by the US Bureau of Labor Statistics for All Items Consumer Price Index forAll Urban Consumers(CPI- U)for the U.S.City Average compounded annually or as allowed by the contract terms and conditions. 235 IPS LIMITED WARRANTY-ENFORCEMENT AND PERMITS IPS will provide a limited parts warranty for any physical product,such as handhelds or printers,in accordance with the manufacturer's warranty.Software Services are provided "as-is" in accordance with the scope of services and shall perform substantially in accordance with an identifiable set of functional specifications. IPS shall provide bug fixes and generally available upgrades at no cost during the contract term. Additional Warranty Provisions: Repair or replacement under warranty of any defective product or service does not extend the warranty period for that product or subcomponent. IPS will either repair or replace products or subcomponents,at our discretion,that are found to be defective within the defined warranty period,with transportation costs prepaid by the client. Returns for credit will only apply once IPS has received a defective product and confirmed that defects were within the warranty period and are covered under the terms and conditions of the warranty provided. THE WARRANTIES CONTAINED IN THE AGREEMENT DOCUMENTS ARE IPS'S SOLE AND EXCLUSIVE WARRANTIES. IPS AND ITS 3RD PARTY SUPPLIERS PROVIDE SOFTWARE SERVICES"AS IS". THE EXTENT OF IPS'S LIABILITY FORA WARRANTY CLAIM IS LIMITED TO THE REPAIR OR REPLACEMENT OF THE DEFECTIVE EQUIPMENT AT THE DISCRETION OF IPS,OR REPAIR OR RESTORATION OF DEFECTIVE SOFTWARE SERVICE,AS QUICKLY AS PRACTICAL IPS DOES NOT PROVIDE ANY WARRANTY OF ANY KIND WITH REGARDS TO 3RD PARTY EQUIPMENT,WIRELESS COVERAGE OR SOFTWARE SERVICES,WHETHER SUPPLIED IN CONNECTION WITH THIS AGREEMENT OR OTHERWISE. IPS AND ITS 3RD PARTY SUPPLIERS AFFIRMATIVELY EXCLUDE ANY AND ALL OTHER WARRANTIES,CONDITIONS,OR REPRESENTATIONS(EXPRESS OR IMPLIED,ORAL OR WRITTEN),WITH RESPECT TO THE EQUIPMENT AND/OR SERVICES PROVIDED INCLUDING ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS OF TITLE, MERCHANTABILITY,OR FITNESS OR SUITABILITY FOR ANY PURPOSE(WHETHER OR NOT IPS KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED,OR IS OTHERWISE IN FACT AWARE OF ANY SUCH PURPOSE)WHETHER ARISING BY LAW OR BY REASON OF CUSTOM OF THE TRADE. Third Party Equipment: If any third party equipment is provided in connection with services provided by IPS,then the terms and conditions of the third party shall prevail and IPS shall pass through all benefits provided therein, however, IPS shall not provide additional warranty services without specific written acknowledgement of both parties. Exclusions: Warranty voided with use of imitation or non-genuine replacement parts,unauthorized alterations,abuse, vandalism, products subjected to unusual physical or electrical stress, improper handling or general misuse to the equipment(hardware or software), including attempted repairs that result in damage.Warranty specifically excludes any consumable items such as paper, batteries,etc. Software warranty is void if usernames and/or passwords are shared with 3rd parties,or allowance of 3rd party access to IPS software without IPS written consent,or any unauthorized changes or attempts to change IPS software. Force Majeure: IPS shall not be liable for any warranty provisions where such product failure is as a result of Acts of Nature(including fire,flood,earthquake,storm,hurricane or other natural disaster),war, invasion, act of foreign enemies, hostilities(whether war is declared or not),civil war, rebellion, revolution,insurrection, military or usurped power or confiscation,terrorist activities, nationalization, government sanction,blockage,embargo,labor dispute,strike,lockout or interruption or failure of electricity,internet services or cellular telecommunication failures caused by any of the events or causes described above. IPS provides no warranty with respect to any 3rd party hardware or software,whether supplied in connection with this Agreement or otherwise. IPS is not liable in any way as a result of use or performance of client internet service or wireless data services provided by national carriers. 236 CITY MARKETING SERVICES Please choose from our tiered packages below.All marketing collateral/art files will be sent electronically. BASIC PACKAGE DELUXE PACKAGE PREMIUM PACKAGE Standard Website— Custom Website—Custom Website— City Hosted(HTML File)IPS Hosted(+Web Hosting) IPS Hosted(+Web Hosting) Choose One:Standard Tri-Fold or Custom Trifold Custom Trifold* a Standard Poster How-to-use Video(Embed Code) Custom Poster Custom Poster* 1 Round of Revisions Road or Garage Sign Design Road or Garage Sign Design Generic Press Release Custom Press Release Mini Postcard Mini Postcard* Tent Card Tent Card* How-to-Use Video(Embed Code) Window Cling* Up to 2 Rounds of Revisions Additional Outdoor Sign Design Promotional Landing Page Eblast for your Database 1 Design for Promo Item Custom Intro on How-to-Use Video(+Embed Code) Up to 4 Social Media Posts Up to 4 Rounds of Revisions Client Cost: Client Cost: Client Cost: 0.00 5,000 9,500 100/mo.web hosting fee) 100/mo.web hosting fee) Printing&shipping will be quoted separately.Prices above are subject to change.Customized programs beyond the scope of standard packages will be priced accordingly.A la carte services will be quoted separately.Additional edit rounds will be billed at$150/hr. For more information, please contact us. 237 1P r SCOPE OF WORK PRODUCTS & SER VICES Date Created For: Created: City of Boynton Beach, FL 2/28/2025 PREPARED BY IPS GROUP INC.,7737 KENAMAR COURT,SAN DIEGO,CA 92121 U S.A IPSGROUP.COM IPS GROUP DIRECT.858.404 0607 FAX.858 724.3553 238 TABLE OF CONTENTS SCOPE OF WORK: PRODUCTS& SERVICES 3 ENFORCEMENT MANAGEMENT SYSTEM 4 HARDWARE&MATERIAL LIST.. 4 ENFORCEMENT MANAGEMENT SYSTEM(EMS)&CITATION PROCESSING SERVICES 4 CITATION ISSUANCE 4 ONLINE PAYMENTS.4 ONLINE APPEALS AND ADJUDICATION MANAGEMENT 5 REGISTERED OWNER RETRIEVAL .... . 5 DELINQUENT NOTIFICATIONS/LETTERS 5 LEGACY DATA CONVERSION 5 INTEGRATIONS 6 PERMIT MANAGEMENT SYSTEM 7 ONLINE PAYMENTS 7 LEGACY DATA CONVERSION 7 INTEGRATIONS. 7 TEXT-TO-PAY ............ .......... . 8 FEATURES 8 DATA MANAGEMENT SYSTEM (DMS) 9 THIRD-PARTY SYSTEM INTEGRATION MANAGEMENT 10 CLIENT SUPPORT 11 TRAINING 12 ENFORCEMENT AND PERMITTING TRAINING. .... 14 IMPLEMENTATION. 14 IPS, IPS GROUP, and other IPS-owned marks are trademarks and/or registered trademarks of IPS Group Inc IPS reserves all rights to the IPS copyright materials contained herein All third-party company names,product names,and trademarks are owned by their respective owners and are used for reference purposes only. CUSTOMER I Scope of Work 239 SCOPE OF WORK: PRODUCTS & SERVICES In ht: ').' 010. 1.1:':- ':::...,-,- 1:. ,,,,;,,,, rit' ' W.11 I 1aV.411111% Alb h Sr" 4 Jam`le r,R 9 411110 , 4imirr f 7" ,.,.,. , .........,,,- r CUSTOMER I Scope of Work 240 ENFORCEMENT MANAGEMENT SYSTEM IPS will provide the hardware and materials listed below.If the CUSTOMER is supplying any of the hardware,it must meet the specifications and requirements provided by IPS. HARDWARE&MATERIAL LIST Mobile Printer: Seiko MP-B3OL Bluetooth printer Handheld Devices:To be purchased by the City Printer Paper: 100 Rolls# Point-of-Sale: City using own cashiering system Other: ENFORCEMENT MANAGEMENT SYSTEM(EMS)&CITATION PROCESSING SERVICES IPS will provide and install our Enforcement Management System (EMS). The system will allow the CUSTOMER to manage every step of the citation lifecycle including citation issuance and processing, adjudication, appeals, hearings, and payment processing. As a secure, cloud-based application, the Enforcement Management System provides real-time access to authorized users from any web-enabled device, 24/7. EMS full reporting suite is included. No local hardware is required. Hardware Requirements:The Enforcement Management System is secured in a private cloud environment;no installation is required.The EMS can be accessed via any web-enabled device. Operating System Software Requirements:An internet browser is the only tool required to access the system.Windows and Apple iOS are typical. Browser Requirements: Any current internet browser will be sufficient to access the EMS. MS Edge, Mozilla Firefox, Google Chrome, and iOS-supported browsers are all compatible, including mobile phone browsers. CITATION ISSUANCE The CUSTOMER will issue citations via the Mobile Enforcement System application.All citation data is transferred to the Enforcement Management System in real time.Citations then enter the processing lifecycle,which is customized to the CUSTOMER's business rules which are outlined below: Intial Citation is$25,if not paid within 2 weeks of the Issue date the citation goes to$50,if the citation is not paid 3 months from the issue date,it becomes$70. ONLINE PAYMENTS IPS will set up the online citation payment portal,accessible from the CUSTOMER website,to allow easy access for violators to review and pay citations.The payment portal will allow the following credit 11 CUSTOMER I Scope of Work 241 cards VISA,MasterCard,and American Express through the IPS PCI Level 1 compliant credit card gateway.The IPS will be responsible for providing the merchant account. If IPS is the merchant of record,funds will be distributed to the CUSTOMER monthly.If the CUSTOMER is the merchant of record,funds will be distributed daily.The CUSTOMER must provide a VAR sheet specific for citation payments. ONLINE APPEALS AND ADJUDICATION MANAGEMENT The online payment portal will also include the ability for violators to review and process an appeal with the CUSTOMER.Administrators will have the ability to complete the adjudication process within the Enforcement Management System. IPS will work with the CUSTOMER to set up all correspondence emails and processes associated with the adjudication process. Appeals will be allowed with a$10 processing fee REGISTERED OWNER RETRIEVAL The Enforcement Management System interfaces with NLETS (the National Law Enforcement Telecommunications Service)and various DMVs to obtain vehicle registration information. If IPS will be utilizing NLETS, the CUSTOMER is responsible for providing IPS with an agency ORI number. IPS will work with CUSTOMER to determine when and how often registered owner information is to be obtained. ORI Number to be obtained from the City DELINQUENT NOTIFICATIONS/LETTERS IPS will be providing the CUSTOMER with delinquent notice processing services.IPS will work with the CUSTOMER to finalize letter templates,verbiage,and scheduling. Notices are printed in color and provide important information to the public regarding the citation details and instructions to submit payment.All notices,letters,and postage are provided by IPS and mailed using first-class mail.All notices and letters are formatted to accommodate custom#10 window envelopes with a printed I address. Intial Citation is$25,if not paid within 2 weeks of the issue date the citation goes to$50,if the citation is not paid 3 months from the issue date,it becomes$70. LEGACY DATA CONVERSION IPS provides conversion of existing and legacy citation data from CUSTOMER's current citation management system.CUSTOMER will provide IPS will specifics on which data needs to be converted to the IPS Enforcement Management System and what rules need to be applied(if any).Once started,the 1111 CUSTOMER I Scope of Work 242 data conversion will take 2-3 weeks to complete.IPS will work with CUSTOMER on appropriate timing to not interfere with current operations and the customer experience. INTEGRATIONS IPS will set up the following integrations within the IPS Ecosystem.These integrations are standard and included at no additional cost. is IPS Digital Permits IPS Text to Pay Additionally,IPS will also configure the following third-party integrations with the Enforcement Management System. Meter Vendors- Flowbird Pay By Phone Vendors-City to move from Parkmobile to IPS Text to Pay City Court I Accounting Management Software IN Collections Agency Boynton Beach currently utilizes CentralSquare for public safety administration and Duncan Solutions for parking citation and permit payments.At present,staff must manually process each transaction in both the Duncan system and the CentralSquare system.The requested integration aims to ensure that any payment made in the IPS system is automatically recorded in CentralSquare.Additionally,reporting between the two systems is currently a manual process and needs to be streamlined into a single, automated workflow. CUSTOMER I Scope of Work 243 PERMIT MANAGEMENT SYSTEM IPS will provide the CUSTOMER with a complete Permit Management Solution via a web-based system available 24/7.The Permit Management Solution will include both a public-facing customer portal as well as an administrative management portal.The CUSTOMER will be responsible for completing a permit system setup document along with providing basic contact information,users,and logos/graphics for the public portal. 1. Permit types are as follows: Beach parking permits:$50 for senior residents(65+),$65 for residents,and$200 for non-residents Boat parking permits:$200 for Florida residents and$350 for non-Florida residents ONLINE PAYMENTS IPS will setup the online permit portal and it will be configured to accept payments for all first-time and ongoing permit holders.The payment portal will allow for the following credit cards:VISA,MasterCard, and American Express through the IPS PCI Level 1 compliant credit card gateway. IPS will be responsible for providing the merchant account. If IPS is the merchant of record,funds will be distributed to the CUSTOMER monthly. If the CUSTOMER is the merchant of record,funds will be distributed daily.The CUSTOMER must provide a VAR sheet specific for permit payments. LEGACY DATA CONVERSION IPS will provide conversion of existing and legacy permit data from CUSTOMER's current permit management system. CUSTOMER will provide IPS with specifics on which data needs to be converted to the IPS Permit Management System and what rules need to be applied(if any).Once started,the data conversion will take 2-3 weeks to complete.IPS will work with CUSTOMER on appropriate timing to not interfere with current operations and the customer experience. INTEGRATIONS IPS will set up the following integrations within the IPS Ecosystem.These integrations are standard and included at no additional costs. IPS Enforcement Mangement System IPS Data Aggregator Additionally,IPS will configure the following third-party integrations with the Permit Management System. Accounting Management Software IIICUSTOMER I Scope of Work 244 TEXT-TO-PAY IPS will provide a text-to-pay service for those customers who want the convenience of a"No-App"account- less solution. IPS will enhance the customer payment experience with TEXT-TO-PAY—the latest contactless payment option from the IPS fully integrated digital payments platform.Motorists pay via text or scanning a QR code with no need for an app.Parking policies,rate structures,live alerts,reporting,data analytics,and service management are available through the IPS Data Management System. FEATURES INCLUDED Number of zones:2 On-street or off-street:Off Street Versatile Payment Options:Accepts major credit/debit cards such as American Express®, Discover®,MasterCard®,and Visa®. Effortless Transactions:Customers text a zone number or scan a QR code,input their license plate or space number,select the desired time,and make payment—no app needed. Remote Extensions:Real-time notifications are sent before expiration,offering the convenience of extending parking remotely from a smartphone. Light Infrastructure:Easy setup,including signs and/or decals to convey instructions. Personalized Management:Text and/or emailed receipts and expiration alerts. Flexible Deployment:Works with or without parking meters,alongside mobile payment apps,or as a standalone solution,making it adaptable for diverse parking scenarios. MULTI-SPACE PAY STATION IPS will furnish and install the following multi-space pay station equipment for the City of Boynton Beach The Pay Stations will be configured based on the rate structure provided by the City.Additional rate structures or feature requests beyond what is listed may result in a delay in the go-live plan. FEATURES INCLUDED Model:MSX Power Source:Solar Mode:Pay-by-Plate Payments Accepted:Credit/debit cards,"touchless"options including pay-by-cell integration,smart payments(e.g.,Apple PayTm and Google Pay'"'). On-street/off-street:Off Street Additional Features: Integrations: RATE STRUCTURE Parking rates:$2.50 per hour.(7 am-9 pm)7 Days per week INSTALLATION SERVICES IPSwill provide on-site installation of all hardware.The CUSTOMER will be responsible for providing adequate storage and working space before the installation. Additionally,the CUSTOMER will be responsible for adequate site prep at each install location once finalized by IPS and CUSTOMER.The site prep includes a 2' a. x 2'concrete pad and 110V NC Power(if applicable).All Pay Stations will be firmly affixed to the concrete via standard concrete anchors. CUSTOMER I Scope of Work 245 DATA MANAGEMENT SYSTEM (DMS) With all meter implementations IPS will provide the CUSTOMER with access to the Data Management System to allow for the management of IPS Single-Space Meters and Multi-Space Meters as well as Park Smarter.The Data Management System(DMS)is a real-time,web-based application and is available 24/7 to authorized users. No local hardware is required. TECHNICAL FEATURES Secure private cloud Real-time updates and live alerts Customizable routes to maximize efficiency Seamless integration with all IPS meters and sensors Ability to monitor meter health remotely Flexibility to use as much,or as little data as you choose Analytics view options to turn data into usable charts User profiles to control access Compatibility with Android OS and Apple iOS OPERATIONAL REQUIREMENTS Hardware Requirements: IPS provides hosted DMS; no local hardware required. Network Requirements: High-speed internet connection recommended (such as cable or DSL access). Operating System Software Requirements:An intemet browser is the only tool required to access the system.Windows and Apple iOS are typical. Browser Requirements: Any current internet browser will be sufficient.MS Edge,Mozilla Firefox, Google Chrome,and iOS-supported browsers are all compatible,including mobile phone browsers. 10 CUSTOMER I Scope of Work 246 THIRD-PARTY SYSTEM INTEGRATION MANAGEMENT At no additional cost, IPS will provide our Parking Management System Aggregator.This tool can be used as the policy engine to manage multiple vendors and consolidate reporting on trends,productivity, and performance.The Parking Management System Aggregator connects all IPS Solutions with modules,data intelligence,and an enhanced user interface design that improves the management of parking networks anywhere,at any time. JS PARKING MANAGEMENT SYSTEM AGGREGATOR LIVWt A,...y otMcr "crone C.,connect,MI sow weaves of 5nW Pent,dotf n•cfn0M.imp,*go.,..AA 04b III 1:1 SKID 515 1P5 rent A01 IPS tort AW IPS fnlo,as„1MV M 19 III III nIIIPSPMnpMMMAR Orsi+Me III III 11111 blee Oe ObStYMrrPMIwO MY,.Yt1w10Pf Piu,1P00 Mw9cf CUSTOMER I Scope of Work 247 CLIENT SUPPORT IPS understands that ongoing support is a critical element of any successful project and the basis of a long-term partnership. IPS is uniquely positioned to provide support services that will translate into the most responsive and comprehensive service offering available.The CUSTOMER's designated Client Success Team will include a Client Support Manager who understands all the intricacies of your project.The CUSTOMER will receive all the following support: 24/7 Telephone Help Desk&Ongoing Support:Client service resources with in-depth system knowledge around the clock to ensure you get what you need,fast.Our team of experts is available via a telephone-based help desk during normal business hours from 8 a.m.to 5 p.m. Pacific Time,Monday through Friday.IPS will also provide after-hours/emergency technical support to maintain constant coverage. Upon execution of the contract, IPS will provide contact information for all IPS senior staff. IPS Client Services can be reached toll-free at(858)568-7648,or at customersupport@ipsgroupinc.com for non-emergencies. Online Support and RMA Process(Meters):Online assistance and RMA management from one easy-to-use portal.The Data Management System(DMS)can be used to submit and track help tickets.(https://sso.ipsmetersystems.com). In the rare event that the meter cannot be repaired by your technician,the equipment will need to be returned to our RMA Department, and updates can be monitored online,at any time. For equipment under warranty,IPS will pay the shipping costs to return the equipment to IPS'location and the cost to ship it back to the CUSTOMER. If the equipment is not under warranty,the CUSTOMER will have to pay to ship the equipment(both ways). Live Chat Capabilities(Enforcement):The Enforcement Management System features Live Chat in addition to service by phone. User Manuals and Training Materials:The DMS and EMS provide online help tools including product manuals, FAQs,"how-to"training videos,and more.These tools are accessible online for authorized CUSTOMER users. Technical Resources:As both the designer and manufacturer of its smart parking technology, IPS will designate technical resources including a team of hardware/software engineers, database administrators,and web/data-integration engineers for additional support. Personalized Follow-Up Meetings: Once implementation is complete,a conference call between the CUSTOMER and the IPS Project Team will be held to discuss the wrap-up of the implementation and ensure all project criteria have been met and accepted by the CUSTOMER. IPS Account Managers will host periodic check-in meetings can to discuss progress or additional concerns as needed. IICUSTOMER I Scope of Work 248 TRAINING IPS will provide all necessary training(both onsite and remote)as required including additional and customized sessions before and after deployment.Additionally, IPS will provide multiple trainers if necessary. Most IPS training sessions are a combination of onsite classroom training and hands-on use of technology.Manuals are provided for reference material.As new features are deployed,additional training sessions will be established at mutually agreeable times to provide updates and refresher training.The following pages include IPS'standard training subjects that are included for the CUSTOMER's training. ENFORCEMENT AND PERMITTING TRAINING TRAINING SUBJECT: ENFORCEMENT Element Description Subject Matter Training will demonstrate meter flexibility and configuration options that can be used to make enforcement as easy as possible. Primary Audience Enforcement Staff/Supervisors, Adjudication Staff Training Hours per Student 1-2 hours per session Students Eligible to Train 8-10 per session,no limit to number of total students Proposed Schedule Post-installation Location of Training Enforcement staff offices or location TBD by CUSTOMER Training Provided By IPS Field Service Technician TRAINING SUBJECT: ENFORCEMENT MANAGEMENT SYSTEM (EMS) Element Description Subject Matter To introduce Agency staff to the Enforcement Management System(EMS)used to track the entire lifecycle of parking citations.Training includes reviewing citation data,adjudication, payment,RMV communications,and reporting.Training includes an overview of the various system functions related to citation changes and updates.Session also includes FAQs and Q&A sessions. Primary Audience Office staff responsible for public inquiries and any Agency employee needing access to citation information. Training Hours/Student 1-2 hours per session Students Eligible to Train No limit to the number of total students Proposed Schedule Before and during the installation Location of Training Agency determined location TBD by CUSTOMER Training Provided By IPS System Support Specialist/Local Field Service Technician 1111 CUSTOMER I Scope of Work 249 TRAINING SUBJECT: HANDHELD HARDWARE/MOBILE ENFORCEMENT SYSTEM (MES) Element Description Subject Matter To introduce enforcement officers to handheld hardware and software use.Training includes basic handheld use and operating features related to issuing a citation,taking photos of vehicles in violation,use of the chalking feature,and use of Meter Guided Enforcement. First-line troubleshooting and basic repair are also included.Session also includes FAQs and Q&A sessions. Primary Audience Officer staff responsible for issuing citation Training Hours/Student 1-2 hours per session Students Eligible to Train No limit to the number of total students Proposed Schedule Before and during the installation Location of Training Agency determined location TBD by CUSTOMER Training Provided By IPS Group System Support Specialist/Local Field Service Technician IIICUSTOMER I Scope of Work 250 IMPLEMENTATION TIMELINE The target timeline listed below is relative to the Notice to Proceed("NTP")that the City will give to IPS upon receipt of a fully executed contract.Many of these activities happen in parallel.Below is a standard installation/implementation timeline. TASK Phase I:Contract&Negotiations Timeline Notes Develop&Finalize Scope In Progress Final documents,legal review,approvals& signature 5-10 Days from NTP Execute Contract 3-5 Days from Submission' Pending byysuccessfulbootth partiestreview pes. Order Processed 5-10 Days from Contract Execution PHASE II:Project Initiation Timeline Notes Project Kick-Off Call 10-15 Days ARO Bi-weekly Project Call Set Up Order Review and Confirmation Key Points-of-Contacts Hardware Orders Submitted 10-15 Days ARO Multi-Space PayStations Fixed&Mobile LPR PHASE Ill:Configuration Timeline Notes Establish Implementation Schedule 15-30 Days EMS/PTMS Account& User Setup 15-30 Days DMS Account&User Setup 15-30 Days Citation Paper Template Setup&Approval 15-30 Days Merchant Account Setup Citation Payments Permit Payments 30-45 Days PayStation/ParkSmarter Payments Review Customer Provided Violations and 30-45 Days Escalation Rate Configurations Review Customer Provided Permit 30-45 DaysConfigurations Review Customer Provided Meter Rate 30-45 Days ConfigurationsIntegrationReview 45-60 Days Integration Configuration 60-90 Days Transaction &Integration Testing 60-90 Days Printer&Paper Delivery 60-90 Days LPR Hardware Delivery 60-90 Days Multi-Space PayStation Delivery 60-90 Days 110 CUSTOMER Scope of Work 251 PHASE IV:Installation Timeline Notes Fixed&Mobile LPR 90-120 Days Exact install dates and timing to be coordinated with the city Multi-Space PayStation Installation 90-120 Days Exact install dates and timing to be coordinated with the city PHASE V:Training Timeline Notes Enforcement Management System 60-90 Days&Ongoing Permit Management System 60-90 Days&Ongoing DMS, ParkSmarter, and Meter Hardware 60-90 Days&Ongoing LPR Systems 60-90 Days&Ongoing PHASE VI:System Go-Live 90-120 Days ARO ElCUSTOMER I Scope of Work 252 City of Boynton Contract # 25-048PB EXHIBIT "B" MASTER AGREEMENT BETWEEN COMMONWEALTH OF PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION AND IPS GROUP, INC. CONTRACT NUMBER CW18653) Piggyback Contract—IPS Group,Inc 10 253 Pennsylvania State System of Higher Education (PASSHE) Contract # CW18653 for Parking Management Solutions with IPS Group, Inc. Effective: July 12, 2023 254 The following documents comprise the executed contract between the PASSHE, and IPS Group, Inc. effective July 12, 2023: I.Executed Agreement a. Data Security Addendum II. Supplier's Response to the RFP, incorporated by reference 255 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE-BB-3 3 REV MARCH 2023 COMMONWEALTH OF PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION CONTRACT FOR PARKING MANAGEMENT SOLUTIONS WITH IPS GROUP, INC. Page 1 of 30 256 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-13B-3.3 REV:MARCH 2023 TABLE OF CONTENTS 1. TERM OF CONTRACT 3 2. DEFINITIONS 4 3. CONTRACTOR DUTIES 4 4. PURCHASE ORDERS 5 5. COST 6 6. ORDER OF PRECEDENCE 6 7. DELIVERY 7 8. INSPECTION AND REJECTION 7 9. CHANGES 8 10. OTHER CONTRACTORS 8 11. ASSIGNABILITY AND SUBCONTRACTING 8 12. COMPENSATION/INVOICES 9 13. PAYMENT 9 14. TAXES 10 15. INSURANCE 10 16. CONTRACTOR REPRESENTATIONS,WARRANTIES AND COVENANTS 11 17. OWNERSHIP RIGHTS 12 18. ASSIGNMENT OF ANTITRUST CLAIMS 12 19. LIMITATION OF STATE SYSTEM LIABILITY 12 20. HOLD HARMLESS 12 21. COMPLIANCE WITH LAW 13 22. DEFAULT 14 23. TERMINATION 15 24. CONTRACT CONTROVERSIES 16 25. FORCE MAJEURE 16 26. USE OF CONFIDENTIAL INFORMATION 17 27. NONDISCRIMINATION 20 28. SEXUAL HARASSMENT 20 29. BACKGROUND CHECKS FOR SECURE OR SENSITIVE AREAS 20 30. BACKGROUND CHECKS FOR MINORS 21 31. MANDATORY REPORTING REQUIREMENTS 21 32. CONTRACTOR RESPONSIBILITY 22 33. CONTRACTOR INTEGRITY 23 34. COMMONWEALTH EMPLOYEE ETHICS 26 35. AUDIT 26 36. RIGHT OF OFFSET 27 37. RIGHT TO KNOW LAW 27 38. APPLICABLE LAW 28 39. MISCELLANEOUS 28 Exhibits: Exhibit A-Data Security Addendum Exhibit B - Contractor's Technical Proposal Exhibit C-Contractor's Cost Proposal Exhibit D -Travel Expenditures for Contractors Page 2 of 30 257 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-BB-3 3 REV MARCH 2023 COMMONWEALTH OF PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION CONTRACT FOR Parking Management Solutions THIS AGREEMENT, made and entered into between Pennsylvania's State System of Higher Education, 2300 Vartan Way, Suite 207, Harrisburg, PA 17110, an agency of the Commonwealth of Pennsylvania (hereinafter"PASSHE" or the "State System"), and IPS Group, Inc., at 7737 Kenamar Court, San Diego, CA 92121, acting through its proper officials, hereinafter referred to as "Contractor") (Federal I.D. #23-3028164). Both the State System and Contractor, when used together, are hereinafter referred to as"Parties." The State System is an instrumentality of the Commonwealth of Pennsylvania,established by and existing pursuant to Article XX-A of the Public School Code of 1949, as amended, 24 P.S. § 20-2001-A, et semc., and is authorized thereby to enter into this Contract. The State System desires to obtain a Parking Management Solution from the Contractor. The State System has partnered separately with OMNIA Partners to make this Contract available to the State System universities and other public agencies nationally, including state and local governmental entities, public and private primary, secondary, and higher education entities, non-profit entities, and agencies for the public benefit (Public Agencies), through OMNIA Partner's cooperative purchasing program. NOW THEREFORE, for and in consideration of the foregoing and the mutual promises hereinafter expressed and intending to be legally bound hereby, the Parties agree as follows: 1. TERM OF CONTRACT. a.The term of this Contract shall commence on the Effective Date (as defined below) and shall end thirty-six (36) months after the Effective Date, (the "Expiration Date"), subject to the other provisions of this Contract. b.The Effective Date shall be: a) the date this Contract has been fully executed by the Contractor and by the State System and all approvals required by the State System contracting procedures have been obtained; or b) the date referenced in this Contract, whichever is later. c.The Contracting Officer shall issue a written Notice to Proceed to the Contractor directing the Contractor to start performance on a date which is on or after the Effective Date. The Contractor shall not start the performance of any work prior to the date set forth in the Notice to Proceed and the State System shall not be liable to pay the Contractor for any service or work performed or expenses incurred before the date set forth in the Notice to Proceed. No State System employee has the authority to verbally direct the commencement of any work under this Contract. Page 3 of 30 258 LDocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE.SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE- BB-3 3 REV MARCH 2023 d. The State System reserves the right, upon notice to the Contractor, to extend the term of this Contract for up to three(3)months upon the same terms and conditions.This will be utilized to prevent a lapse in Contract coverage and only for the time necessary to enter into a new contract.e. This Contract may be renewed for an additional two (2) years in any combination designated by the State System. Any renewal would be by mutual written consent of both parties prior to the Expiration Date of the initial term. The potential contract period, including any renewals, may not exceed a period of five (5) years.2. DEFINITIONS. As used in this Contract, these words shall have the following meanings:a. Contracting Officer: The person authorized to administer this Contract for the State System and to make written determinations with respect to this Contract.b. Days: Unless specifically indicated otherwise, days mean calendar days.c. Developed Works or Developed Materials: All documents, sketches, drawings, designs,works, papers, files, reports, computer programs, computer documentation, data, records, software,samples or any other tangible material without limitation authored or prepared by Contractor as the work product covered in the scope of work for the Project.d. Services: All Contractor activity necessary to satisfy this Contract.3. CONTRACTOR DUTIES. The Contractor, subject to the terms and conditions set forth below, shall provide a Parking Management Solution (Equipment and Services) and shall perform the following specified duties on an as-needed basis.a. Scope. The Contractor will provide its IPS Enforcement Management System (EMS),including Parking Pay Stations, License Recognition Plates, and Permit Management Services as requested by a State System University or Participating Public Agency.b. Cooperative Contract. The State System has partnered with OMNIA Partners to make this Contract available to other public agencies nationally,including state and local governmental entities,public and private primary, secondary, and higher education entities, non-profit entities, and agencies for the public benefit (Public Agencies), through OMNIA Partner's cooperative purchasing program. The State System is acting as the lead contracting agency for any other Public Agency that elects to utilize this Contract. Use of this Contract by any Public Agency is preceded by a registration with OMNIA Partners a Participating Public Agency).c. Technical Requirements. The Parking Management Solution shall include the following requirements, as described in greater detail in the Contractor's Technical Proposal, Exhibit B.1. Parking Management Solutions, Parking Pay Stations 2. GEOfencing Technology 3. License Plate Recognition Technology 4. NCIC and CLEAN Reporting 5. Citation Processing Management and Support Services 6. Permit Management system 7. Integration 8. Purging and Archiving 9. Warning Letters 10. Data Storage 11. Reporting Page 4 of 30 259 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE-BB-3 3 REV MARCH 2023 d. Deliverables. 1. Cloud-based Integrated Parking Access Revenue Control Systems (PARCS) 2. Real-Time Dynamic Space and Vehicle Counting System 3. Parking Guidance Signs (PGS) 4. RFID Readers/Gate Operations 5. Single Sign-On Capabilities 6. Wayfinding/Brand and Preferred Optional Integrated Services, including: i. Parking Pay Stations/Meters ii. Mobile Payment iii. Citation/Permit Management Software iv. Enforcement Handhelds v. Collection Services vi. Mobile/Handheld License Plate Recognition Technology 4. PURCHASE ORDERS. a.This Contract has been established based on RFP # D00528712455 for a Parking Management Solution and contains established prices, but does not provide a guarantee of work being awarded under this Contract. A State System University or Public Agency may issue Purchase Orders against this contract when it seeks to have the Contractor provide the Services under this Contract. These orders constitute the Contractor's authority to make delivery. All Purchase Orders received by the Contractor up to and including the Expiration Date of this Contract are acceptable and must be performed in accordance with this Contract. Contractors are not permitted to accept Purchase Orders that require performance extended beyond those performance time periods specified in this Contract unless specifically authorized by the Contracting Officer, but in any event, no longer than ninety (90) days after the Expiration Date of this Contract period. Each Purchase Order will be deemed to incorporate the terms and conditions set forth in this Contract. b.This Contract does not constitute a commitment to purchase the Services by the State System or any Public Agency. Any purchases made under this Contract shall be made directly be a State System University or Public Agency. The Contract shall make available, at a minimum, the Services as described in greater detail herein pursuant to the terms and conditions set forth in this Contract. c.Purchase Orders may be issued electronically through the State System's procurement platform, Ariba SourcePoint, or through a Public Agency. Receipt of the electronic transmission of the Purchase Order shall constitute receipt of an order. Purchase Orders received by the Contractor after 4:00 p.m. will be considered received the following business day. d. Upon receipt of a Purchase Order, the Contractor shall promptly and properly transmit an acknowledgement in return. Any Purchase Order issued electronically shall not give rise to any obligation to deliver on the part of the Contractor, or any obligation to receive and pay for delivered products on the part of the State System University,unless and until the State System University transmitting the Purchase Order has properly received an acknowledgement. Page 5 of 30 260 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHF-BB-3.3 REV MARCH 2023 e.The parties agree that no writing shall be required in order to make the Purchase Order legally binding,notwithstanding contrary requirements in any law. The parties hereby agree not to contest the validity or enforceability of a genuine Purchase Order or acknowledgement issued electronically under the provisions of a statute of frauds or any other applicable law relating to whether certain agreements be in writing and signed by the party bound thereby.Any genuine Purchase Order or acknowledgement issued electronically, if introduced as evidence on paper in any judicial or administrative proceedings, will be admissible as between the parties to the same extent and under the same conditions as other business records originated and maintained in documentary form. Neither party shall contest the admissibility of copies of genuine Purchase Orders or acknowledgements under either the business records exception to the hearsay rule or the best evidence rule on the basis that the order or acknowledgement was not in writing or signed by the parties. A Purchase Order or acknowledgment shall be deemed to be genuine for all purposes if it is transmitted to the location designated for such documents. Each party will immediately take steps to verify any document that appears to be obviously garbled in transmission or improperly formatted to include re-transmission of any such document if necessary. 5. COST. a.The Contractor shall provide the services and/or materials per the pricing structure outlined in Exhibit C, Contractor's Cost Proposal, based on the scope of the services being requested by a University or Public Agency, and shall be reflected in the Purchase Order. b. The State System and its Universities qualify for governmental discounts and educational discounts. Unit prices shall reflect these discounts. Contractor warrants that the terms, conditions and price(s) for the goods or services sold to the Universities hereunder are not less favorable to the Universities than those extended to any other comparable agencies, institutions, universities, teaching hospitals, colleges, or community colleges ("similar parties") for the same or similar goods or services in similar quantities or scope of work. In the event Contractor reduces its prices or provides more favorable terms and conditions to the public or to similar parties for such goods or services during the term of this Contract, Contractor agrees to reduce the price(s) charged under this Contract effective as of the date of such price reduction and offer the more favorable terms and conditions as of the date of such offer. For purposes of determining whether a prompt-payment discount, if applicable, may be taken by the Universities or Public Agency, the starting date of such period shall be the later date of the properly executed invoice or the date of completion of services or delivery of product. Contractor warrants that prices on this Contract shall be complete, and no additional charges of any type shall be added without the State System's express written consent. Such additional charges include, but are not limited to shipping, packaging, labeling, custom duties, taxes, storage, insurance, boxing and crating. c.The State System reserves the right to purchase goods and services covered under this Contract through a separate procurement procedure, whenever the State System deems it to be in its best interest. 6. ORDER OF PRECEDENCE. In the event of any conflict or purported conflict as between any document or exhibit in this Contract, the order of precedence shall be defined as follows, ordered from first preference to last. a.Contract# CW18653 (this document). b.Exhibit A, Data Security Addendum. c.Exhibit B, Contractor's Technical Proposal. d.Exhibit C, Contractor's Cost Proposal. Page 6 of 30 261 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-BB-3.3 REV:MARCH 2023 7. DELIVERY. a.COMPLIANCE WITH DELIVERY SCHEDULE: Unless otherwise stated in this Contract, delivery must be made within thirty (30) days after the Effective Date. Following the Effective Date of this Contract, if it is found the goods or services cannot be delivered within the time specified in this Contract, the Contractor must provide written notice thereof immediately to the State System University or Public Agency, including the reason(s) for the delay along with the anticipated date of delivery.Any notice to the ate System University or Public Agency as to possible delay shall not constitute a waiver of the ate System University or Public Agency rights under this Contract, nor shall such actions affect the responsibility of the Contractor to deliver goods or perform services in accordance with the delivery schedule prescribed by this Contract. b.SUPPLIES DELIVERY: All item(s) shall be delivered duty paid (DDP) to the location specified. The Contractor agrees to bear the risk of loss, injury, or destruction of the item(s) ordered prior to receipt of the items by the ate System University or Public Agency. Such loss, injury, or destruction shall not release the Contractor from any contractual obligations. c.DELIVERY OF SERVICES: The Contractor shall proceed with all due diligence in the performance of the services with qualified personnel and in accordance with any completion criteria set forth in this Contract. 8. INSPECTION AND REJECTION. a.The State System reserves the right to require any and all Contractors to: (i) provide certified data from laboratory testing performed by the Contractor, or performed by an independent laboratory, as specified by the State System University or Public Agency; (ii) supply published manufacturer product documentation; (iii) permit a State System University or Public Agency representative to witness testing at the Contractor's location or at an independent laboratory; (iv)complete a survey/questionnaire relating to the bid requirements and specifications; (v) provide customer references; and (vi) provide a product demonstration at a location near the State System University or Public Agency. b. No item(s) or services received by the State System shall be deemed accepted until the State System University or Public Agency has had a reasonable opportunity to make an inspection. Any item(s) that is discovered to be defective or fail(s) to conform to the specifications may be rejected upon initial inspection or at any later time if the defects contained in the item(s) or the noncompliance with the specifications were not reasonably ascertainable upon the initial inspection. The decision of the Contracting Officer shall be final. It shall thereupon become the duty of the Contractor to remove rejected item(s) from the premises without expense to the State System University or Public Agency within fifteen 15) days after notification. Rejected item(s) left longer than fifteen (15) days will be regarded as abandoned, and the State System University or Public Agency shall have the right to dispose of them as its own property and shall retain that portion of the proceeds of any sale that represents the State System University's or Public Agency's costs and expenses in regard to the storage and sale of the item(s). Upon notice of rejection, the Contractor shall immediately render service(s) or replace all such rejected item(s) provided with others conforming to the specifications and that are not defective. If the Contractor fails, neglects or refuses to do so, the State System University or Public Agency shall then have the right to procure a corresponding quantity of such item(s) or service(s) and deduct from any monies due or that Page 7 of 30 262 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE--BB3.3 REV MARCH 2023 may thereafter become due to the Contractor the difference between the price stated in this Contract and the cost thereof to the State System University or Public Agency. c.The State System shall have the right to not regard any rejected material as abandoned and to demand that the Contractor remove the rejected material from the premises within thirty (30) days of notification. The Contractor shall be responsible for removal of the rejected material as well as proper clean-up.If the Contractor fails or refuses to remove the rejected material as demanded by the State System University or Public Agency, the State System University or Public Agency may seek payment from, or set-off from any payments due to the Contractor under this or any other Contract with the Commonwealth of Pennsylvania, the costs of removal and clean-up. This is in addition to all other rights to recover costs incurred by the State System University or Public Agency. 9. CHANGES. The State System reserves the right to make changes at any time during the term of this Contract or any renewals or extensions thereof: 1)to increase or decrease the quantities resulting from variations between any estimated quantities in this Contract and actual quantities necessary to meet the requirements of the University or Public Agency; 2) to make non-material changes to the services within the scope of this Contract to meet the needs of the University or Public Agency except in no event shall the cost of any goods or services ordered exceed any stated not to exceed amount for this Contract; 3) to notify the Contractor that the University or Public Agency is exercising any Contract renewal or extension option; or 4)to modify the time of performance that does not alter the scope of this Contract to extend the completion date beyond the Expiration Date of this Contract or any renewals or extensions thereof. Any such change shall be made by the Contracting Officer by notifying the Contractor in writing. The change shall be effective as of the date of the notification of the change,unless the notification of change specifies a later effective date. Such increases,decreases,changes,or modifications will not invalidate this Contract, nor, if performance security is being furnished in conjunction with this Contract, release the security obligation. Any dispute by the Contractor in regard to the performance required by any notification of change shall be handled through the section entitled CONTRACT CONTROVERSIES. 10. OTHER CONTRACTORS. The State System may undertake or award other contracts for additional or related work, and the Contractor shall fully cooperate with other contractors and University or Public Agency employees, and coordinate its work with such additional work as may be required. The Contractor shall not commit or permit any act that will interfere with the performance of work by any other contractor or by University or Public Agency employees. The requirements set forth in this section shall be included in the contracts of all contractors with which this Contractor will be required to cooperate. The University or Public Agency shall equitably enforce this section as to all contractors to prevent the imposition of unreasonable burdens on any contractor. 11. ASSIGNABILITY AND SUBCONTRACTING. a.Subject to the terms and conditions of this section, this Contract shall be binding upon the parties and their respective successors and assigns. b. The Contractor shall not subcontract with any person or entity to perform all or any part of the work to be performed under this Contract without the prior written consent of the Contracting Officer, which consent may be withheld at the sole and absolute discretion of the Contracting Officer. c.The Contractor may not assign, in whole or in part, this Contract or its rights, duties, obligations, or responsibilities hereunder without the prior written consent of the Contracting Officer, which consent may be withheld at the sole and absolute discretion of the Contracting Officer. Page 8 of 30 263 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-BB-3 3 REV:MARCH 2023 d. Notwithstanding the foregoing, the Contractor may,without the consent of the Contracting Officer, assign its rights to payment to be received under this Contract, provided that the Contractor provides written notice of such assignment to the Contracting Officer together with a written acknowledgement from the assignee that any such payments are subject to all of the terms and conditions of this Contract. e.For the purposes of this Contract, the term "assign" shall include, but shall not be limited to,the sale,gift,assignment,pledge,or other transfer of any ownership interest in the Contractor provided, however, that the term shall not apply to the sale or other transfer of stock of a publicly traded company. f.Any assignment consented to by the Contracting Officer shall be evidenced by a written assignment agreement executed by the Contractor and its assignee in which the assignee agrees to be legally bound by all of the terms and conditions of this Contract and to assume the duties,obligations, and responsibilities being assigned. g. A change of name by the Contractor, following which the Contractor's federal tax identification number remains unchanged, shall not be considered to be an assignment hereunder. The Contractor shall give the Contracting Officer written notice of any such change of name. 12. COMPENSATION/INVOICES. a.The Contractor shall be required to perform at the price(s)quoted in this Contract.All items shall be performed within the time period(s) specified in the Contract. The Contractor shall be compensated only for items supplied and performed to the satisfaction of the University or Public Agency. The Contractor shall not be allowed or paid travel or per diem expenses except as specifically set forth in this Contract. b. The Contractor shall send an itemized invoice to the address referenced on this Contract promptly after items are satisfactorily delivered. The invoice should include only amounts due under this Contract. This Contract number must be included on all invoices. In addition, the University or Public Agency shall have the right to require the Contractor to prepare and submit a "Work In Progress" sheet that contains, at a minimum, the tasks performed, number of hours, hourly rates, and the purchase order or task order to which it refers. c.Contractor may not impose a surcharge or demurrage for any reason, unless authorized by the State System or Public Agency in writing. Surcharges/demurrage charges not approved in writing shall not be paid if invoiced, and the University or Public Agency shall not be liable for or penalized in any way for lack of payment. d.Each invoice shall be itemized with detail deemed adequate by the University or Public Agency or it will be returned as improper and the time for processing a payment will be suspended until the University or Public Agency receives a correct invoice. In no instance shall any payment be made for services to the Contractor that are not in accordance with the prices on the Purchase Order, this Contract, updated price lists or any discounts negotiated by the University or the Public Agency. e.The University or Public Agency shall have the right to require the Contractor to prepare and submit a"Work In Progress"sheet that contains,at a minimum,the tasks performed,number of hours, hourly rate, and the Purchase Order to which it refers. 13. PAYMENT. a.The Universities shall put forth reasonable efforts to make payment by the required payment date. The required payment date is: (a)the date on which payment is due under the terms of this Page 9 of 30 264 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE,SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE-BB-3 3 REV.MARCH 2023 Contract; (b) thirty (30) days after a proper invoice actually is received at the "Bill To" address if a date on which payment is due is not specified in this Contract (a "proper" invoice is not received until the University or Public Agency accepts the service as satisfactorily performed); or (c) the payment date specified on the invoice if later than the dates established by (a) and (b) above. Payment may be delayed if the payment amount on an invoice is not based upon the price(s) as stated in this Contract. If any payment is not made within fifteen (15) days after the required payment date, the University or Public Agency may pay interest as determined by the Secretary of Budget in accordance with Act No. 266 of 1982 and regulations promulgated pursuant thereto. Payment should not be construed by the Contractor as acceptance of the service performed by the Contractor. The University or Public Agency reserves the right to conduct further testing and inspection after payment, but within a reasonable time after performance, and to reject the service if such post-payment testing or inspection discloses a defect or a failure to meet specifications. b.The Universities shall have the option of using the University or Public Agency purchasing card to make purchases under this Contract or a Purchase Order. The University's or Public Agency's purchasing card is similar to a credit card in that there will be a small fee that the Contractor will be required to pay and the Contractor will receive payment directly from the card issuer rather than the University or Public Agency. Any and all fees related to this type of payment are the responsibility of the Contractor. In no case will the State System allow increases in prices to offset credit card fees paid by the Contractor or any other charges incurred by the Contractor, unless specifically stated in the terms of this Contract or a Purchase Order. c.The Universities may make contract payments through Automated Clearing House(ACH). Within 10 days of award of this Contract or a Purchase Order, the Contractor must submit or must have already submitted their ACH information to the University. The Contractor must submit a unique invoice number with each invoice submitted. The unique invoice number will be listed on the University's ACH remittance advice to enable the Contractor to properly apply the University's payment to the invoice submitted. It is the responsibility of the Contractor to ensure that the ACH information provided to the University is accurate and complete. Failure to maintain accurate and complete information may result in delays in payments. 14. TAXES. The State System is exempt from all excise taxes imposed by the Internal Revenue Service and has accordingly registered with the Internal Revenue Service to make tax free purchases under Registration No. 23740001-K. With the exception of purchases of the following items, no exemption certificates are required and none will be issued: undyed diesel fuel, tires, trucks, gas guzzler emergency vehicles and sports fishing equipment. The State System is also exempt from Pennsylvania state sales tax, local sales tax, public transportation assistance taxes and fees and vehicle rental tax. The Department of Revenue regulations provide that exemption certificates are not required for sales made to governmental entities and none will be issued. Nothing in this section is meant to exempt a construction contractor from the payment of any of these taxes or fees that are required to be paid with respect to the purchase, use, rental,or lease of tangible personal property or taxable services used or transferred in connection with the performance of a construction contract. 15. INSURANCE. Unless otherwise agreed to in writing by the parties, Contractor shall procure and maintain during the term of this Contract, at its own expense, the following insurance coverage: a.Worker's compensation insurance as required by Pennsylvania law for all employees engaged in work. Page 10 of 30 265 DocuSign Envelope ID:FB46BF1C-23E9-4SFF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHF BB-3.3 REV MARCH 2023 b. Commercial general liability insurance including coverage against any claims(s)that might occur in carryout out this Contract. Minimum coverage shall be one million dollars ($1,000,000) liability for bodily injury and property damage including products liability and completed operations. c.Automobile liability insurance for all owned, non-owned and hired vehicles that are used in carrying out this Contract. Minimum coverage shall be one million dollars($1,000,000)per occurrence combined single limit for bodily injury and property damages per accident. d.The State System reserves the right to require higher or lower limits where warranted. e.Upon request by the State System, the Contractor is required to provide a Certificate of Insurance from a company licensed to do business in the Commonwealth of Pennsylvania, with a minimum AM Best rating of A-, and signed by an authorized agent. A minimum 60-day cancellation notice is desired. 16. CONTRACTOR REPRESENTATIONS,WARRANTIES AND COVENANTS. a.WARRANTY: The Contractor warrants that all items furnished and all services performed by the Contractor, its agents and subcontractors shall be free and clear of any defects in workmanship or materials and comply with all applicable safety requirements under applicable law, including OSHA Standards. Unless otherwise stated in this Contract, all items are warranted for a period of one year following delivery by the Contractor and acceptance by the University or Public Agency. The equipment manufacturer's standard warranty shall apply as a minimum and must be honored by the Contractor. The Contractor shall repair, replace or otherwise correct any problem with the delivered item. When an item is replaced, it shall be replaced with an item of equivalent or superior quality without any additional cost to the University or Public Agency. b.PATENT, COPYRIGHT AND TRADEMARK INDEMNITY: The Contractor warrants that it is the sole owner or author of, or has entered into a suitable legal agreement concerning either: a) the design of any product or process provided or used in the performance of this Contract that is covered by a patent, copyright, or trademark registration or other right duly authorized by state or federal law or b) any copyrighted matter in any report document or other material provided to the State System under this Contract. The Contractor shall defend any suit or proceeding brought against the State System on account of any alleged patent, copyright or trademark infringement in the United States of any of the products provided or used in the performance of this Contract. This is upon condition that the State System shall provide prompt notification in writing of such suit or proceeding; full right, authorization and opportunity to conduct the defense thereof; and full information and all reasonable cooperation for the defense of same. As principles of governmental or public law are involved, the State System may participate in or choose to conduct, in its sole discretion, the defense of any such action. If information and assistance are furnished by the State System at the Contractor's written request, it shall be at the Contractor's expense, but the responsibility for such expense shall be only that within the Contractor's written authorization. The Contractor shall indemnify and hold the State System harmless from all damages, costs, and expenses, including attorney's fees that the State System may pay or incur by reason of any infringement or violation of the rights occurring to any holder of copyright, trademark, or patent interests and rights in any products provided or used in the performance of this Contract. If any of the products provided by the Contractor in such suit or proceeding are held to constitute infringement and the use is enjoined, the Contractor shall, at its own expense and at its option, either procure the right to continue use of such infringing products, replace them with non-infringing equal performance products or Page H of 30 266 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-BB-3.3 REV-MARCH 2023 modify them so that they are no longer infringing. If the Contractor is unable to do any of the preceding, the Contractor agrees to remove all the equipment or software that is obtained contemporaneously with the infringing product, or, at the option of the State System, only those items of equipment or software that are held to be infringing, and to pay the State System: 1) any amounts paid by the State System towards the purchase of the product, less straight line depreciation; 2) any license fee paid by the State System for the use of any software, less an amount for the period of usage; and 3) the pro rata portion of any maintenance fee representing the time remaining in any period of maintenance paid for. The obligations of the Contractor under this section continue without time limit. No costs or expenses shall be incurred for the account of the Contractor without its written consent. c.COVENANT AGAINST CONTINGENT FEES: The Contractor warrants that no person or selling agency has been employed or retained to solicit or secure this Contract upon an agreement or understanding for a commission, percentage,brokerage, or contingent fee, except bona fide employees or bona fide established commercial or selling agencies maintained by the Contractor for the purpose of securing business. For breach or violation of this warranty, the State System shall have the right to terminate this Contract without liability or in its discretion to deduct from this Contract price or consideration, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee. 17. OWNERSHIP RIGHTS. The State System shall have unrestricted authority to reproduce, distribute, and use any submitted report, data or material, and any software or modifications and any Developed Works and Developed Materials as part of the performance of this Contract,which may include written reports and analyses, diagrams, maps, logical and physical designs, system designs, computer programs, flow charts, disks, and/or other machine-readable storage media. 18. ASSIGNMENT OF ANTITRUST CLAIMS. The Contractor and the State System recognize that in actual economic practice, overcharges by the Contractor's suppliers resulting from violations of state or federal antitrust laws are in fact borne by the State System. As part of the consideration for the award of this Contract, and intending to be legally bound, the Contractor assigns to the State System all right, title and interest in and to any claims the Contractor now has, or may acquire, under state or federal antitrust laws relating to the products and services that are the subject of this Contract. 19. LIMITATION OF STATE SYSTEM LIABILITY. IN NO EVENT SHALL THE STATE SYSTEM BE LIABILE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, LOST PROFITS OR OTHER DAMAGES ARISING OUT OF THIS CONTRACT. THE STATE SYSTEM'S TOTAL OBLIGATION UNDER THIS CONTRACT SHALL NOT EXCEED THE COST FOR ALL GOODS AND SERVICES UNDER THIS CONTRACT WITHOUT REGARD TO THE THEORY OF RECOVERY OR THE NATURE OF THE CAUSE OF ACTION. THIS PROVISION SHALL NOT BE CONSTRUED TO LIMIT THE SOVEREIGN IMMUNITY OF THE COMMONWEALTH OR OF THE STATE SYSTEM OF HIGHER EDUCATION. 20. HOLD HARMLESS. The Contractor shall hold the State System harmless from and indemnify the State System, the State System of Higher Education and the Commonwealth of Pennsylvania against any and all third party claims, demands and actions based upon or arising out of any activities performed by the Contractor and its employees and agents under this Contract, provided the State System gives Contractor prompt notice of any such claim of which it learns. Pursuant to the Commonwealth Attorneys Act (71 P.S. Section 732-101, et seq.), the Office of Attorney General (OAG) has the sole authority to represent the State System in actions brought against the State System. The OAG may, however, in its sole discretion and under such terms as it deems appropriate, delegate its right of defense. If OAG Page 12 of 30 267 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-BB-3 3 REV MARCH 2023 delegates the defense to the Contractor, the State System will cooperate with all reasonable requests of Contractor made in the defense of such suits.Notwithstanding the above, neither party shall enter into any settlement without the other party's written consent, which shall not be unreasonably withheld. The State System may, in its sole discretion, allow the Contractor to control the defense and any related settlement negotiations. 21. COMPLIANCE WITH LAW. The Contractor shall comply with all applicable federal and state laws and regulations and local ordinances in the performance of this Contract. More specifically: a.ENVIRONMENTAL LAWS AND REGULATIONS: In the performance of this Contract, the Contractor shall minimize pollution and shall strictly comply with all applicable environmental laws and regulations, including, but not limited to, the Clean Streams Law Act of June 22, 1937 (P.L. 1987, No. 394), as amended 35 P.S. § 691.601 et seq.; the Pennsylvania Solid Waste Management Act, Act of July 7, 1980 (P.L. 380, No. 97), as amended, 35 P.S. § 6018.101 et seq.; and the Dam Safety and Encroachment Act, Act of November 26, 1978 (P.L. 1375,No. 325), as amended, 32 P.S. § 693.1. b.POST-CONSUMER RECYCLED CONTENT: Except as specifically waived by the State System in writing, any supplies that are provided to the State System as a part of the performance of this Contract must meet the minimum percentage levels for total recycled content and post-consumer recycled content or are otherwise environmentally preferable as certified under a third party independently verified life cycle analysis conforming to the ISO 14040 series of standards or as specified in the guidelines or in the Department of General Services (DGS) specifications (available on the DGS website at www.dgs.state.pa.us), whichever reflects the higher level of post-consumer recycled content on the date of submission of the bid,proposal or contract offer. c.RECYCLED CONTENT ENFORCEMENT: The Contractor may be required, after delivery of the Contract item(s), to provide the State System with documentary evidence that the item(s) was in fact produced with the required minimum percentage of post-consumer and recovered material content. d.HAZARDOUS SUBSTANCES. The Contractor shall provide information to the State System about the identity and hazards of hazardous substances supplied or used by the Contractor in the performance of the Contract. The Contractor must comply with Act 159 of October 5, 1984, known as the Worker and Community Right to Know Act" and the regulations promulgated pursuant thereto at 4 Pa. Code Section 301.1 et seq., as well as all applicable federal law, which includes providing a copy of any Material Safety Data Sheet for each order of a hazardous chemical, as defined under 29 CFR 1910.1200. e.EXPORT CONTROL LAW COMPLIANCE. To the extent Contractor is providing devices/technology or data under this Contract, Contractor acknowledges that a foreign national(s) may use the device/technology/and or data at the State System. Contractor shall comply with all U.S. export control laws and regulations, including but not limited to the International Traffic in Arms Regulations ITAR), 22 CFR Parts 120 through 130, and the Export Administration Regulations (EAR), 15 CFR Parts 730 through 799, in the performance of this Contract. In the absence of available license exemptions/exceptions, Contractor shall be responsible for obtaining the appropriate licenses or other authorizations, if required, for exports of hardware, technical data, and software, or for the provision of technical assistance. Contractor shall be responsible for all regulatory record keeping requirements associated with the use of licenses and license exemptions/exceptions. Prior to disclosing or transferring to the State System any hardware, technical data, software or product utilizing any such data which is subject to export controls under federal law, Contractor shall notify the State System in writing of the nature and extent of the export control. The State System shall have the right to decline any such technical Page 13 of 30 268 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHF BB-3.3 REV.MARCH 2023 data or product utilizing such data. In the event Contractor sends any such technical data or product that is subject to export control,without notice of the applicability of such export control,the State System has the right to immediately terminate this Contract. 22. DEFAULT. a.The State System may, subject to the provisions of the section entitled FORCE MAJEURE and in addition to its other rights under this Contract, declare the Contractor in default by written notice thereof to the Contractor, and terminate (as provided in the section entitled TERMINATION) the whole or any part of this Contract or any Purchase Order for any of the following reasons: 1) Failure to begin work within the time specified in this Contract Order or a Purchase Order or as otherwise specified; 2) Failure to perform the work with sufficient labor, equipment, or material to ensure the completion of the specified work in accordance with the terms of this Contract or a Purchase Order; 3) Unsatisfactory performance of the work; 4) Failure to deliver awarded item(s) within the time specified in this Contract or a Purchase Order or as otherwise specified; 5) Improper or untimely delivery; 6) Failure to provide an item(s) that is in conformance with the specifications referenced in this Contract or a Purchase Order; 7) Delivery of a defective item; 8) Failure or refusal to remove material, or remove and replace any work rejected as defective or unsatisfactory; 9) Discontinuance of work without approval; 10)Failure to resume work, which has been discontinued, within a reasonable time after notice to do so; 11)Insolvency, bankruptcy or placed into receivership; 12)Assignment made for the benefit of creditors; 13)Failure or refusal within 10 days after written notice by the Contracting Officer, to make payment or show cause why payment should not be made of any amounts due for materials furnished, labor supplied or performed, equipment rentals, or for utility services rendered; 14)Failure to protect, to repair, or to make good any damage or injury to property; 15)Breach of any provision of this Contract; 16)Failure to comply with representations made in the Contractor's bid, proposal or contract offer; or 17)Failure to comply with applicable industry standards, customs, and practice. b.In the event that the State System terminates this Contract or any Purchase Order in whole or in part as provided in subparagraph a. above, the State System may procure, upon such terms and in Page 14 of 30 269 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE-BB-3 3 REV MARCH 2023 such manner as it determines, items similar or identical to those so terminated, and the Contractor shall be liable to the State System for any reasonable excess costs for such similar or identical items included within the terminated part of this Contract or a Purchase Order. c.If this Contract or a Purchase Order is terminated as provided in subparagraph a. above, the State System, in addition to any other rights provided in this section, may require the Contractor to transfer title and deliver immediately to the State System in the manner and to the extent directed by the Contracting Officer, such partially completed items, including, where applicable, reports,working papers and other documentation, as the Contractor has specifically produced or specifically acquired for the performance of such part of this Contract or a Purchase Order as has been terminated. Except as provided below, payment for completed work accepted by the State System shall be at the price set forth in this Contract. Except as provided below, payment for partially completed items including, where applicable, reports and working papers delivered to and accepted by the State System shall be in an amount agreed upon by the Contractor and Contracting Officer. The State System may withhold from amounts otherwise due the Contractor for such completed or partially completed works, such sum as the Contracting Officer determines to be necessary to protect the State System against loss. d. The rights and remedies of the State System provided in this section shall not be exclusive and are in addition to any other rights and remedies provided by law or under this Contract. e.The State System's failure to exercise any rights or remedies provided in this section shall not be construed to be a waiver by the State System of its rights and remedies in regard to the event of default or any succeeding event of default. f.Following exhaustion of the Contractor's administrative remedies as set forth in the section entitled CONTRACT CONTROVERSIES of this Contract, the Contractor's exclusive remedy shall be to seek damages in the Commonwealth of Pennsylvania Board of Claims. 23. TERMINATION. The State System has the right to terminate this Contract (including any Purchase Order issued under this Contract)for any of the following reasons.Termination shall be effective upon written notice to the Contractor. a.TERMINATION FOR CONVENIENCE: The State System shall have the right to terminate this Contract for its convenience without penalty or recourse if the State System determines termination to be in its best interest. Upon receipt of the written notice, the Contractor shall immediately stop all work as directed in the notice,notify all subcontractors of the effective date of the termination and minimize all further costs to the State System. The Contractor shall be paid for work satisfactorily completed prior to the effective date of the termination and this shall be the Contractor's sole remedy against the State System in the event of termination under this provision. In no event shall the Contractor be entitled to recover loss of profits, loss of use of money, or administrative or overhead costs. b. NON-APPROPRIATION: The State System's universities' obligation to make payments during any State System fiscal year succeeding the current fiscal year shall be subject to availability and appropriation of funds by a granting agency, the Commonwealth or a governing body. When funds are not appropriated or otherwise made available to support continued performance in a subsequent fiscal year period, the State System shall have the right to terminate this Contract. The Contractor shall be paid for work satisfactorily completed prior to the notice of non-appropriation. The Contractor may be reimbursed for the reasonable value of any nonrecurring costs incurred but not amortized in the price of the supplies or services delivered under this Contract. Such reimbursement shall not include loss of profit, loss of use Page 15 of 30 270 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE.SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE-BB-3 3 REV.MARCH 2023 of money, or administrative or overhead costs. The reimbursement amount may be paid for any appropriations made available for that purpose. c.TERMINATION FOR CAUSE: The State System shall have the right to terminate this Contract for Contractor default under the section entitled DEFAULT, upon written notice to the Contractor. The State System shall also have the right, upon written notice to the Contractor,to terminate this Contract for other cause as specified in the Contract or by law. If it is later determined that the State System erred in terminating this Contract for cause, then, at the State System's discretion, this Contract shall be deemed to have been terminated for convenience under subparagraph a. above. 24. CONTRACT CONTROVERSIES. a.In the event of a controversy or claim arising from this Contract, the Contractor must, within six(6)months after the cause of action occurs, file a written claim with the Contracting Officer for a determination, stating all grounds upon which the Contractor asserts a controversy or claim. The written claim shall state all grounds upon which the Contractor asserts a controversy exists. If the Contractor fails to file a claim or files an untimely claim, the Contractor is deemed to have waived its right to assert a claim in any forum. At the time the claim is filed, or within sixty (60) days thereafter, either party may request mediation through the Commonwealth of Pennsylvania's Office of General Counsel Mediation Program. b.If the Contractor or the Contracting Officer requests mediation and the other party agrees, the Contracting Officer shall promptly make arrangements for mediation. Mediation shall be scheduled so as to not delay the issuance of the final determination beyond the required 120 days after receipt of the claim if mediation is unsuccessful. c.If mediation is not agreed to or if resolution is not reached through mediation, the Contracting Officer shall review timely-filed claims and issue a final determination, in writing, regarding the claim. The final determination shall be issued within 120 days of the receipt of the claim, unless extended by consent of the Contracting Officer and the Contractor. The Contracting Officer shall send his/her written determination to the Contractor. If the Contracting Officer fails to issue a final determination within the 120 days (unless extended by consent of the parties), the claim shall be deemed denied. The Contracting Officer's determination shall be the final order of the purchasing agency. d.Within fifteen(15) days of the mailing date of the determination denying a claim or within 135 days of filing a claim if no extension is agreed to by the parties,whichever occurs first, the Contractor may file a statement of claim with the Commonwealth Board of Claims which retains exclusive jurisdiction. Pending a final judicial resolution of a controversy or claim, the Contractor shall proceed diligently with the performance of this Contract in a manner consistent with the determination of the Contracting Officer and the State System shall compensate the Contractor pursuant to the terms of this Contract. 25. FORCE MAJEURE. a.Neither party will incur any liability to the other if its performance of any obligation under this Contract is prevented or delayed by an event or circumstance beyond its control,regardless of whether it was foreseeable,that was not caused by the party who is unable to perform(the"nonperforming party") provided the nonperforming party complies with the provisions of this section. Causes and circumstances beyond a party's control may include, but are not limited to, acts of God or war, changes in controlling law, regulations, orders or the requirements of any governmental entity, severe weather conditions, civil disorders, natural disasters, fire, epidemics and quarantines, general strikes throughout the trade or other Page 16 of 30 271 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-BB•3.3 REV MARCH 2023 labor disputes affecting either party, and freight embargoes. Causes and circumstances beyond a party's control do not include a strike or other labor unrest that affects only one party or an increase in prices. b. Upon identifying an event or circumstance a party believes is beyond its control, nonperforming party shall notify the other party as soon as practicable and in writing no later than five(5) days after the date on which the nonperforming party becomes aware, or should have reasonably become aware,that such event or circumstance would prevent or delay its performance. Such notification shall (i) describe fully such cause(s) and its effect on performance, (ii) state whether performance under this Contract is prevented or delayed and (iii) if performance is delayed, state a reasonable estimate of the duration of the delay and all reasonable efforts being undertaken to attempt performance, limit delay and limit damages. The nonperforming party shall have the burden of proving that such event or circumstance delayed or prevented its performance despite its diligent efforts to perform and shall produce such supporting documentation as the other party may reasonably request, including providing updates regarding the event or circumstance as it is ongoing. After receipt of such notification,the party receiving notice of the event or circumstance may elect to cancel this Contract, cancel the Purchase Order, or to extend the time for performance as reasonably necessary to compensate for the delay. c.In the event of a declared emergency by competent governmental authorities, the State System, by notice to the Contractor may suspend all or a portion of this Contract or a Purchase Order issued under this Contract. 26. USE OF CONFIDENTIAL INFORMATION. a.As Used in this Section "the PA Data Breach Notification Act" shall refer to the Pennsylvania Breach of Personal Information and Notification Act,71 Pa.C.S. §2031,et.seq.,as amended by Act No. 151 of 2022, and any subsequent amendments through the term of this Contract. b.In addition to all other Notice requirements otherwise provided for by this Agreement, any notice required of Contractor pursuant to this section shall be made by email directed to: ContractorCyberIncident@passhe.edu. c.The following words or phrases, as used in this Section, shall be given the same definition as they are given in the PA Data Breach Act: "Breach of the security of the system," "Determination," Discovery," and"Personal Information." d.Covered Data and Information ("CDI") includes, Personal Information, paper and electronic financial information, student education records, as well as any other data marked as confidential provided by the State System or its students to the Contractor to perform the services under this Contract. e.Disclosure of CDI: Contractor shall not copy, report or release CDI or information concerning the State System or its students, employees or customers to third parties except when essential for authorized use under this Contract and then only with State System's prior written approval and only where the third parties sign agreements containing substantially the same provisions as contained in this section. Any such report or release of information shall, at a minimum, comply with those requirements enumerated in the Gramm-Leach-Bliley Act(15 U.S.C. §6801 et seq.),the Family and Educational Rights and Privacy Act of 1974 (20 U.S.C. §1232g), and applicable State System or Board of Governors policies or standards for safeguarding such information, and all other applicable laws regarding consumer privacy Page 17 of 30 272 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-BB-3 3 REV.MARCH 2023 and confidential information. The Contractor agrees not to use CDI for any purpose other than the purpose for which the disclosure was made. f.Maintenance of CDI: The Contractor shall develop, implement, maintain, and use appropriate administrative, technical, and physical security measures to preserve the confidentiality, integrity, and availability of all electronically maintained or transmitted CDI received from or on behalf of the State System or its students. The Contractor will extend these measures by contract to all subcontractors used by the Contractor. At a minimum, the Contractor agrees to guard the confidentiality of the State System's confidential information with the same diligence with which it guards its own proprietary information. g.If the Contractor maintains or stores computerized data on behalf of the State System that constitutes Personal Information the Contractor shall: 1) Utilize encryption, or other appropriate security measures, to reasonably protect the transmission of personal information from being viewed or modified by an unauthorized third party. The Contractor shall develop and maintain (or continue to maintain if such a policy already exists) a policy to govern the proper encryption or other appropriate security measures and transmission of data the State System. In developing the policy,the Contractor shall reasonably consider similar existing Federal policies and other policies,best practices identified by other states and relevant studies and other sources as appropriate in accordance with best practices as established by the Federal Government and the Commonwealth of Pennsylvania. The policy shall be reviewed at least annually and updated as necessary. 2) Develop (or continue to maintain if such a policy already exists) a policy to govern reasonably proper storage of the Personal Information. A goal of the policy shall be to reduce the risk of future breaches of the security of the system. In developing the policy, the Contractor shall reasonably consider similar existing Federal policies and other policies, best practices identified by other states and relevant studies and other sources as appropriate in accordance with best practices as established by the Federal Government and the Commonwealth of Pennsylvania. The policy shall be reviewed at least annually and updated as necessary. h.Destruction or Return of CDI: Upon termination, cancellation, expiration or other conclusion of this Contract or any license granted hereunder,the Contractor will return to the State System all copies of CDI in the Contractor's possession, unless the Contracting Officer consents in writing to the preservation of a copy of the CDI for archival purposes. The Contractor shall provide a certificate to the State System confirming the date of destruction of the CDI. i.Reporting of Unauthorized Disclosures Misuse of CDI, or Breach of the security of the system: The Contractor shall, as soon as reasonably practicable upon Discovery, and in accordance with all applicable state and federal statutes and regulations, and in no event more than 24-hours following Determination of the Breach of the security of the system, report to the State System any Breach of the security of the system,use or disclosure of CDI not authorized by this Contract,by Contractor or any party to whom Contractor has given access or control of CDI. The Contractor's report shall identify: (i) the Page 18 of 30 4 273 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-BB-3 3 REV:MARCH 2023 nature of the unauthorized Breach of the security, use or disclosure, (ii) any CDI used or disclosed, (iii) the identity of any known party who perpetrated the Breach of the security of the system, made the unauthorized use or received the unauthorized disclosure, (iv)what the Contractor has done or shall do to mitigate any deleterious effect of the Beach of the security of the system, unauthorized use or disclosure, and (v) what corrective action the Contractor has taken or shall take to prevent future similar Breach of the security of the system, unauthorized use or disclosure. The Contractor shall provide such other information, including a written report, as reasonably requested by the State System. j.Notification following Breach of the Security of the System: Upon Determination that a Breach of the security of the system has occurred, Contractor shall, in addition to the above requirement regarding notification of the State System, comply with all relevant state and federal laws and regulations regarding notification of data breach, including, but not limited to, the PA Data Breach Notification Act. k.Remedies: If the State System reasonably determines in good faith that the Contractor has materially breached any of its obligations under this provision, the State System, in its sole discretion, shall have the right to require the Contractor to submit to a plan of monitoring and reporting; provide the Contractor with a thirty(30) day period to cure the breach; or terminate this Contract immediately if cure is not possible. Before exercising any of these options,the State System shall provide written notice to the Contractor describing the violation and the action it intends to take. If the Office of the Chief Privacy Officer ("OCPO") of the U.S. Department of Education determines that the Contractor improperly disclosed personally identifiable information obtained from the State System's education records,the State System may not allow the Contractor access to education records for at least five (5) years. I.The obligations stated in this section do not apply to information: 1) already known to the recipient at the time of disclosure other than through the contractual relationship; 2) independently generated by the recipient and not derived from the information supplied by the disclosing party; 3) known or available to the public, except where such knowledge or availability is the result of unauthorized disclosure by the recipient of the proprietary information; 4) disclosed to the recipient without a similar restriction by a third party who has the right to make such disclosure; or 5) required to be disclosed by the recipient by law, regulation, court order, or other legal process. m. Indemnity: The Contractor shall defend and hold the State System harmless from all claims, liabilities, damages, or judgments brought by a third party, including the State System's costs and attorney fees, to the extent arising as a result of the Contractor's negligent or willful failure to meet any of its obligations under this section. Page 19 of 30 274 DocuSign Envelope ID*FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE.SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-BB-3 3 REV.MARCH 2023 27. NONDISCRIMINATION. The parties shall comply with all applicable state and federal statutes and regulations governing equal employment opportunity, non-discrimination and immigration. The parties agree to continue their respective policies of nondiscrimination based on Title VI of the Civil Rights Act of 1964 in regard to sex, age, race, color, creed, and national origin; Title IX of the Education Amendments of 1972 and other applicable laws; as well as the provisions of the Americans with Disabilities Act. Pursuant to federal regulations promulgated under the authority of the Americans With Disabilities Act, 28 C.F.R. § 35.101 et seq., the Contractor understands and agrees that it shall not cause any individual with a disability to be excluded from participation in this Contract or from activities provided for under this Contract on the basis of the disability. As a condition of accepting this Contract, the Contractor agrees to comply with the "General prohibitions against discrimination" set forth in 28 C.F.R. § 35.130, and all other regulations promulgated under Title II of the Americans With Disabilities Act which are applicable to all benefits, services,programs,and activities provided by the Commonwealth of Pennsylvania through contracts with outside contractors. 28. SEXUAL HARASSMENT. Federal law and the policies of the State System prohibit sexual harassment of State System employees or students. Sexual harassment includes any unwelcome sexual advance toward a State System employee or student, or any other verbal or physical conduct of a sexual nature that is so severe or pervasive as to create a hostile or offensive working environment for State System employees, or a hostile or offensive academic environment for students. State System vendors, subcontractors and suppliers for this project are required to exercise control over their employees so as to prohibit acts of sexual harassment of State System employees and students. The employer of any person who the State System, in its reasonable judgment, determines has committed an act of sexual harassment agrees as a term and condition of this Contract to cause such person to be removed from the project site and from State System premises and to take such other action as may be reasonably necessary to cause the sexual harassment to cease. In addition, the State System may proceed with debarment or suspension or make appropriate reports in accordance with the Contractor Responsibility Program. 29. BACKGROUND CHECKS FOR SECURE OR SENSITIVE AREAS. a.At the direction of the State System, the Contractor must, at its expense, arrange for a background check for each of its employees, as well as the employees of any of its subcontractors, who will have access to secure or sensitive areas on the State System's campus, either through on-site access or through remote access, as determined by the State System. Before the State System will permit an employee or subcontractor of the Contractor to have access to secure or sensitive areas on the System's campus,the Contractor may be required provide written confirmation that appropriate background checks have been conducted. b.Access to certain State System buildings may be controlled by means of card readers and secured visitors' entrances. State System contracted personnel who have regular and routine business in State System worksites may be issued a photo identification or access badge, at the discretion of the State System, subject to State System policy or direction. The Contractor shall be responsible for all fees in connection is issuance of photo identification or access badges c.The State System may provide Contractor employees who work on a State System campus with a designated email or other network access for use by the employee for performance under this Contract. Any such access must be in accordance with all applicable laws and State System policies. d.If it is discovered at any time that an individual who has access to a secure or sensitive area on campus has a criminal record that includes a felony or misdemeanor involving terroristic behavior, violence, use of a lethal weapon, breach of trust/fiduciary responsibility or that raises concerns about Page 20 of 30 275 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE•BB-3.3 REV MARCH 2023 building, system or personal security, or is otherwise job-related, the Contractor shall not assign that employee to any State System facilities, shall remove any access privileges already given to the employee and shall not permit that employee remote access unless the State System consents to the access,in writing, prior to the access. e.Failure of the Contractor to comply with the terms of this section on more than one occasion or Contractor's failure to appropriately address any single failure to the satisfaction of the State System may result in the Contractor being deemed in default of its Contract. 30. BACKGROUND CHECKS FOR MINORS. a.The Contractor must arrange for a background check for each of its employees, as well as the employees of any of its subcontractors, who will provide a program, activity or service to the State System that is responsible for the care, supervision, guidance, or control of children or as otherwise designated by the State System under applicable policy. The Contractor will be responsible for any such associated costs. b.Before the State system will permit an employee or subcontractor of the Contractor to provide any program, activity or service to the State System where the employee or subcontractor is responsible for the care, supervision, guidance, or control of children, the Contractor must provide written confirmation that background checks have been conducted in accordance with applicable law and policies. If it is discovered at any time that an individual has a criminal record that includes one of the enumerated offenses set forth in section 6344(c) of the Child Protective Services Law, 23 Pa.C.S. § 6344, the Contractor shall immediately remove the employee or subcontractor from assignment to the State System under this Contract. c.The State System specifically reserves the right to conduct background checks over and above that described herein or as otherwise required by applicable law. d.The State System may provide Contractor employees who work on a State System campus with a designated email or other network access for use by the employee for performance under this Contract. Any such access must be in accordance with all applicable laws and State System policies. e.Failure of the Contractor to comply with the terms of this section on more than one occasion or Contractor's failure to appropriately address any single failure to the satisfaction of the State System may result in the Contractor being deemed in default of its Contract. 31. MANDATORY REPORTING REQUIREMENTS. a.All employees, subcontractors and volunteers of Contractor who provide a program, activity, or service to the State System that are responsible for the care, supervision, guidance, or control of children are considered mandated reporters of suspected cases of child abuse under Pennsylvania law. All mandated reporters shall make an immediate report of suspected child abuse if the individual has reasonable cause to suspect that a child is the victim of child abuse under any of the following circumstances: (i)the mandated reporter comes into contact with the child in the course of employment, occupation and practice of a profession or through a regularly scheduled program, activity or service; (ii) the mandated reporter is directly responsible for the care, supervision, guidance or training of the child, or is affiliated with an agency, institution, organization, school, regularly established church or religious organization or other entity that is directly responsible for the care, supervision, guidance or training of the child; (iii) a person makes a specific disclosure to the mandated reporter that an identifiable child is the victim of child abuse; or(iv) an individual 14 years of age or older makes a specific disclosure to the mandated reporter that the individual has committed child abuse. The minor is not required to come before Page 21 of 30 276 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-RB-3.3 REV:MARCH 2023 the mandated reporter in order for the mandated reporter to make a report of suspected child abuse. The mandated reporter does not need to determine the identity of the person responsible for the child abuse to make a report of suspected child abuse. b.Mandated reporters must immediately make an oral report of suspected child abuse to the Department of Human Services (DHS), formerly the Department of Public Welfare, by calling ChildLine at 1-800-932-0313, or by filing a written report with DHS through Pennsylvania's Child Welfare Information Solution portal (https://www.compass.state.pa.us/CWIS). If an oral report is made, a written report shall also be made within 48 hours to DHS or the county agency assigned to the case as prescribed by DHS. If a mandated reporter feels that a child is in an emergency situation, the mandated reporter should call local law enforcement or 911 immediately.In addition to the mandatory reporting requirements above,employees and subcontractors of Contractor must immediately notify the State System that a report of suspected child abuse has been made. 32. CONTRACTOR RESPONSIBILITY. For the purpose of these provisions, the term Contractor is defined as any person, including, but not limited to, a bidder, offeror, loan recipient, grantee or lessor, who has furnished or performed or seeks to furnish or perform, goods, supplies, services, leased space, construction or other activity, under a contract, grant, lease, purchase order or reimbursement agreement with the Commonwealth of Pennsylvania(Commonwealth). The term Contractor includes a permittee, licensee, or any agency, political subdivision, instrumentality, public authority, or other public entity in the Commonwealth. a.The Contractor certifies, in writing, for itself and its subcontractors required to be disclosed or approved by the Commonwealth, that as of the date of its execution of this Bid/Contract, that neither the Contractor, nor any such subcontractors, are under suspension or debarment by the Commonwealth or any governmental entity, instrumentality, or authority and, if the Contractor cannot so certify, then it agrees to submit, along with its Bid/Contract, a written explanation of why such certification cannot be made. b.The Contractor also certifies, in writing, that as of the date of its execution of this Bid/Contract it has no tax liabilities or other Commonwealth obligations, or has filed a timely administrative or judicial appeal if such liabilities or obligations exist, or is subject to a duly approved deferred payment plan if such liabilities exist. c.The Contractor's obligations pursuant to these provisions are ongoing from and after the effective date of the Contract through the termination date thereof. Accordingly, the Contractor shall have an obligation to inform the Commonwealth if, at any time during the term of the Contract, it becomes delinquent in the payment of taxes, or other Commonwealth obligations, or if it or, to the best knowledge of the Contractor, any of its subcontractors are suspended or debarred by the Commonwealth, the federal government, or any other state or governmental entity. Such notification shall be made within 15 days of the date of suspension or debarment. d. The failure of the Contractor to notify the Commonwealth of its suspension or debarment by the Commonwealth, any other state, or the federal government shall constitute an event of default of the Contract with the Commonwealth. e.The Contractor agrees to reimburse the Commonwealth for the reasonable costs of investigation incurred by the Office of State Inspector General for investigations of the Page 22 of 30 277 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE•BB-3.3 REV•MARCH 2023 Contractor's compliance with the terms of this or any other agreement between the Contractor and the Commonwealth that results in the suspension or debarment of the contractor. Such costs shall include,but shall not be limited to, salaries of investigators, including overtime; travel and lodging expenses; and expert witness and documentary fees. The Contractor shall not be responsible for investigative costs for investigations that do not result in the Contractor's suspension or debarment. f.The Contractor may search the current list of suspended and debarred Commonwealth contractors by visiting the eMarketplace website at http://www.emarketplace.state.pa.us and clicking the Debarment List tab. 33. CONTRACTOR INTEGRITY. It is essential that those who seek to contract with the Commonwealth observe high standards of honesty and integrity. They must conduct themselves in a manner that fosters public confidence in the integrity of the Commonwealth contracting and procurement process. a. DEFINITIONS. For purposes of this section, the following terms shall be defined as follows: 1) "Affiliate" means two or more entities where (a) a parent entity owns more than fifty percent of the voting stock of each of the entities;or(b)a common shareholder or group of shareholders owns more than fifty percent of the voting stock of each of the entities; or(c) the entities have a common proprietor or general partner. 2) "Consent" means written permission signed by a duly authorized officer or employee of the State System, provided that where the material facts have been disclosed, in writing, by prequalification, bid,proposal, or contractual terms, the State System shall be deemed to have consented by virtue of the execution of this Contract. 3) "Contractor"means the individual or entity that has entered into this Contract with the State System. 4) "Contractor Related Parties"means any affiliates of the Contractor and the Contractor's executive officers, Pennsylvania officers and directors, or owners of 5% or more interest in the Contractor. 5) "Financial Interest"means either: a) Ownership of more than a five percent interest in any business; or b) Holding a position as an officer, director, trustee, partner, employee, or any position of management. 6) "Gratuity" means tendering, giving, or providing anything of more than nominal monetary value including, but not limited to, cash, travel, entertainment, gifts, meals, lodging, loans, subscriptions, advances, deposits of money, services, employment, or contracts of any kind. The exceptions set forth in the Governor's Code of Conduct, Executive Order 1980-18, the 4 Pa. Code §7.153(b), shall apply. 7) "Non-bid Basis" means a contract awarded or executed by the State System with Contractor without seeking bids or proposals from any other potential bidder or offeror. b.In furtherance of this policy, Contractor agrees to the following: Page 23 of 30 278 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE.SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHF BB•3 3 REV MARCH 2023 1) Contractor shall maintain the highest standards of honesty and integrity during the performance of this Contract and shall take no action in violation of state or federal laws or regulations or any other applicable laws or regulations, or other requirements applicable to Contractor or that govern contracting or procurement with the Commonwealth. 2) Contractor shall establish and implement a written business integrity policy, which includes, at a minimum, the requirements of these provisions as they relate to the Contractor activity with the Commonwealth and Commonwealth employees and which is made known to all Contractor employees. Posting these Contractor Integrity provisions conspicuously in easily-accessible and well-lighted places customarily frequented by employees and at or near where the services are performed shall satisfy this requirement. 3) Contractor, its affiliates, agents, employees and anyone in privity with Contractor shall not accept, agree to give, offer,confer, or agree to confer or promise to confer, directly or indirectly,any gratuity or pecuniary benefit to any person, or to influence or attempt to influence any person in violation of any federal or state law, regulation, executive order of the Governor of Pennsylvania, statement of policy, management directive or any other published standard of the Commonwealth in connection with performance of work under this Contract, except as provided in this Contract. 4) Contractor shall not have a financial interest in any other contractor, subcontractor, or supplier providing services, labor, or material under this Contract, unless the financial interest is disclosed to the State System in writing and the State System consents to Contractor's financial interest. Contractor shall disclose the financial interest to the State System at the time of bid or proposal submission, or if no bids or proposals are solicited, no later than Contractor's submission of this Contract signed by Contractor. 5) Contractor certifies to the best of its knowledge and belief that within the last five (5) years Contractor or Contractor Related Parties have not: a) been indicted or convicted of a crime involving moral turpitude or business honesty or integrity in any jurisdiction; b) been suspended, debarred or otherwise disqualified from entering into any contract with any governmental agency; c) had any business license or professional license suspended or revoked; d) had any sanction or finding of fact imposed as a result of a judicial or administrative proceeding related to fraud, extortion, bribery, bid rigging, embezzlement, misrepresentation or anti-trust; and e) been, and are not currently, the subject of a criminal investigation by any federal, state or local prosecuting or investigative agency or civil anti-trust investigation by any federal, state or local prosecuting or investigative agency. If Contractor cannot so certify to the above, then it must submit along with its bid, proposal or contract a written explanation of why such certification cannot be made and the State System will determine whether a contract may be entered into with the Contractor. The Contractor's obligation pursuant to this certification is ongoing from Page 24 of 30 279 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A06BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653PASSHE-BB-3 3 REV.MARCH 2023 and after the Effective Date of this Contract through the Expiration Date. Accordingly, the Contractor shall have an obligation to immediately notify the State System in writing if at any time during the term of this Contract it becomes aware of any event that would cause the Contractor's certification or explanation to change. Contractor acknowledges that the State System may, in its sole discretion, terminate this Contract for cause if it learns that any of the certifications made herein are currently false due to intervening factual circumstances or were false or should have been known to be false when entering into the contract. 6) Contractor shall comply with the requirements of the Lobbying Disclosure Act (65 Pa.C.S. §13A01 et seq.) regardless of the method of award. If this Contract was awarded on a non-bid Basis, Contractor must also comply with the requirements of Section 1641 of the Pennsylvania Election Code (25 P.S. §3260a). 7) When Contractor has reason to believe that any breach of ethical standards as set forth in law, the Governor's Code of Conduct, or these Contractor Integrity provisions has occurred or may occur, including but not limited to contact by a Commonwealth officer or employee which, if acted upon, would violate such ethical standards, Contractor shall immediately notify the Contracting Officer or the Office of the State Inspector General in writing. 8) Contractor, by submission of its bid or proposal or execution of this Contract and by the submission of any bills, invoices or requests for payment pursuant to this Contract, certifies and represents that it has not violated any of these Contractor Integrity provisions in connection with the submission of the bid or proposal,during any contract negotiations or during the term of this Contract, to include any extensions thereof. Contractor shall immediately notify the Contracting Officer in writing of any actions for occurrences that would result in a violation of these Contractor Integrity provisions. Contractor agrees to reimburse the Commonwealth for the reasonable costs of investigation incurred by the Office of the State Inspector General, the State System and the Commonwealth for investigations of the Contractor's compliance with the terms of this or any other agreement between the Contractor and the Commonwealth that results in the suspension or debarment of the Contractor. Contractor shall not be responsible for investigative costs for investigations that do not result in the Contractor's suspension or debarment. 9) Contractor shall cooperate with the Office of the State Inspector General, the State System and the Commonwealth in any investigation of any alleged Commonwealth agency or employee breach of ethical standards and any alleged Contractor non- compliance with these Contractor Integrity provisions. Contractor agrees to make identified Contractor employees available for interviews at reasonable times and places. Contractor, upon the inquiry or request of a Commonwealth investigator, shall provide, or if appropriate, make promptly available for inspection or copying, any information of any type or form deemed relevant by the investigating Commonwealth agency to Contractor's integrity and compliance with these provisions. Such information may include, but shall not be limited to, Contractor's business or financial records, documents or files of any type or form that refer to or concern this Contract. Contractor shall incorporate the obligations set forth in this section in any agreement, contract or subcontract it enters into in the course of the performance of this Contract Page 25 of 30 280 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-BB-3.3 REV:MARCH 2023 solely for the purpose of obtaining subcontractor compliance with this provision. The incorporation of this provision in a subcontract shall not create privity of contract between the State System and any such subcontractor, and no third party beneficiaries shall be created thereby. 10)For violation of any of these Contractor Integrity provisions, the State System may terminate this and any other contract with Contractor, claim liquidated damages in an amount equal to the value of anything received in breach of these provisions, claim damages for all additional costs and expenses incurred in obtaining another contractor to complete performance under this Contract, and debar and suspend Contractor from doing business with the Commonwealth. These rights and remedies are cumulative, and the use or non-use of any one shall not preclude the use of all or any other. These rights and remedies are in addition to those the Commonwealth may have under law, statute, regulation, policy or otherwise. 34. COMMONWEALTH EMPLOYEE ETHICS. a.The Commonwealth Procurement Code,62 Pa.C.S. § 101 et seq.,provides that any attempt by a Commonwealth employee to realize personal gain through public employment by conduct inconsistent with the proper discharge of the duties of the employee is a breach of a public trust and that Commonwealth employees must avoid conflict of interest or improper use of confidential information. 62 Pa. C. S. § 2302(a). b. Pursuant to the Public Official and Employee Ethics Act ("Ethics Act"), 65 Pa.C.S. §1101 et seq., subject to certain statutory exceptions, "public officials" or "public employees" as defined by the Ethics Act,65 Pa.C.S. §1102, are prohibited from: a)using the authority of their public positions to obtain a private pecuniary benefit(financial gain that is not authorized in law)for themselves,member(s)of their immediate family, or businesses with which they or member(s) of their immediate family are associated; and b)using any confidential information received from their public positions to obtain a private pecuniary benefit (financial gain that is not authorized in law) for themselves, member(s) of their immediate family, or businesses with which they or member(s) of immediate family are associated. 65 Pa.C.S. § 1103(a). c.State advisors" and "State consultants" as those terms are defined in the State Adverse Interest Act, 71 P.S. § 7761 et eq., having recommended to the State agency that he or she served, either in the making of a contract or a course of action of which the making of a contract is an express or implied part, are prohibited from "hav[ing] an adverse interest" in such contract, as that term is defined in the statute. A State employee, as that term is defined in the statute, is prohibited from having an adverse interest in a contract with the State agency by which he or she is employed and from influencing or attempting to influence the making of or supervise or in any manner deal with any contract in which the employee has an adverse interest. For purposes of this section,State agency shall refer to the Pennsylvania State System of Higher Education. d. The Contractor must report any known or suspected violations of the provisions of this section to the State System or the Office of the Chancellor, attn.: Chief Counsel. 35. AUDIT. The State System and the Commonwealth of Pennsylvania shall have the right, at reasonable times and at a site designated by the State System, to audit the books, documents and records of the Contractor to the extent that the books,documents and records relate to costs or pricing data for this Contract. The Contractor agrees to maintain records that will support the prices charged and costs incurred for this Contract. The Contractor shall preserve books, documents, and records that relate to costs or Page 26 of 30 281 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262AO8BC PENNSYLVANIA STATE.SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHF.-B13-3.3 REV:MARCH 2023 pricing data for this Contract for a period of three (3) years from date of final payment. The Contractor shall give full and free access to all records to the State System, the Commonwealth of Pennsylvania and their authorized representatives. 36. RIGHT OF OFFSET. The Contractor acknowledges and agrees that the State System may set off the amount of any state tax liability or other obligation of the Contractor or its subsidiaries to the Commonwealth of Pennsylvania against any payments due the Contractor under any contract with the Commonwealth of Pennsylvania. 37. RIGHT TO KNOW LAW. a.The Pennsylvania Right-to-Know Law, 65 P.S. §§ 67.101-3104, ("RTKL") applies to this Contract. b.If the State System needs the Contractor's assistance in any matter arising out of the RTKL related to this Contract, it shall notify the Contractor using the legal contact information provided in this Contract. The Contractor, at any time,may designate a different contact for such purpose upon reasonable prior written notice to the State System. c.Upon written notification from the State System that it requires the Contractor's assistance in responding to a request under the RTKL for information related to this Contract that may be in the Contractor's possession, constituting, or alleged to constitute, a public record in accordance with the RTKL ("Requested Information"), the Contractor shall: 1) Provide the State System, within ten (10) days after receipt of written notification, access to, and copies of, any document or information in the Contractor's possession arising out of this Contract that the State System reasonably believes is Requested Information and may be a public record under the RTKL; and 2) Provide such other assistance as the State System may reasonably request, in order to comply with the RTKL with respect to this Contract. d.If the Contractor considers the Requested Information to include a request for a Trade Secret or Confidential Proprietary Information, as those terms are defined by the RTKL, or other information that the Contractor considers exempt from production under the RTKL, the Contractor must notify the State System and provide, within seven (7) days of receiving the written notification, a written statement signed by a representative of the Contractor explaining why the requested material is exempt from public disclosure under the RTKL. e. The State System will rely upon the written statement from the Contractor in denying a RTKL request for the Requested Information unless the State System determines that the Requested Information is clearly not protected from disclosure under the RTKL in which case the Contractor shall provide the Requested Information within five (5) days of receipt of written notification of the State System's determination. f.If the Contractor fails to provide the Requested Information within the time period required by these provisions, the Contractor shall indemnify and hold the State System harmless for any damages, penalties, costs, detriment or harm that the State System may incur as a result of the Contractor's failure, including any statutory damages assessed against the State System. g.The State System will reimburse the Contractor for any costs associated with complying with these provisions only to the extent allowed under the fee schedule established by State System or if Page 27 of 30 282 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE-BB-3.3 REV MARCH 2023 none, by the Office of Open Records or as otherwise provided by the RTKL if a fee schedule is inapplicable. h.The Contractor may file a legal challenge to any State System decision to release a record to the public with the Office of Open Records, or in an appropriate Pennsylvania Court, however, the Contractor shall indemnify the State System for any legal expenses incurred as a result of such a challenge and shall hold the State System harmless for any damages, penalties, costs, detriment or harm that the State System may incur as a result of the Contractor's failure, including any statutory damages assessed against the State System, regardless of the outcome of such legal challenge. As between the parties, the Contractor agrees to waive all rights or remedies that may be available to it as a result of the State System's disclosure of Requested Information pursuant to the RTKL. 38. APPLICABLE LAW. This Contract shall be governed by and interpreted and enforced in accordance with the laws of the Commonwealth of Pennsylvania (without regard to any conflict of laws provisions) and the decisions of the Pennsylvania courts. The Contractor consents to the jurisdiction of any court of the Commonwealth of Pennsylvania and any federal courts in Pennsylvania, waiving any claim or defense that such forum is not convenient or proper. The Contractor agrees that any such court shall have in personam jurisdiction over it, and consents to service of process in any manner authorized by Pennsylvania law. 39. MISCELLANEOUS. a.PUBLICITY: Contractor shall not reference or use the name of the Commonwealth of Pennsylvania, the State System of Higher Education, the State System or any official, employee, unit or department or any logo,trademark or symbol associated with any of the above for commercial promotion. News releases or other publicity pertaining to this Contract shall not be made without the prior written approval of the State System. b.INTEGRATION: This Contract, including all referenced documents and any issued Purchase Order(s),constitute the entire agreement between the parties.No agent,representative,employee or officer of either the State System or the Contractor has authority to make, or has made, any statement, agreement or representation, oral or written, in connection with this Contract, which in any way can be deemed to modify, add to or detract from, or otherwise change or alter its terms and conditions. No negotiations between the parties, nor any custom or usage, shall be permitted to modify or contradict any of the terms and conditions of the Contract. No modifications, alterations, changes, or waiver to this Contract or any of its terms shall be valid or binding unless accomplished by a written amendment signed by both parties. All such amendments will be made using the appropriate State System form. c.CONTROLLING TERMS AND CONDITIONS: The terms and conditions of this Contract shall be the exclusive terms of agreement between the Contractor and the State System. All quotations requested and received from the Contractor are for obtaining firm pricing only. Other terms and conditions or additional terms and conditions included or referenced in the Contractor's quotations, invoices,business forms, or other documentation shall not become part of the parties' agreement and shall be disregarded by the parties, unenforceable by the Contractor and not binding on the State System unless specifically referenced as being incorporated into this Contract. In the event attachments containing additional terms are incorporated as part of this Contract, the terms and conditions herein shall control and prevail over any such attachments, regardless of any language contained therein to the contrary. Page 28 of 30 283 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIOHER EDUCATION Contract Inquiry No. CW18653 PASSHE-BB-3.3 REV:MARCH 2023 d.SEVERABILITY: If any provision of this Contract is held by a court of competent jurisdiction to be contrary to law or rendered unlawful by a legislative act, such provision shall be interpreted to be modified so as to best accomplish the objectives of the original provision to the fullest extent allowed by law, and the remaining provisions of this Contract shall remain in full force and effect. e.SURVIVAL: The terms and conditions of this Contract that by their sense and context are intended to survive termination or expiration hereof shall so survive. f.NOTICE: Any written notice to any party under this Contract shall be deemed sufficient if delivered personally, or by facsimile, telecopy, electronic or digital transmission (provided such delivery is confirmed), or by a recognized overnight courier service (e.g., DHL, Federal Express, etc.) with confirmed receipt, or by certified or registered United States mail, postage prepaid, return receipt requested, and sent to the other party at the address set forth in this Contract. In the case of an alleged breach of this Contract, a copy of the written notice to the State System shall also be provided to the following: State System Legal Counsel, 2300 Vartan Way, Suite 207, Harrisburg, PA 17110. g.LEGISLATIVE AND POLICY UPDATES: The parties acknowledge that it may be necessary from time to time to modify the provisions of this Contract to comply with legislative or policy updates, including updates to policies of the Pennsylvania State System of Higher Education. In such cases,the State System will notify the Contractor of the necessary changes and the parties will incorporate such changes into an amendment to this Contract. h.THIRD PARTY BENEFICIARY: The State System and the Contractor are the only parties to this Contract and are the only parties entitled to enforce its terms. Nothing in this Contract gives or is intended to give or shall be construed to give or provide any benefit or right,directly or indirectly, to third parties. i.INDEPENDENT CONTRACTOR: In performing its obligations under this Contract, the Contractor will act as an independent contractor and not as an employee or agent of the State System. The Contractor will be responsible for all services in this Contract whether or not Contractor provides them directly.Further,the Contractor is the sole point of contact with regard to all contractual matters,including payment of any and all charges resulting from the Contract. j.COUNTERPARTS: This Contract may be signed in counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument. Page 29 of 30 284 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-RE-3.3 REV:MARCH 2023 IN WITNESS WHEREOF, the parties hereto have caused this Contract to be executed pursuant to due and legal action authorizing the same to be done on the date(s)below. FOR THE CONTRACTOR: FOR THE STATE SYSTEM: Do cuSigned by: A Abldl,, 7/5/2023 Individual or Partner or Member Date recio°r°lProcurement Shared Services Date if Contractor is an individual or partnership or limited liability company)APPROVED AS TO FISCAL RESPONSIBILITY, BUDGETARY APPROPRIATENESS AND AVAILABILITY OF FUNDS Title r—DocuSigned by: ittiLtAi li(tnix 7/9/2023 aE DocuSigned by: ut , CIPIerIfi tibial Officer Date ratu, 6/29/2023 APPROVED AS TO FORM AND LEGALITY 1,647get Date Circle Title) DocuSigned by: Vtw1I f?. Ittiau, 7/12/2023 eB buabbU44b State system Legal Counsel Date DocuSignedby:: m& 1tt,r 7/5/2023 Pre-approved: BB 3.3 2072rca761A8/2o... 0t ryCeuxsir psurer Date Deputy Attorney General Date Circle Title) Pre-approved: BB 3.3 Office of General Counsel Date Note regarding signatures above.If a corporation,two signatures are required,one being the President or Vice President,the second being the Secretary or Treasurer.Signatory authority of either signatures can be delegated provided there is a certified Board resolution presented with this contract F. os V" Fully Executed Contract Received by University Legal Counsel Administrator Page 30 of 30 285 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653, Exhibit A PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION f# 1KA-DSA-1.0 REV:IDLY 2019 c?i:2k Data Security Addendum 3//4-123 Contractor acknowledges that the Contract between the Parties allows the Contractor access to Covered Data and Information ("CDI"), as defined below. This Data Security Addendum adds additional obligations concerning the use of CDI to the Contract between the parties. 1. Definitions a. Covered Data and Information ("CDI") - includes (1) paper and electronic financial information that is marked as confidential; (2)"personal information"as that term is defined by Pennsylvania's Breach of Personal Information Notification Act, 73 P.S. § 2301 et seq., as may be amended; (3) personally identifiable information contained in student education records as that term is defined in the Family Educational Rights and Privacy Act("FERPA"), 20 USC 1232g; (4)"protected health information" as that term is defined in the Health Insurance Portability and Accountability Act HIPAA"), 45 CFR Part 160.103; (5) nonpublic personal information as that term is defined in the Gramm-Leach-Bliley Financial Modernization Act of 1999 ("GLB"), 15 USC 6809; (6) credit and debit card numbers and/or access codes and other cardholder data and sensitive authentication data as those terms are defined in the Payment Card Industry Data Security Standards; (7) other financial account numbers, access codes, driver's license numbers; state- or federal-identification numbers such as passport, visa or state identity card numbers; (8) and any other data marked as non-public that is provided by the University, its students or a third party to the Contractor to perform the services under this Contract. b. Covered Parties - The following are considered a "Covered Party" subject to the restrictions on the use of CDI: Contractor; employees or agents of Contractor who actually and legitimately need to access or use CDI in the performance of Contractor's duties to University; and such third parties, such as but not limited to subcontractors, who have an actual and legitimate need to access or use CDI. c. System - An assembly of components that supports an operational role or accomplishes a specific objective including a discrete set of information resources (network, server, computer, software, application, operating system or storage devices) organized for the collection, processing, maintenance, use, sharing, dissemination, or disposition of information. 2. Use of, Disclosure of, Storage of, or Access to CDI a. Contractor and Covered Parties shall only use, disclose, store, or access CDI In accordance with, and only to the extent permissible or necessary to fulfill obligations under the Contract, this Addendum and any other agreement between the parties and will not share CDI with or disclose it to any third party without the prior written consent of the University, except as required by the Contract or as otherwise required by applicable law. b. Contractor and Covered Parties shall only use, disclose, store, or access CDI in full compliance with any and all applicable laws and regulations, only to the extent applicable to Contractor, including but not limited to: FERPA, HIPAA, GLB, Federal Trade Commission Red Flags Rule, the Social Security Act, Payment Card Industry Data Security Standards (PCI-DSS), Americans with Disabilities Act(ADA), U.S. export control laws, the European Union General Data Protection Regulation (GDPR), and personnel and data breach laws of the Commonwealth of Pennsylvania. c. Contractor will ensure all internal Covered Parties have read, understood, and received appropriate instruction as to how to comply with the data protection provisions of the Contract and this Addendum. d. Contractor shall require all third party Covered Parties to agree in writing and in advance of any disclosure, to be bound by confidentiality terms at least as stringent as the terms of this Addendum. e. Any transmission, transportation, or storage of CDI outside the United States is prohibited except Page 1 of 4 286 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653, Exhibit A PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION KA-DSA-1.0 REV:JULY 2019 on prior written authorization by the University. f. Contractor and Covered Parties may store CDI on servers housed in datacenters owned and operated by third parties, provided the third parties have executed confidentiality agreements with Contractor that are consistent with the Contract and this Addendum. g. For CDI subject to FERPA, Contractor will be considered a "school official" with a "legitimate educational interest" as those terms are used in FERPA and its implementing regulations. Contractor agrees to abide by the limitations and requirements imposed on school officials. Contractor will use the education records only for the purpose of fulfilling its duties under the Contract for University's and its end user's benefit, and will not share such data with or disclose it to any third party except as provided for in the Contract, required by law, or authorized in writing by the University. h. The parties agree that as between them, all rights including all intellectual property rights in and to CDI shall remain the exclusive property of the University, and Contractor has a limited, nonexclusive license to use the data as provided in the Contract solely for the purpose of performing its obligations under the Contract. The Contract does not give a party any rights, implied or otherwise, to the other's data, content, or intellectual property, except as expressly stated in the Contract. 3. Safeguarding CDI a. Contractor shall ensure that its employees have undergone appropriate background screening and possess all needed qualifications to comply with the terms of the Contract and this Addendum, including but not limited to all terms relating to data and intellectual property protection. b. Contractor agrees that use, storage, and access to CDI shall be performed with that degree of skill, care, and judgment customarily accepted as sound, quality, and professional practices designed and implemented in such a manner to ensure the confidentiality, availability, and integrity of CDI and to avoid or prevent compromises, attacks and potential Data Breaches. c. Contractor will implement the controls reasonably necessary to protect any System owned or operated by Contractor that contains CDI: (1) using secure protocols and encryption to safeguard CDI in transit; (2) adding a host-based or external firewall to protect the System (or allowing the University to add a host-based or external firewall); (3) limiting administrative and remote access to the System; (4) limiting account access and privileges to the least necessary for the proper functioning of the System; (5) removing or disabling applications and services that are not necessary for the proper functioning of the System; (6) utilizing named user accounts and not generic or shared accounts; (7) utilizing Federated Single Sign On, Kerberos, or other industry compliant services for authentication and authorization; (8) avoidance of default passwords and capabilities that allow the changing of System and user passwords; (9) enabling an appropriate level of auditing and logging for the operating system and applications; and (10) take reasonable measures to protect CDI against deterioration or degradation of data quality and authenticity. d. The University reserves the right to request security information reasonably necessary to ascertain University's own compliance with state and federal data privacy laws. Upon the University's request, Contractor shall provide a copy of its most recent SOC 2 report, and that of any data center in which CDI is stored. The University may also require the Contractor to complete a Higher Education Cloud Vendor Assessment Tool (HECVAT) to ensure the services to be provided are appropriately assessed for security and privacy needs. Contractor agrees to cooperate with the University to ensure data is handled and systems are operated in compliance with applicable University policy and adopted standards. Page 2 of 4 287 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit A PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION KA-DSA-1.0 REV,JULY 2019 4. Product Maintenance and Support a. Contractor shall have a process for the timely review, testing, and installation of patches essential for safeguarding the confidentiality, integrity, or availability of the System or CDI. b. Contractor will implement best practices for change management procedures, including a formal process to ensure that changes to a System are introduced in a controlled and coordinated manner to avoid or reduce the possibility that unnecessary changes, faults or vulnerabilities are introduced to the System, or that changes made by other users are undone. c. Contractor shall ensure that all products under subscription are remotely supported via a secure connection method that includes an audit log of events. Remote access shall be limited to an as needed or as requested basis. Contractor shall provide University with notice 12 months before the product becomes unsupported. 5. Contractor Access to University Systems a. In accordance with applicable policies, University login credentials may be given to contractors for the purposes of scheduled troubleshooting, maintenance, or updates to software provided or supplied by Contractor and installed on University-owned computer equipment. In such a case, University will provide the Contractor with credentials for logging in locally or through a secured Virtual Private Network (VPN), if required. Credentials will be issued by the University through a help desk ticket and issued for a specified time and disabled once that time has expired. b. As a condition of the Contractor's access to University computing equipment the Contractor represents that they will not attempt to access any system(s) other than the one(s) designated in the help desk ticket. c. All work performed by the Contractor while connected to University computing equipment may be monitored or verified by the University. 6. Data or Security Incident a. If Contractor becomes aware that CDI may have been accessed, disclosed, or acquired without proper authorization, Contractor shall immediately notify the specified University contact. Contractor shall immediately take such actions as may be necessary to preserve forensic evidence and eliminate the cause of the incident. Contractor shall give highest priority to immediately correcting any incident and shall devote such resources as may be required to accomplish that goal. Contractor shall fully investigate the incident, and cooperate fully with the University's investigation of and response to the incident. b. Contractor shall promptly provide the University information necessary to enable the University to fully understand the nature and scope of the incident so that it can take appropriate action, including notice to individuals impacted and, if need be, notice to consumer reporting agencies as required by the Commonwealth's Breach of Personal Information Notification Act, 73 P.S. §§ 2301 et seq. c. In addition to any other remedies available to the University under law or equity, Contractor will reimburse the University in full for all costs incurred by the University in investigation and remediation of any incident, including but not limited to providing notification to individuals whose CDI was compromised and to regulatory agencies or other entities as required by law or contract; providing one year's credit monitoring to the affected individuals if the CDI exposed during the breach could be used to commit financial identity theft; and the payment of legal fees, audit costs, fines, and other fees imposed by regulatory agencies or contracting partners as a result of the incident. d. Upon request, Contractor shall provide University information about what Contractor has done or plans to do to mitigate any deleterious effect of the unauthorized use or disclosure of, or access to CDI. In the event that an incident requires Contractor's assistance in reinstalling software, such Page 3 of 4 288 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653, Exhibit A PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION KA-DSA-1.0 REV:JULY 2019 assistance shall be provided at no cost to the University. The University may discontinue any services or products provided by Contractor until the University, in its sole discretion, determines that the cause of the incident has been sufficiently mitigated. e. The Contractor shall coordinate all outbound communications regarding an incident with the University. 7. Compelled Disclosure of CDI a. Contractor shall promptly notify the University in writing of any subpoena, discovery request, court order, or other legal request or command to disclose CDI and provide the University sufficient time to obtain a court order or take any other action the University deems necessary to prevent disclosure or otherwise protect CDI. Contractor shall provide prompt and full cooperation in University's efforts to protect CDI. Upon request, Contractor will provide the University with a copy of its response. b. If the University receives a subpoena, discovery request, court order, or other legal request or command (including a request pursuant to the Pennsylvania Right to Know Law) or request seeking CDI maintained by Contractor, the University will promptly provide a copy to Contractor. Contractor will promptly supply the University with copies of data required for the University to respond, and will cooperate with the University's reasonable requests in connection with its response. 8. Data Transfer or Destruction Procedures a. Upon expiration or termination of the Contract, Contractor shall follow the University's instructions as to the preservation, transfer, or destruction of CDI. Any transfer to the University or a designated third party shall occur within a reasonable period of time and without significant interruption in service. Contractor shall ensure that such transfer/migration uses facilities and methods that are compatible with the relevant systems of the University or its transferee, and to the extent technologically feasible, that the University will have reasonable access to CDI during the transition. b. In the event the University requests destruction of CDI, Contractor agrees to destroy all data in its possession and in the possession of any subcontractors or agents to which the Contractor might have transferred CDI in accordance with standards that meet or exceed National Institute of Standards and Technology (NIST) Special Publication 800-88r1 guidelines pertaining to data sanitization using "purge" or "destroy" methods. Contractor agrees to provide documentation of data destruction. c. Contractor will notify the University of an impending cessation of its business and any contingency plans, immediately transfer any previously escrowed assets and CDI and provide the University access to facilities to remove and destroy University-owned assets and CDI. Contractor shall take all necessary actions to ensure a smooth transition of service with minimal disruption to the University. Contractor will also provide a full inventory and configuration of all hardware and software involved in service delivery. Contractor will work closely with its successor to ensure a successful transition in advance of the final transition date, with minimal downtime and effect on the University. Upon request by the University, Contractor shall certify in writing to University that return or destruction of data has been completed. Prior to such return or destruction, Contractor shall continue to protect CDI in accordance with the terms of the Contract and this Addendum. d. The Contractor's obligations under this section shall survive termination of the Contract until all CDI has been returned or securely destroyed. Page 4 of 4 289 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B I' ep 4t1 i I 1 IfitPr ( cI. to jr 141 Ij'Y' is I" r-' 1 I fil fribi . j5111 4, I: . .,:...31 ro ;\ 11 .,,,.. 4 4 1 ,,• -,, 1- 'I., ,,,a II4 ra It,w) li. i I; i , g •' 1 P i IF\3 t6 f ,:4 I r/ t. 1, PO# v f, r I 1reit'- A ,, r e i i I 4 .:. ,,,-. , if lot 1 itit:- : .„...i.f 1 1 _2,....--- iti -. .. ...m..,,= •.., . _!,:,;....,,,•,...,,..,.: Nilmit?.. i 1 _____ t v.,„1.,,! tit . y. .,44.4. •• • v. ,A,-. 4111 -- 00 : 2-9, : ,- . . ote....„ . ....,..,4,„ 4-47.$ 44. 79'-' 1'1470:; 4;:!.:: , 1,_ 714:; 0,.9180!-- -.. ' ___ i ''' : l I - •I,i - i ilireir--, 41H.:1, II: ' owl° A : 11 P.. ; '-.. . 04%1' 974-ri iti , ...„6 r,,,, . I I it 11 t‘. 1 ^ i ') . _.., 7:11k 1117"" 1 No i PENNSYLVANIA'S STATE SYSTEM OF HIGHER EDUCATION ( PASSHE) PARKING MANAGEMENT SOLUTIONS MARCH 15, 2023 @ 2:00 PM EST 1 PREPARED BY: IPS GROUP INC., 7737 KENAMAR COURT, SAN DIEGO, CA 92121 U.S.A. IPSGROUP.COM CONTACT: CHAD RANDALL, CHIEF EXECUTIVE OFFICER IPS GROUP DIRECT: 858.404.0607 FAX: 858.724 3553 290 DocuSign Envelope ID:FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B EVALUATION CRITERIA PROPOSAL COMPLIANCE EVALUATION LOCATION/PAGE Tab E Page 87 Demonstrated Understanding of the State System's Tab D Page 59 Requirements Tab C Page 40 Tab F Page 96 Tab B Page 8 Company Qualifications/Experience Tab C Page 59 Technical Requirements Tab D Page 59 Value-Added Services Attributes Tab G Page 100 Cost Tab E Page 103 291 DocuSign Envelope ID:FB4613F1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B TABLE OF CONTENTS EVALUATION CRITERIA 1 TAB A PROPOSAL COVER LETTER 3 TAB B ORGANIZATION AND RESSOURCES 8 TAB C WORK PLAN 40 TAB D TECHNICAL REQUIREMENTS S9 TAB E MANDATORY REQUIREMENTS 87 TAB F DELIVERABLES 96 TAB G VALUE-ADDED SERVICES ATTRIBUTES 100 TAB E COST PROPOSAL 103 APPENDIX 105 Important note:IPS Group Inc. ("IPS')has made an effort to be as thorough and responsive as part of our request for proposal(RFP)submission. In doing so, we are providing valuable and protected information, including ideas and concepts that IPS considers to be confidential. Release of IPS confidential information may cause irreparable harm to IPS by publicly disclosing such information that is not publicly known. IPS respectfully requests the right to be notified and provided an opportunity to redact such confidential information in the event of any third-party request for public disclosure. If the equipment proposed is subject to the FCC rules, the equipment will comply with the appropriate rules before delivery. For products or specifications that require customization, or a new product release based on specific or new technical specifications, this proposal shall constitute a conditional sales contract and delivery shall only be made contingent upon compliance with the applicable equipment authorization and technical requirements. IPS, IPS GROUP, and other IPS-owned marks are trademarks and/or registered trademarks of IPS Group Inc. IPS reserves all rights to the IPS copyright materials contained herein. All third-party company names, product names, and trademarks are owned by their respective owners and are used for reference purposes only. IPS Group disclaims any affiliation with or endorsement by any of the companies referenced above. 292 DocuSign Envelope ID:FB468F1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B I TAB A PROPOSAL COVER LETTER 0 f c,- , AA emir -AIsa rwr yam, e 44 - - I -- — 1 , . Fa :-. _ - f' r: M- lime, iL 293 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B 7737 KENAMAR COURT / , SAN DIEGO.CA 92121 1877.630.6638 IPSGROUPCOMGROW March 15, 2023 Kathy Lucas, CPSM Pennsylvania's State System of Higher Education (PASSHE) Procurement Shared Services Office 717-720-4279 klucas@passhe.edu IPS Group is excited to respond to the Request for Proposal Parking Management Solutions. In understanding Pennsylvania's State System of Higher Education (PASSHE) parking program and relatively recent parking technology investments. IPS is confident that the following proposal and services will provide PASSHE with a parking management solution services and equipment that include the latest innovations and technology, available for use by the state System and other public agencies nationally, including state and local governmental entities, public and private primary, secondary, and higher education entities, non-profit entities, and agencies for the public benefit (Public Agencies), through OMNIA NCPA) Partner's cooperative purchasing program., which IPS is already contracted with. IPS IS THE SMARTER CHOICE Given that IPS Group is a US- based manufacturer, our lead times are amongst US-based Manufacrurer the best in the industry. The scalable technologies • All data is secured and stored offered by IPS are aimed at providing within the United States reliability, efficiency, and performance to create a • Fully-Integrated Solution To successful, easy-to-use program for not only PASSHE PASSHE but more importantly its patrons, One-commond back-office across parking technologies students, and visitors. Paying for parking should be • Seamless integration with a seamless and fluid experience for the public PASSHE's current vendors -as while the maintenance and management of parking necessary. technology and services should be practicable and straightforward for PASSHE staff. IPS recognizes that PASSHE does have an existing investment in enforcement services and is amenable to integrating and working with those partners in the event PASSHE decides to retain those services. IPS also values PASSHE's confidentiality and ensures that all data is processed, secured, and stored within the United States. 294 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B Chad Randall, Chief Executive Officer, chad.randall@ipsgroupinc.com, and Brian Webber, General Counsel, Brian.webber@ipsgroupinc.com are the authorized officers to sign the contract if awarded. For this project, IPS will be partnering with Motorola/Vigilant solutions to coordinate the LPR Enforcement System for vehicle patrol units. The mobile license plate recognition systems (LPR) will be completely integrated with IPS Group enforcement and citation issuance software. In partnering with PASSHE, IPS will work to ensure a seamless implementation of the Parking Management Solutions —taking a phased and strategic approach (if needed) to minimize IPS Group, Inc. is the operational interruption. only company to Tim MacEldowney, Accounts Specialist, and Randy Lassner VP of offer a fully Enforcement Services will maintain a close working relationship integrated parking with PASSHE throughout the migration process and the management end-to- integration with PASSHE's existing software. Tim and Randy will end suite of products be also PASSHE main contact to conduct the contract that all connect to negotiations. one powerful Cathy Bock, Enforcement Project Manager, will also be backend system responsible for managing the project through all stages of the implementation and day-to-day operations, including the integrity of the service and performance. For integration requirements with PASSHE's third-party vendor programs, IPS has proven capabilities, all we need is to receive the data format specification, transmission API, and frequency from the vendor. Alternatively, if the vendor does not have this information, IPS can provide standardized data share API and documentation. As required in the RFP, IPS commits to the financial arrangement and terms proposed in the proposal. IPS also complies and certifies that: The proposal is being submitted in accordance with the terms outlined in the RFP. We acknowledge the addenda a/A released. IPS will honor the provisions of this proposal and warrant that this proposal will remain valid during the entire solicitation and award process. IPS is not under suspension or debarment by the Commonwealth of Pennsylvania, any other state, or the federal government to the best of our knowledge. IPS is not tax delinquent with either the Pennsylvania Department of Revenue or the Pennsylvania Department of Labor & Industry to the best of our knowledge. We acknowledge that if IPS is currently under suspension or debarment, or if it owes delinquent taxes, the proposal may not be accepted or considered by the State System. 295 DocuSign Envelope ID:FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B A CUSTOMIZED SOLUTION FOR PENNSYLVANIA'S STATE SYSTEM OF HIGHER EDUCATION (PASSHE) To meet Pennsylvania's State System of Higher Education (PASSHE)'s Scope of Work, IPS Group is proposing our Fully Integrated Parking Management Suite where Pennsylvania's State System of Higher Education (PASSHE) can expand its parking program by implementing our Enforcement and Permit Management Solutions. We offer the most modern, connected full-integrated solution to help your staff maximize efficiency in enforcement workflows: Please refer to the following pages for a full description of the Key features). MULTI-SPACE PAY STATION MS1TM Multi-Space Pay Station: IPS pay stations offer many payment options (credit/ debit card, coins, smart card, pay-by-cell, and NFC contactless payment) and are built for both ease of maintenance and ease of customer interaction. The MS3T" Multi-Space Pay Station: The MS3TM Pay Station features a full-color screen with multiple languages and the flexibility of an optional touchscreen. With the MS3TM, you can give your patrons easy-to-read parking instructions in a vibrant showcase. For your staff, the MS3TM ties into the powerful IPS Data Management System, allowing you in-depth analysis of parking patterns and the ability to remotely update rates. IPS Data Management System (DMS) with Advanced Analytics: Our newly updated DMS with Advanced Analytics is a secure web-based application that allows parking professionals to manage an entire parking network with ease. It provides a comprehensive set of financial, technical, and administrative reporting features paired with remote meter configuration, allowing managers to seamlessly integrate parking meters with Vehicle Detection Sensors, pay-by-cell capability, Enforcement and Permitting, and other smart applications. PARK SMARTERT" app: The IPS PARK SMARTER' mobile phone app is a free, convenient tool: It sends expiration alerts and lets patrons pay for additional time to prevent fines. For sensor-enabled parking systems, also allows wayfinding, alerting patrons to available open spaces. PARK SMARTER' is fully integrated with the IPS Enforcement system and does not require PEO's to check a backend system for adherence. BACK-OFFICE MANAGEMENT Enforcement Management System (EMS): Our end-to-end cross-compatible web-based citation management system manages the entire lifecycle of parking citations including issuance, adjudication, payment, DMV communications, and collections. 296 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B Permit Management System: The Permit Management solution offers parking managers the flexibility and convenience to manage the entire parking permit lifecycle from initial design through fulfillment via a web-based system available 24/7. PUBLIC FACING PORTALS Public Citation Management Portal: A customer-facing website that lets the public review the status of their citations; view fine amounts, including late fees; pay or contest citations, as well as obtain receipts or additional information. Permit Public Portal: A customer-facing website that lets the public view rates and availability, apply for a permit, upload verification documents and pay online. WHAT SETS IPS APART FROM THE COMPETITION? Since 1994, IPS has partnered with cities and universities worldwide to build Smart Parking solutions that bring Smart Cities and universities to life. CIO magazine cited IPS as a Top 25 Government Tech Solutions Provider. IPS delivers the best long-term value in the industry— durable, feature-rich products built to meet the needs of today and adapt to the needs of the future. IPS is the only provider in the parking industry to offer a Fully integrated Parking Management Suite. Unlike our competition, we can provide a single source for all your parking needs. We believe that when you compare the strength and experience of the IPS team, the customer convenience of the proposed solution, and the superior total cost of ownership, you will see a compelling story and agree that our team is exceptionally positioned to provide Pennsylvania's State System of Higher Education (PASSHE) with outstanding products, people, and support. We look forward to building upon our successful relationship in the months to come. STATEMENT OF ABILITY We at IPS Group confirm that we comply with the requirements of this document. IPS does not have any inability to perform the requirements of this document. IPS does not have any lawsuits or litigation pending or resolved within the past 12 months. Respectfully, ou p &a Chad Randall – Authorized to bind services and pricing Chief Executive Officer, IPS Group, Inc. 7737 Kenamar Ct., San Diego, CA 92121 858.404.0607 Chad.Randall@ipsqroupinc.com 297 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B TAB B ORGANIZATION AND RESOURCES P rt t, .....Fy ywui L,, 3 a y I n .* # 111 iki-P, ei , . , Ls. - . il I A,. 1 0 N. ' ) I I 4411. N....., _:. _ 0 4 a , ft o o p 298 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B B. Organization and Ressources 1. Include the following: a. A brief narrative introduction and company background. OUR MISSION IS TO TRANSFORM UNIVERSITIES BY SUPPLYING THE MOST TECHNOLOGICALLY ADVANCED, VALUABLE, AND USER- FRIENDLY SMART PARKING SOLUTIONS IN THE WORLD IPS Group, Inc is pleased to submit a response to Pennsylvania's State System of Higher Education (PASSHE)'s RFP for Parking Management Solutions. Our solution directly addresses your Technical Proposal and Appendix A as presented in the RFP. IPS FULLY UNDERSTANDS PENNSYLVANIA'S STATE SYSTEM OF HIGHER EDUCATION (PASSHE) FOR PARKING TECHNOLOGY We have carefully reviewed the RFP requirements to provide the most effective proposal with the greatest long-term value. We would like to offer PASSHE a customized solution that is not out of the box. As a U.S.-based, IPS will be committed to not only meeting your expectation but exceeding them. IPS drives Smart Cities and Universities' evolution as an innovator and trusted provider of Smart Parking technology. IPS offers the industry's only Fully-Integrated Parking Management Suite. Several IPS customers have already subscribed to the complete product suite for the ease of campuswide parking data integration and access to all parking applications via one cloud-based platform. The Suite of Smart Parking products includes single- and multi-space meters, sensors, enforcement and permitting solutions, and mobile payments that connect to one, powerful parking management system. Our Permit Management solution offers the flexibility and convenience to manage the entire parking permit lifecycle from initial design through fulfillment via a web-based system, offers additional payment methods, and is fully-integrated with the IPS Enforcement Management System. The system supports an unlimited number of rates and permit types offered in multiple formats such as decals, hang tags, and/or virtual permits. It gives the Universities the ability to search for the most current and accurate permit information by license plate number, location, contact name, or permit number, as well as check on permit order status, 24/7. or more than two decades, IPS has been committed to the design, engineering, and manufacturing of intelligent parking technologies that shape the industry such as payment processing systems, SaaS management software, and low-power wireless telecommunications. Based in San Diego, CA, IPS is the proud inventor of the credit card-enabled single-space parking meter and has more wireless parking devices deployed across the US than our 299 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B competitors combined. To date, IPS has sold more than 300,000 wireless devices in over 300 cities worldwide. The secure, cloud-based solution aggregates the data from all integrated devices into meaningful analytics and reports. A truly integrated solution allows cities, communities, and universities of any size to manage their entire parking network from anywhere, anytime, with single sign-on (SSO) access to all applications and consolidated parking data in one place. While the IPS Parking Management Suite offers all the interrelated parking applications your University may need, it can also seamlessly integrate with any third-party service via API telecommunications. Just as you do, we prioritize service and ease-of-use for our customers. Working with IPS will enable the University to have a full analysis of all permitting data to allow the University staff to query and understand trends within the data. IPS Enforcement and Permit Management Solutions are future-proofed and scalable, allowing the University to continue to track parking citations from issuance to collection as its needs grow. WHAT SETS IPS APART FROM THE COMPETITION? IPS is one of the few vendors listed as an Authorized N lets (National Law Enforcement Telecommunications System) Partner. This means that as part of the IPS Ecosystem, the University can obtain out-of-state Registered Owner (RO) information from all 50 states, the District of Columbia, and select Canadian Provinces with permissions. The IPS Mobile Enforcement System is designed to be the most intuitive system on the market and is a fully cloud-based solution that eliminates system reliability issues that can occur with legacy infrastructure. Features such as e-chalking, mobile LPR, guided enforcement, Geocoding, and image capture provide enhanced evidence collection for ticketing. IPS offers a choice of one-piece or 2 pieces (handheld + printer) ticketing systems, with both Android and iOS options. Further, the IPS system allows for integration with an unlimited number of platforms. We pride ourselves in our cooperative nature and our ability to collaborate with any third-party application. Our goal is to develop a long-term partnership, rooted in open, honest communications, close cooperation, and practical application of parking technologies. Our project approach includes proven technology, seasoned team members, and solid experience using such technology to improve customer satisfaction and optimize and increase parking revenue requirements. 300 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B Our high-performing leaders will apply best practices to ensure that the entire solution is implemented within budget, on schedule, and within scope. We strive to provide the tools to ensure the PASSHE's success long-term 0 U U THE DIVERSE IPS TEAM POSSESSES MORE THAN 200 COMBINED YEARS OF EXPERIENCE IN SPECIALTIES RANGING FROM MANAGEMENT, R&D, SALES, AND MARKETING, TO ENGINEERING AND CUSTOMER SUPPORT. lir IF 1 It tr,z.N t IIIM Il al! ill".. 1- 6' ' CHAD P. RANDALL VASU MOHAN GARY MELONEYIPSChiefExecutiveOfficerIPSChiefOperatingOfficer ROLE:Oversees ManufacturingIPS Chief Technical OfficerROLE:Authorized to Bind and ROLE: All Meter&Back Office Negotiate Operations Technical Integration As CEO,Chad Randall is responsible As COO,Vasu Mohan is responsible for for oversight of the entire IPS all things related to manufacturing Gary Meloney serves as CTO of Group operation. Chad joined the operations, including supply chain, IPS Group, Inc.As CTO,Gary Company in 2008,bringing many manufacturing operations,assembly oversees the management of the years of Fortune 500 corporate operations,warehousing,and freight Parking Meter Engineering Group experience in both the automotive management.Prior to IPS,he was and maintains supervision over and instrumentation industries. In responsible for doubling his company's the technical and operations addition to business management,business to support the worldwide units.Gary joined IPS in 2016 with Randall has functional experience in response for COVID testing,detection, 35 years of software and engineering, manufacturing, and vaccine development. Vasu has hardware design experience with been in the instrumentation,wireless a major focus on loT devices and marketing,and product line services.Gary is responsible for management. Randall holds a and life sciences industries for over 25 Bachelor of Science in Mechanical years,with roles of increasing new product innovation,design, Engineering from Rose-Hulman responsibility in Design and and managing legacy systems. Institute of Technology and a Manufacturing Engineering, Planning, Master's in Business Administration Procurement, Finance, Marketing and from Harvard Business School. Commercial Operations.Vasu has a BS and MS in Mechanical Engineering from New Jersey Institute of Technology, and an Executive MBA from AT&T/Columbia. 301 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B r 2 '- ; IPS TIMELINE 1994 IPS Group South Africa Iestablishedasoneofthe first manufacturers of card 2 0 0 0andcoinmulti-space parking pay stations IPS Group. Inc.USAF Incorporated in Pennsylvania 2002 Deloitte Fast 50 Award40 101 2005 AST5Q Smart" single-space 2 O 0 7 parking meter invented First credit card enabled, solar-powered single-space parking meter installed 2009 TechAmerica TechAmerica WINNER Green Technology"Award 2011 Wireless vehicle detection sensors developed Corporate Social Responsibility donation meter program begins 2012 P,;, c,CONp4, - U.S.Conference of Mayors Award L .1;1 1e, 2013 for public/private partnership Vik Kops Humanitarian Award M5'"next generation single- Connected World Award r? space parking meter introduced Revolution pay station retrofit kits and MS1'"multi-space4It 2 015metersdesigned IPS meters are CDMA certified IO First end-to-end cloud-based enforcement solution created PERK 201 6 Dome-mount sensor developed, 5171aRTER" providing the most accurate New innovative solutions data on the market introduced including PARK SMARTER'"'mobile 201 7paymentappand My Parking Receipt'" IPS calculated a reduction in U.S.CO2 emissions of 34.192 M1104111114 2 018 metric tons,after partnering with Verizon to lessen miles driven to find available parking. Launched Enforcement& Permitting Management System as a vital compo- 2 0 2 0nentofatrue,fully- integrated solution M53 color screen,multi- Reached 160+ Patents • fl ' language pay station IPS Group Innovation Studio introduced introduces Alexa-enabled Data Analytics in development phase 302 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262AOBBC CW18653,Exhibit B 9 AWARDS RESULTING FROM ITS SIGNIFICANT INVESTMENT IN R&D, IPS GROUP OWNS 160+ PATENTS, A LIST THAT CONTINUES TO GROW. We believe our experience in the technology and telecommunications industries has helped us create products that provide the best combination of convenience, user experience, enforceability, and cost of ownership among any parking meter product in the industry today. Our awards reflect our commitment to surpassing expectations in innovation and providing an outstanding client experience. AS EVIDENCE OF OUR COMMITMENT, IPS HAS BEEN RECOGNIZED WITH THE FOLLOWING AWARDS: FIRST PLACE IN THE DELOITTE TECHNOLOGY FAST 50 an honor bestowed upon the fastest growing technology companies) INTERNATIONAL DESIGN 101 1M01111IitwM0.0C, A O CLEAN TECHNOLOGY c4(11F CONNECTED WORD VALUE CHAIN 4e @APS US MAYORS FOR EXCELLENCE IN PUBLIC/PRIVATE PARTNERSHIP tett a ' for Coin/Credit Parking Meter Technology Upgrade in the University of Los Angeles, CA VIC KOPS HUMANITARIAN AWARD, ALONZO AWARDS Tech/'1rtltr°c_... SMART UNIVERSITY PARKING SYSTEM, GOOD DESIGN SELECTION WINNER Commercial and Industrial Category, 2014 2014 INTERNATIONAL PARKING INSTITUTE PARKING MATTERS MARKETING & COMMUNICATIONS AWARD IOW CIO TOP 25 GOVERNMENT TECH, IPI PEOPLE'S CHOICE AWARD, 2 CONSECUTIVE YEARS Voted best in show Q` IPS RECOGNIZED AS GREEN STAR EXHIBITOR, INTERNATIONAL 2018 PARKING AND MOBILITY INSTITUTE CONFERENCE Committed to Environmental Sustainability and Green Initiatives cl4N7stariAvi, c 2022 IPS Group,Inc.All rights reserved. 303 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B b. A summary of the key features and competitive advantages of the proposed solution. IPS meets all the requirements described in the RFP and proposes to Pennsylvania's State System of Higher Education (State System) a fully integrated parking management solution that includes the latest innovations and technology, available for use by the State System and other public agencies nationally, including state and local governmental entities, non- profit entities, and agencies for the public benefit (Public Agencies), through OMNIA Partner's cooperative purchasing program. We propose to PASSHE a choice between our MS1T" and MS3TM, we have included the key features of each of them. We also propose our Enforcement Management Solution and Permitting Solution. Below is a summary of the key features and competitive advantages detailed. M S1 TM MULTI-SPACE PAY STATION 111 11 II f 1 2 3 4 $ 67 $ $ & I 4 A B C D E , MNppO S T V w it The MS1TM incorporates the unique features of the proven IPS single-space platform while offering customer-focused features such as IntelliTouchTM transaction processing. The MS1TM features a robust hardware design, which includes a stainless-steel cabinet and armored glass. 304 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B KEY FEATURES Accepts credit and debit cards, coins, tokens, smart cards, "touchless" pay-by-phone integration, NFC/contactless (optional), EMV (optional), and bill notes (optional). Ir Available in Pay-by-Space, Pay-and-Display, and Pay-by- Plate with the simple change of a keypad and firmware update. Separate maintenance cabinet and collection vault. The cash box is housed in a secure vault that features a six- point locking system and a high-security lock. Highly secure, stainless steel cabinet with weather and o , graffiti-resistant powder coating and scratch-resistant armored glass LCD display window. 1.0 Independently certified to operate in all climate types and temperature ranges of -20°F to 120°F. Modular parts allow for easy servicing in the field with just a Phillips screwdriver. ADA compliant. Enables strategic price structures including demand- based and variable-rate structures. Automatic alerts are sent to technicians or staff members in the field via email, text, or both. Pre-integrated with IPS meters/sensors, most pay-by- phone, and guidance/enforcement applications. Interchangeable components with IPS Single Space Smart Parking Meters. Real-time online secure credit card authorizations, coin payment, and wireless download of rates and messages via the cellular network. Provides customers with the easiest user interface on the market. IntellitouchTM offers additional flexibility to complete a transaction in any order the user chooses. Easily upgrades to contactless payment and/or EMV- approved card readers in the future if desired by PASSHE. 305 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B BENEFITS OF THE MS1TM INCLUDE: Flexibility: The MS1TM is available in pay-by-space, pay- and-display, and pay-by-plate models. A simplein t. change of the keypad and a firmware update is all that111 li is required. Robust Hardware Design: Highly-secure, stainless steel cabinet with weather and graffiti-resistant powder coating and scratch-resistant armored glass LCD display window 1 N" Unparalleled Power Efficiency: Powered by an environmentally-friendly solar panel and a combination rechargeable and back-up battery pack 11111 to maximize ongoing power. Customization: Configurable buttons are available for help screens, alternative languages, max time, and j 1 ZI more. Guaranteed Quality: High-security stainless steel housing with weather and graffiti-resistant powder coating makes it both durable and easy to maintain. Improved Visibility: Blue LED lighting above the r , display provides enhanced visibility for motorists, technicians, and collections staff. i Customer-Friendly Interface: IntelliTouchTM provides additional flexibility when completing a transaction. Users may begin the payment sequence in any order. The MSP will then guide them through the transaction. Dependability: Pay stations to communicate wirelessly on the GPRS 3G/4G cellular network, ensuring fast and reliable communications while processing secure credit card authorizations, wireless downloads of rates and messages, and transmissions to DMS. Easy Maintenance: Modularly designed with the technician in mind for easy plug-and-play maintenance. Future-proof Design: IPS Group's open interface provides seamless integration with third-party systems, such as enforcement, permitting, and ANPR automatic number plate recognition) in order to further optimize parking operations. 306 DocuSign Envelope ID:FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B M s3TMMULTI-SPACE PAY STATION p CQE:=3 litDart i The MS3TM Pay Station features a full-color screen with multiple languages and the flexibility of an optional touchscreen. With the MS3', you can give your patrons easy-to-read parking instructions in a vibrant showcase. For universities' staff, the MS3TM ties into the powerful IPS Data Management System, allowing you in-depth analysis of parking patterns and the ability to remotely update rates. PHYSICAL FEATURES Display: Large Color, touch Screen) (optional), multi-language, 800x480 pixels, and allows alpha-numeric or graphical messages. The display is protected by the anti- glare coated bonded glass (standard). Payment accepted: Credit and Debit Cards, smart cards, coins, tokens, pay-by-cell, smart payments through apps like Apple Pay and Android Pay, and Optional bill notes. Cabinet Housing: Unibody construction, High-grade corrosion- resistant stainless steel treated and covered with weather and graffiti-resistant powder. Protected by a six (6) point secure locking system. Sustainable: Combines solar panels with battery back-up for maximum power efficiency. A great choice for Green Initiatives. 307 DocuSign Envelope ID:FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B KEY BENEFITS OF THE MS3TM INCLUDE: Flexible: The MS3 is available in pay-by-space, pay-and- display and pay-by-plate models. With modular parts, it's easy to change modes when needed. l J Customizable: Configurable buttons include help screens, I r multiple language options, plus or minus time, and more. Upgradable: Your existing MS1 inventory can be easily upgraded to MS3 models. Check with your sales rep for details and additional costs. 21kX% Environmentally Friendly: Combines solar panels with battery backup for maximum power efficiency. A great choice for Green Initiatives. 000000000000 Environmentally Strong: Highly secure, stainless steel cabinet with graffiti-resistant powder coating and scratch-resistant bonded LCD is durable and easy to maintain. MS3 pay stations can withstand vandals and extreme weather conditions. Customer-Focused: Our unique IntelliTouchT" interface offers patrons the flexibility to complete transactions in the order they choose. Pay-by-plate automatically populates when patrons use PARKSMARTERT" mobile payments or their My 1pHParkingReceiptTMaccount. Maintenance-Friendly: Modularly designed with the technician in mind for easy plug-and-play maintenance. Security and Peace-of-Mind: Each unit contains a separate maintenance cabinet and collection vault. The cash box is housed in a secure vault that features a six-point locking system and a high-security lock, protected from thieves,1111nestinginsects, and animals. Future-Proof Design: The IPS Group's open interface provides seamless integration with enforcement, permitting, and 1110licenseplaterecognition. Additional Payment Options: Upgradable to contactless payment and/or EMV-approved card readers. TECHNOLOGY Imo COLOR WIRELESS ULTRA-LOW POWER INTEGRATION READY RFID TECHNOLOGY 308 DocuSign Envelope ID:FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B M5TM SINGLE-SPACE METER AIM O2:1 Rate Pet Hour $2 00 441.1111.1.1111111111.11111. Max Stay 4 hours EXPIRES 05.38 PM AIL- 11110 Am es 11;11 CD ' VISA I"r. i 4 v. ' 1 1114I . , 4 0 n ‹ d or" t" t r =I V 4.. IPS proposes to PASSHE the M5TM Single Space Meter for smart parking. IPS Single Space Meter M5TM will maximize the infra-structure and will be fully operational after implementation. The credit card-enabled single-space smart meter patented by IPS offers multiple payment options including coins, credit/debit cards, optional NFC/contactless payment (such as Apple Pay and Android Pay), smart cards, and tokens, access to real-time data, solar power technology, and a comprehensive web-based meter management system. 309 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B FEATURES AND BENEFITS OF THE M5TM SINGLE-SPACE METER FEATURES BENEFITS Keypad has four easy-to-read Easy, intuitive user interface increases mechanical buttons for intuitive patron satisfaction with their parking payment navigation—rated for more experience. The longevity of buttons cuts down on replacement than 250,000 cycles Maximizes ongoing power. Offers a Patented combination solar power power-efficient energy source that and battery system reduces the frequency of battery replacement keeping batteries out of landfills and the ocean Retrofits into existing meter Cities and universities can easily upgrade housings/poles, and maintains all their entire fleet of meters quickly and inexpensively without having to entirely current meter enforcement and replace meters which translates into collection processes with minimal effort significant cost savings in the long term Meters accept payment with Cities and universities report increased revenue, due to credit card acceptance. credit/debit card, coins, tokens, and Patrons report satisfaction due to ease of smart card payment Contactless payment acceptance with Makes the payment process less burdensome for the contactless card and NFC applications such as Android PayTM smartphone users. Speaks to the ease of and Apple PayTM use of IPS meters RFID technology automatically identifies / Reduces the risk of losing expensive data the meter location and downloads the keys and eliminates the need to physically correct operating parameters from the visit each meter saving countless staff hours DMS when meters are installed/replaced Meters wirelessly notify parking Eliminates the need for parking operations staff of any vaults, such as a maintenance officials "roving", cutting card reader or coin validator jam, via costs and reducing CO2 emissions text message, email, or both 310 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B VEHICLE SENSING SOLUTIONS 4-11 DOME MOUNT SENS. ' DOME MOUNT SENSORS IPS Dome Mount Sensors reliably detect the presence and absence of a vehicle in a parking space, while recording arrival and departure times. fl IPS sensor data integrates seamlessly with the IPS Data Management System and enforcement applications, creating a powerful system for monitoring real-time occupancy and analyzing parking trends. BENEFITS OF IPS DOME MOUNT SENSORS INCLUDE: No street work is required — the sensor is integrated directly p into the meter dome Ability to reset the meter to zero when a vehicle leaves the parking space. Ability to prevent meter feeding, thereby generating turnover. Ability to offer courtesy time resulting in positive public perception of the meters. Access to real-time occupancy data. Installed under the ground or in the meter dome, eliminating the need for additional infrastructure. Proven to increase revenue. Easy access for maintenance and/or replacement Configuration for any parking environment Wireless connection to the IPS meter. Sensor data communicated/transferred via cellular network 311 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B DATA MANAGEMENT SYSTEM (DMS) REPORTING & ANALYTICS THE IPS DATA MANAGEMENT SYSTEM IS THE PERFECT SOLUTION THAT WILL ALLOW PASSHE USERS TO MANAGE THEIR PARKING AND USE ALL THE FEATURES DESCRIBED BELOW ANY TIME. A comprehensive set of financial, technical, and administrative reporting features paired with remote meter configuration make the DMS both intuitive and powerful. DMS analytics creates a visual representation from large tables of data to help managers gain helpful insight into the patterns and trends of their parking program and leverage this information to derive future strategies and optimize systems. All reports are flexible with customized views for comparison purposes and/or to reveal what-if" scenarios. With these fully integrated tools, customers can better manage the financial aspects of PASSHE's parking program. All reports can be exported into various formats, including XLS, CSV, and PDF. SEAMLESS INTEGRATION The DMS allows managers to seamlessly integrate parking meters with vehicle detection sensors, pay-by-cell capability, and other smart applications. A standard web browser is the only tool required to access the DMS and to make changes/configurations to PASSHE's meters. Hardware requirements: IPS provides a hosted DMS; there is no local hardware required other than internet access. Network requirements: IPS recommends a high-speed internet connection to the DMS service, such as cable or DSL access. Operating system software requirements: An internet browser is the only tool required to access the system. Windows and Apple iOS are typical. Browser requirements: Any current internet browser will be sufficient to access the IPS DMS. MS Explorer, Mozilla Firefox, Google Chrome, iOS supported browsers are all compatible, including mobile phone browsers. 312 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B ENFORCEMENT MANAGEMENT SYSTEM (EMS) IPS PROPOSES TO PENNSYLVANIA'S STATE SYSTEM OF HIGHER EDUCATION (PASSHE) a solution that manages the entire citation lifecycle from issuance to collections and incorporates state-of-the-art, real-time technology, and dedicated customer service resources. The complete Enforcement Management Solution seamlessly integrates with a number of Smart Parking Technologies including IPS single-space Smart Parking meters, multi-space pay stations, License Plate Recognition (LPR) technology, Permit Management, Code Enforcement, and pay-by-phone apps. This is back-end software that is used by PASSHE's staff. We also propose the Citation Public Portal for the students or/and visitors. Please refer to the appendix for the brochure. CITATIONPORTAL C es lig atli ENFORCEMENT MANAGEMENT SOLUTION FEATURES BENEFITS No local hardware required Easily accessible from any location and any web-enabled device Cloud-based to provide real- Quick deployment and adoption time data Scalable up or down with minimal time and effort Streamlined upgrade process compared to on- premise solutions, which can be time- consuming and complicated Quick and easy access to information in real- Dashboard with visual time analytics and heat maps Customizable to present most valuable information to PASSHE and get a pulse on all enforcement activity 313 DocuSign Envelope ID: FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B At-a-glance overview with the ability to easily drill into specifics Easily slice and dice data the way you want. Simple to configure pre-defined reports, or Robust reporting with pre- more drilled-down customized reports defined Administrative, V Gives the power to mine data and create Financial, Technical, and custom reporting on demand reports Quickly and easily utilize pre-configured reports to track finances, DMV data, citation status, or team performance Complete citation lifecycle A broad and universal view allows complete history of citations paid, comprehension of the complete lifecycle of contested, closed, or voided each citation at a glance Citation summaries include photos, notices, letters, V Captures important data associated with adjudications, and payments citation information 24/7 Online registration and permit Easy online access raises parker's satisfaction ordering levels IPS Group is one of a select group of companies that have V Unlike our competitors, IPS has a DIRECT integrated with National Law integration with Nlets. This means more Enforcement (Nlets) in all 50 immediate and more comprehensive law states, DC, and select Canadian enforcement information to universities. Provinces with permissions. V Numerous ways to access customer service- immediate help solutions including Phone, Email, and Live-Chat Live chat support V Provides a convenient way to talk with an agent while going about their day —fast connection time, communication trail can multi- task Advanced smart search V Offers instant search suggestions and accurate capability results 314 DocuSign Envelope ID:FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B Seamless integration with IPS V Plug-and-play simplicity, no matter who the and third-party technologies other third-party vendors are in your parking ecosystem High-resolution color photos, e- V Allows for quick and easy presentation of real- chalking, and heat mapping time data and provides stronger evidence Scofflaw and customized V Data is available when you and how you need it notifications V Officers alerted to repeat offender status in real-time to cite accordingly PUBLIC CITATION MANAGEMENT PORTAL CITATION PORTAL Citation Information o: .u.omaoen•'m 111 r l I Pay My Citation ) View Citation History I Contest My Citation OITATIONi, : r 111 PORTAL aINC1.5.1y12 Back 1 s Issuing10, CAgency: KY of IPS IP 1141 Citation C. 1041009 Plate.TESTI Plate State' CA Sin: 9999 r Issue Date: 03/20/2017 location: JEREM,E VILLAGE Violation Code: 21113(A) Amount Due. S25.00 IPS Proposes to PASSHE, the Public Citation Management Portal, a website that allows students and/or visitors to access details about their citations and take action in a convenient, paperless process completed in real-time. Students/visitors can review the current status of their citations, review fine amounts including late fees, pay, or contest their citations, and obtain a receipt or additional information. Features at a Glance Review current and comprehensive citation, transaction, and appeals history 315 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B Contest a citation and upload supporting documents Pay citation and receive a receipt in real-time Access via any internet browser, on any web-enabled device Payment accepted via any major credit card: Visa, MasterCard, Discover, and American Express Payments processed and citations updated in real-time Live chat support PCI Certified PUBLIC CITATION PORTAL FEATURES BENEFITS Real-time access to citation status V Gives needed information to citizens and transaction history easily and on-demand Highly secure PCI-compliant V Citizens' private information is completely application secured Customizable branding V Provides flexibility to change text should procedures change Comprehensive (Smart) FAQ V Users can quickly and easily receive answers to their questions Saves money on customer service expenditures Makes payment easy for users Accepts all major credit cards Increases paid citation ratio 316 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262AOBBC CW18653,Exhibit B MOBILE ENFORCEMENT SOLUTION HANDHELD IPS proposes to Pennsylvania's State System of Higher Education (PASSHE) a choice between a two-piece or one-piece mobile handheld. Below are the key features of each one. e mew P 0 Two-Piece Handheld Option 1 One-Piece Handheld Option 2 Our Mobile Enforcement Solution supports both Android/iOS and offers both a one-piece or two-piece unit compatible with all printer configurations. RECOMMENDED HARDWARE Handheld Device: IPS is proposing either a Samsung Note 9 or iPhone X Printer: Seiko MP-B3OL Bluetooth printers (Two-piece option) Printer Compatibility: Windows 7, 8, 8.1, and 10. Availability for Android, iOS, and Windows CE print class Printer Capabilities: Print high-resolution receipts at 127mm per FEATURES AT A GLANCE Real-time syncing to secure/encrypted LMS back office Scofflaw and customized alerts Integrated thermal printer (1-piece unit) Magnetic strips and smart card reader for in-field payment collection E-chalking Shift tracking Customizable user dashboard High contrast easy-to-read screen — even in harsh daylight conditions Type-ahead field input GPS tracking High-res color images (2mp 1080 p @3fps color image) Automatic software updates IP65 rating (Operating temps tested to MIL-STD 810F -20° to +50° C) 317 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B LICENSE PLATE RECOGNITION TECHNOLOGY We are currently partnered with Motorola (Vigilant), however, the Enforcement Management System can integrate with any third-party LPR provider that PASSHE desires. Please refer to the product brochures in the appendix. IPS can integrate our Enforcement and Permit Management Solutions with any License Plate Recognition (LPR) provider to form a fully comprehensive, advanced, virtual permit and citation management system. This capacity to integrate with any LPR platform means that we have the unique ability to design our system to, just about, any need and/or specification. Our exclusive LPR partnerships allow for access to the best this industry has to offer in LPR technologies: Fixed LPR cameras systems ALPR vehicle camera systems Garage parking systems Virtual permitting Virtual citations Scofflaw Alerts Boot Alerts Overtime Zones and Alerts Comprehensive real-time Reports LICENSE-PLATE-ENABLED PARKING ENFORCEMENT FEATURES BENEFITS Easily integrates with IPS parking meters to identify Paid Parking (Short- which vehicles have been paid for and alert enforcement officers of offending vehicles and Term) communicates with IPS's Mobile Enforcement system to issue citations Permit Parking (Long- Communicates with IPS Permit Management Solution Term) to identify vehicles in violation for full visibility Scofflaws Easily access scofflaws to help recover outstanding fines and increase revenue Chalking Mobile alerts for overstayed time limits 318 DocuSign Envelope ID:FB46BF1 C-23E9-45FF-A267-F4AA262AOBBC CW18653,Exhibit B Creates a virtual fence to proactively prevent crimesLPRCamera - fixed and improve safety without increasing manpower V Saves time by focusing officers' efforts on known vehicles of interest for appropriate and real-time LPR Camera - mobile intervention to easily identify license plates on a scofflaws list. Web-Based User Interface - Client Facing Fixed and Mobile LPR units integrate with IPS Portal to access license handheld devices to increase the speed of citation writing. When a vehicle in violation is detected by a plate detection images Mobile or Fixed LPR unit, the hit is automatically sent along with the date, time, to IPS' handheld to create maximum efficiency of and location of the citation issuance sighting 319 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B PUBLIC PERMIT PORTAL The IPS Public Permit Portal makes it easier than ever for your citizens and frequent visitors to purchase and renew parking permits online. The customer-facing website conveniently allows users to review rates and availability, apply for a permit, upload verification documents, and pay online. I Welcome:Permit User PS Home Permits Logoutirop..._, _r. o MY PERMITS ? Show Permits: Current a. Show 1c records lb Permit No Start Date End Date Location Permit Type • Statue Con . vi Or . v, Or . v, Ccc it San Residential Permits Approved View SAN- ill Vicente I 172628201 Boulevard 1 - 1 of 1 records 111 Contact Us Supper Wideo Tutorials Privacy Policy In using this tool.I confirm that the information entered above is from my personal billing statement If it is not.I confirm that 1 am euthO ized by the account holder to compete th.s form on their behalf, 02021 IPS Group.Inc NI Rights Reserved I Provided by "fps I FEATURES AT A GLANCE Online registration and permit ordering ID/Password authentication Submit the application and pay for a parking permit Upload additional required documentation Review the status of the permit application Temporary permits are available immediately Access via any internet browser, on any web-enabled device Payment accepted via any major credit card PCI Certified 320 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B PUBLIC PERMIT PORTAL FEATURES BENEFITS Web-based permit application 24/7 access to customers and managers Paperless system Managers can create custom permit types Customers can upload qualification documents to the website (e.g., proof of residency, employment, or driver's license) Shopping-cart style system V A familiar system allows customers to select the permits they would like to purchase and then use our PCI Level 1 secure credit card processing platform to complete transactions Third-party systems integration, V IPS can integrate with third-party systems including LPR for virtual permitting, easily and trouble-free; after 20 years of cashiering systems, and employee leading the parking industry, there are no and/or student records third parties IPS is unable to integrate with Secure log-in and access to permit V Limitless access to data in real-time information 24/7 Online registration and permit V Easy online access raises parker's ordering satisfaction levels Environmentally friendly, as parkers do notVehicleandpermitdatauploadedin have to physically drive somewhere else to real-time get and register permits The IPS Permitting Solution is configurable Unlimited permit types and rate,by the end-user to meet their needs. Parkers appreciate the convenience of including Residential, Employee, having many options at their disposal. This Guest, Daily, Monthly, and Annually takes away some of the frustration inherent with the permitting process 321 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B Comprehensive back-office reports, In-depth reporting is a simple click of the including Active Permits, Autopsy, mouse away increasing efficiency and Payment Types, Waitlist, Refunds, decreasing stress and Settlements Integrates with IPS Parking A cohesive, all-in-one solution in a Enforcement Management Solution technology-forward ecosystem PERMIT MANAGEMENT SOLUTION IL a 11121111111111111 Air WELCdtE ip r" PRN,T PARKANG ` • `• Z,C 40001 The Permit Management System back-office application allows PASSHE to easily set up and manage the entire permit issuance process from design to fulfillment. PASSHE has the flexibility to offer whatever permit types you choose (e.g., residential, guest, daily), and can designate specific rates accordingly. Administrative users (as determined by PASASHE) have the authority to create new permits or deactivate existing permits via the system. The robust back office is hosted in our IPS private cloud and can accommodate an unlimited number of concurrent users and transactions. PASSHE will have full access to online reporting of permit revenue, detailed transactions, and permits issued for full visibility of the program. Detailed reporting includes permit purchases by type and location, permits approved or rejected, pending fulfillment, waitlist vs. active permits, etc. PASSHE will have the flexibility to customize reports to your preference, which can be saved for consistency 322 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B and future use. On-demand visual reporting including chart and graphs provide visual representations that better identify patterns and trends for improved management. Reports can be exported in multiple formats including XLS, CSV, and PDF. A report scheduler is available for routine and automatic reporting needs. Once a report is scheduled it will be sent to PASSHE automatically. PERMIT MANAGEMENT SOLUTION FEATURES BENEFITS Web-based permit application V 24/7 access to customers and managers Managers can create custom permit types Customers can upload qualification Paperless system documents to the website (e.g., proof of residency, employment, or driver's license) A familiar system allows customers to select the permits they would like to Shopping-cart style system purchase and then use our PCI Level 1 secure credit card processing platform to complete transactions Third-party systems integration, V IPS can integrate with third-party systems including LPR for virtual permitting, easily and trouble-free; after 20 years of cashiering systems, and employee leading the parking industry, there are no and/or student records third-party IPS unable to integrate with Secure log-in and access to permit Limitless access to data in real-time information 24/7 Online registration and permit V Easy online access raises parker's ordering satisfaction levels Vehicle and permit data uploaded in Environmentally friendly, as parkers do not have to physically drive somewhere real-time else to get and register permits 323 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B The IPS Permitting Solution is configurable by the end-user to meet Unlimited permit types and rates, their needs. Parkers appreciate the including Residential, Employee, convenience of having many options at Guest, Daily, Monthly, and Annually their disposal. This takes away some of the frustration inherent in the permitting process. Comprehensive back-office reports, In-depth reporting is a simple click of the including Active Permits, Autopsy,mouse away increasing efficiency and Payment Types, Waitlist, Refunds, and decreasing stress Settlements Integrates with IPS Parking A cohesive, all-in-one solution in a Enforcement Management Solution technology-forward ecosystem rii. 7111, ' 1s' 111frwor Designed with the PASSHE's goals in mind, our continuous investment in future-proof technology ensures their needs are met — whether it is today, tomorrow, or 10 years down the road. 324 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B PARKSMARTERTM x 111-HMI_.. T4wY iiiii10,„ , i‘ jeatis II 11 IPS offers its own mobile payment application, PARK SMARTER", which works with IPS Smart Meters to bring greater efficiency and choices to the on-street parking customer experience and parking operations. PARK SMARTER' integrates with the IPS Data Management System (DMS) so that PASSHE can manage parking policy with live alerts, reporting, and data analytics across both meters and the mobile app. The app sends expiration notifications and allows the ability to add time to prevent parking ticket fines. Users can add multiple vehicles and credit cards under one account, so business and personal parking are conveniently managed in one place. PARK SMARTER' will provide PASSHE with a unique opportunity to offer PASSHE's Students and visitors an application that is deeply integrated into the meter system that is on the street. This provides the best opportunity to have a successful program, and more use of the application. FEATURES AT A GLANCE Real-time notifications alert users in advance of parking expiration Optimized with BLE connectivity to put time directly on the meter (requires meter BLE upgrade) Parking Finder provides directions to open parking spaces Ability to pay and extend a parking session remotely (if allowed by parking policy) Supports Facebook authentication Simple account setup and intuitive parking payment on iOS and Android Works as a convenient, contactless payment option 325 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B c. A statement that explains why your company is the most qualified to support the State System's objectives. Explain what differentiates your company from its competitors. 92noOC9 00 r INCREASED INNOVATIVE REVENUE BIG DATA TECHNOLOGY CITIZENSHAPPY SUSTAINABLEPRACTICES V V V V n s ILf Jf 111 L KEY DIFFERENTIATING FACTORS t. FULLY INTEGRATED MANAGEMENT SYSTEM IPS is the only supplier to provide Pennsylvania's State System of Higher Education PASSHE) with a fully connected and powered by one back-end software solution that intelligently manages all aspects of a parking program of the state System and other public agencies nationally, including state and local governmental entities, public and private primary, secondary and higher education entities, non-profit entities, and agencies for the public benefit (Public Agencies), through OMNIA/NCPA partner's cooperative purchasing program which we are already are partnering with. The System is built from the ground up and offers complete system-wide control at PASSHE's fingertips. Unlike some solutions that promote surface-level integrated solutions with basic data sharing, IPS offers a deeply connected system of future-proof technology that harmoniously complements each other as part of a truly comprehensive mart Parking Solution. This includes smart single-space meters and multi-space pay stations with more flexible payment options offered than any other meter or pay station in the industry (such as smart payments with Apple Pay and Android Pay); mobile payment/Pay-by-cell, in- vehicle payment, cloud-based parking enforcement, and citation management permit management and more. 326 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B A A COMPREHENSIVE SOLUTION WITH INTEGRATION CAPABILITIES IPS has invested heavily over the years to integrate its back-end system with future-proof technologies. This ensures that as the program grows and upgrades or changes are needed, IPS will still be at the forefront providing a smart solution that stands the test of time. IPS acts as a single-source provider to ensure the performance of each component of the IPS Smart Parking Platform and offers the most powerful system available today, all backed by a dedicated and trusted support team here to serve you. Our Enforcement and Permit Management Solutions are fully integrated as part of the IPS Parking Management Suite, allowing PASSHE to manage all elements, end-to-end, via a single secure, web-based system. A A TRUE CLOUD-BASED SOLUTION The IPS Enforcement Management Solution is designed to be the most intuitive system on the market and is fully cloud-based to eliminate system reliability issues that can occur with legacy infrastructure. Capabilities include e-chalking, mobile LPR, guided enforcement, Geocoding, and image capture providing enhanced evidence collection for ticketing. IPS offers a one-piece (handheld + printer) ticketing system, with both Android and iOS options and an alternative two-piece option. Further, the IPS system allows for integration with an unlimited number of platforms. We pride ourselves on our cooperative nature and our ability to collaborate with any third-party application that Pennsylvania's State System of Higher Education (PASSHE) desires. A A DIRECT CONNECTION TO Nlets IPS is one of the few Authorized Nlets Partners with a direct connection to the network. DMV and Nlets integrations ensure you have access to the most accurate registered owner data possible across all 50 states, the District of Columbia, and select Canadian Provinces with permissions. 4. LEADER IN INNOVATION IPS invests heavily in research and development in order to position itself as the industry leader. Our company culture fosters the flow of ideas. We currently own over 160 patents, a list that continues to grow. As such, we are able to provide our clients with state-of-the-art products to help maximize existing infrastructure, enhance revenue, and improve the overall customer experience. Some examples include vehicle detection sensors, smart collection systems, visual analytics tools, and mobile maintenance phone applications. The result of our investment has led to groundbreaking innovations such as offering the only smart meter that provides in-vehicle payment capability through Bluetooth technology and also allowing PASSHE's users additional flexible payment options such as Apple Pay and Google Pay. A POWERFUL ENFORCEMENT MANAGEMENT SYSTEM The entire IPS Ecosystem is integrated into a web-based data management system (Data Management System - (DMS) and data are stored on central servers hosted by IPS. This data transfer happens automatically and, unlike others, our parking meter technology allows all rate changes, firmware downloads, and communication to/from the Enforcement Management System (EMS). Built for the future of Big Data, our next-generation DMS 327 DocuSign Envelope ID: FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B connects all IPS solutions with modules, data intelligence, and an enhanced user interface design that improves the management of parking networks from anywhere, at any time. 4 DATA ANALYTICS Our Visual Analytics tool provides PASSHE's users with a visual representation of large amounts of data to gain insight into data, patterns, and trends to better make daily business decisions. Our analytics platform provides a flexible way to customize views and detail levels such that PASSHE's staff can focus on interpreting data patterns instead of preparing data making it easier and faster to determine future strategies and optimize operations. 2. Provide references from three (3) of your clients from the past five (5) years for services that are similar in scope, size and complexity to the services described in this RFP. At least one of these client references should preferably be from a higher education institution. Provide the following information for each client: client name, the time period in which the work was performed, and a short description of the services provided. Client reference calls may be performed as part of the RFP procurement process. Since its release, the Enforcement and Permit Management Solution has proven itself revolutionary to parking management and public safety solutions. We invite you to contact our references, who can attest to our high level of customer support, technical innovation, and product dependability. FLORIDA ATLANTIC UNIVERSITY (FAU) stipSNTIC&Primary Contact: Andy Santana Address: 777 Glades Rd. Bldg. SU 80 (Student Services) Boca Raton, FL 33431 Email: santanaa@fau.edu Tel: 561.297.2771 Project Dates: 2015 - Present FST. 196\ Description of Services: Enforcement Management Solutions, Permit Management, LPR ST. MARY'S COLLEGE, CA SAINT Primary Contact: Cassandra Walker, Parking Coordinator VI A R S Address: 928 St. Mary's Road, Moraga, CA 94575 co L Lf G E Email: clw12@stmarys-ca.edu Tel: 925.631.4052 Project Dates: 2019 - Present 1 CALIFORNIA Description of Services: Enforcement and Permitting, Enforcement Management System 328 DocuSign Envelope ID:FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B UNIVERSITY OF MINNESOTA DULUTH, UMD MN Contact: Lisa Norr, Associate Director of Student Life Operations DULUTH Address: 245 Kirby Plaza, Minneapolis, MN Email: lisanorr@d.umn.edu Tel:218.726.6601 Project Dates: 2017 - Present Description of Services: 3 Mobile Enforcement devices, Enforcement Management System, Permitting, License Plate Recognition CITY OF CINCINNATI, OH Primary Contact: Christopher Brown, Parking Services Supervisor Address: 300 W. 6th Street, Cincinnati, Ohio 45202 Email: Christopher.Brown@cincinnati-oh.gov Tel: 513.352.4525 61%, , J Project Dates: 2011 - Present V ` ,91788 r ._ Total Contract Value: $2,424,415 Project Description: Installed 3,232 M3TM Single-Space Meters, 1,629 M5TM Single-Space Meters, 144 MS1TM Multi-Space Pay OHIO -Stations, Mobile Enforcement devices, EMS Citation Management system CITY OF LYNN, MA IV411 Primary Contact: Bob Stilian, Parking Manager Nik Address: 3 City Hall Square Lynn, Massachusetts 01901 IEmail: bstillan@lynnma.gov Tel: 781.586.6872 Project Dates: 2015 - Present N Total Contract Value: $565,000 o Project Description: 24 MS1TM Multi-Space Pay Stations, 147 6?9 41S1lIl1TEDA(N\ ytsPi MK5 Single-Space Meters, Enforcement and Permit solutions, Mobile Enforcement Solution (MES) citation handhelds, Enforcement Management System (EMS) Parking Citation Management, and Permit Management Solution. The City has also deployed the PARK SMARTER' mobile app as a convenient payment alternative for its customers. 329 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B TAB C WORK PLAN 4 ... 4.4,14-14' 11: 14:: . '"`• , Jo". , : 4... ' 4, `,/ • , s tk ' '`.A, 1:• 'r•.•-•'.., ..) ', . a f.." I , ,, XtV . ts.i.... _ , ,4, . 2:_. • ., • ..• ZIr• . ......•• • ; •..e. f ' ' „I'v- .• , .' -t. .. • ,1.k.' f" •le. < . ' ' :- Atr: . V.A.Z...I•A• "it ...1) - .....' : 0o... AL. . .1, 4,1' -";"4,1i, ''.-1'70- . 1 '. kt.-•`4 a - " 146-• - if; . ,4. it' , Ak:s; 4...r, -.,- yoh, - ,...- - a- -.44-11%.* • -171-'4.4,•''At•---c-; -:'-or.k, Aft X116.. 114. - • 6........ i.Zde'.''...4. ... 0., ^ A • 1 _ . . , sl.vi , _At_ ...... ii .. •x,„.. 4 *-; •,.. .,,,----1.*4. _,., ...•),* S • ,- . •41,: •• ..,' I te .• 7;1.,." • ' . ‘.......e.'-'" I_-.- a...•../ 4'... 1m- i,r;..•",.._',, 1rlo4• . 17.9I11.F...•a•••l..„ 4&$ el,.• iet1'1,011 74, i. ...-.: L"•._••,..••.-.•., N,r1m1,1*..i41`,.'.- 4A._; F—'—.....•---, 4_ 3 1 r7a .• V. I4r.- t. 1•.. 41 4i. 1t.;-*.,tir1....,. A.t; t-.‘_ 7e_''g'"".a_ s' l.'' i-_•:o_w- t 1..(.,4 m_--e:: P-_ tm..- o. t• 1^ k"" I_ It1l"_. i_._ 7g:'._ 2 7 • :I...7 15.1..„,.„*.I Ifif oV.1 flill ICI 4.". 7 Milr 1 sk-s- - I Illift i 1 1 4111.‘‘ fee VA al, ,, ON i,.•.:,,,„,-.4,..-.,; . ...,...., .. Y-'" fir. •'-'40t7 4, ' 1 4 " •e....,, ti 40,- c...., i' ...,' -. .4 1 •-- ,0', .. 004 ---- k.,:,.....-4.0 4..-., ... . -... ,....- ,.0...•.,,, . 1 . • A•j ...' . 1,i, ' . 1,, ' ,••‘ 4 ',''.. ..! * `- N 00.•`4,- 11. . r, • " ,%44444:-'4'•.1^:le' .' '.31"'•,•"' . '' •0.04,...,,,.^ 1 '.--1-)4L• ' 1••'11:Z fro • •o• nv, ' 4,' ''''.7-„'' • *— . , -;;ii Of•it,7)."'" -\.•:-:i'.-*Z:' , .;:',,'-'4***3-P74;44X0,4•F.,44_ ,.. • . ' 444 4,—__• .-",;;A., -, ....i),-...-1N,:s-,-, '',. ' :X.: , i0.4,„ 4.,lipAAi4..s. xe., . ,...-%`•. ,, . ,.. •4‘.-.. .4 , ., „1,ael .,,,,,t.,. •,. •,:,- -.* . AO1.41e.1,1),4,...iiiLI4051.I' Veiriall,/‘% 4 • . ,, (', 11—. * •i.,'%,'"•'' o• • ., 330 DocuSign Envelope ID: FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B C. Work Plan Provide a detailed description of the implementation/transition process, including testing and training, for each of the services requested in this RFP. Provide a sample implementation/transition schedule to include data on the average lead time for an implementation/transition of the type that has been explained in this RFP. Outline critical factors that may affect that lead time. Describe support provided during implementation transition, including training, technical support, user manuals, and on-site visits. DATA MIGRATION TIMELINE FOR PASSHE (ESTIMATED) IPS will work with PASSHE's existing data to analyze and convert it, as required. IPS understands how critical this data conversion is to the success of this project and it is our promise to provide PASSHE dedicated care and communication throughout the entire conversion process. IPS has a number of full-time individuals dedicated to helping you throughout the conversion process. We utilize a unique process of expediting the conversion data by working on test data prior to the live exchange. All of these processes are accomplished and continuously supported in order to maintain the integrity of PASSHE's data; all while minimizing operational and customer service disruptions. The integration will begin with a scope of work outlining the data flow needs, triggers, and mapping needed to achieve the integration. Minimum variable products will be assessed first followed by upgraded features and capabilities. From there, milestones will be set for each benchmark - for example, if an event triggers a call to the API to initiate the retrieval or push of a certain transaction (let's say a payment), this will be listed, tested, and flagged as a milestone. Other functions of a similar nature will be treated in the same manner. API requirements on both sides will need to be assessed and built as agreed upon; the preference being as little labor as possible from the client. This will be followed up by testing and QA. Below is a detailed list of tasks needed by the Pennsylvania State System of Higher Education (PASSHE) prior to implementation: Fill out the setup document Supply user lists Fill in documents to retrieve vehicle registered owner data from the DMV and/or Nlets Provide a list of surcharges Work with IPS to create custom citation papers, and notices Help IPS setup the State System of Higher Education (PASSHE)'s merchant accounts Supply a Violation Schedule Optional: Supply location list, citation comment list, citation private comment lists If applicable, IPS will need someone to provide the Historical Citation Data to import into the Pennsylvania State System of Higher Education (PASSHE)'s system 331 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B We recommend converting all citations issued within the last five years. This will ensure that you will be able to generate statistics and reports against a complete data set. IPS is happy to accommodate a smaller conversion should that be the desired direction. A detailed conversion timeline is included below with sample start and end dates which help provide a clear picture of the steps we will take during your conversion process. All user manuals will be provided to PASSHE upon award. CONVERSION TASK (SAMPLE - DATES CAN BE UPDATED UPON PASSHE CONFIRMATION) SUBTASK DURATION SAMPLE SAMPLE START DATE END DATE Conversion Data Analysis 14 10/30/2023 11/14/2023 • Data file(s) request 1 10/30/2023 11/1/2023 Data file(s) receipt 5 11/1/2023 11/6/2023 Data file(s) initial analysis 1 11/6/2023 11/7/2023 Data file(s) Q&A with existing vendor 1 11/7/2023 11/8/2023 Answer(s) received from existing vendor 1 11/8/2023 11/9/2023 Import into test database 1 11/9/2023 11/10/2023 Follow up Q&A with existing vendor 1 11/10/2023 11/11/2023 Conversion algorithm modification 1 11/11/2023 11/12/2023 Reload conversation data into test DB 1 11/12/2023 11/13/2023 Analysis of loaded data 1 11/13/2023 11/14/2023 Live Data Conversion 18 10/31/2023 10/18/2023 Receipt of live data 1 10/31/2023 10/1/2023 Data analysis 1 11/1/2023 11/2/2023 Follow up Q&A with existing vendor 1 11/2/2023 11/3/2023 Answer(s) received from existing vendor 1 11/3/2023 11/4/2023 332 DocuSign Envelope ID:FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B Import into live database 1 11/4/2023 11/5/2023 Year 1 data loaded 5 11/5/2023 11/10/2023 Year 2 data loaded 1 11/10/2023 11/11/2023 Year 3 data loaded 1 11/11/2023 11/12/2023 Year 4 data loaded 1 11/12/2023 11/13/2023 Year 5 data loaded 5 11/13/2023 11/18/2023 Final Review 8 11/18/2023 11/26/2023 I I Final analysis 2 11/18/2023 11/20/2023 I 1 Client analysis 2 11/20/2023 11/22/2023 Vendor sign off 2 11/22/2023 11/24/2023 I I Client sign off 2 11/24/2023 11/26/2023 QUALITY ASSURANCE PLAN AND TESTING FOR PASSHE We at IPS incorporate an industry-standard QA plan and we follow processes that are a combination of automation and manual testing. Each stage of development will have at least one formal checkpoint called a "stage exit". When a stage has been successfully exited, it indicates that all draft deliverables due to date have been completed, all outstanding issues have an acceptable action plan, and there is a sound plan in place for the remainder of the project (detailed for the next stage). The project's designated approvers (signoff authorities) must provide a written position of concur/non-concur at the stage exit. All affected functional areas involved in the project also participate in and can provide input to the stage exit. Quality Assurance for this project will include at least one audit of all current draft deliverables and selected work products in each stage of development. These reviews will assure that the established system development and project management processes and procedures are being followed effectively and that exposure and risks to the current Project Plan are identified and addressed accordingly. In-stage reviews, hereinafter referred-to as In- Stage Assessments (ISA), will be performed and documented by the SJ-RT Quality Assurance consultant, in accordance with the DOE SEM In-Stage Assessment Process Guide. The following steps depict the In-Stage Assessment process flow for all development stages: Schedule the Assessment Receive Deliverables Conduct the Assessment Prepare Finding Report to Project Manager 333 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B IMPLEMENTATION PLAN - METERS WEEK No. MILESTONE / DELIVERABLE 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 Phase I: Project Initiation 1. Internal Project Kickoff 2. External Project Kickoff Phase II: Infrastructure Configuration 3. Project Kickoff Follow-up 4. Product Manufacturing 5. Pre-Installation Site Visit& Prep 6. Product Shipment& Delivery 7. Scheduling Phase III: Project Implementation 8. Installation 9. Training(Onsite) 10. ost-Install Follow-up Training Web) Phase IV: Ongoing Project Management 11. Open Items 334 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B IMPLEMENTATION PLAN - ENFORCEMENT IPS will work closely with Pennsylvania's State System of Higher Education (PASSHE) to ensure a seamless implementation of the Enforcement Management System. Cathy Bock, Project Manager, will be responsible for managing the project for PASSHE through all stages of the implementation and throughout the life of the project. Cathy will oversee the integrity of the service and performance. All Key Personnel are fully proficient in our services and system with over 30 years of total combined years of permit processing experience. All steps will be documented to ensure that each step is completed in a timely and accurate manner. The below standard operating procedure (SOP) is based on the best estimates of the time required to implement the IPS Enforcement Management System. Generally, an implementation is achievable within 90 days or less. However, IPS strives to beat these timelines; in many cases, we can accomplish a go-live in 45 days or less. IPS will comply with all local and state health and safety guidelines in place at the time of any in-person visits to PASSHE. TASK TARGET TIMELINE Equipment 4-6 Weeks Hardware Order and Shipment Citation Paper Proof Citation Paper Order Data Acquisition 1-2 Weeks Location Data Violation Data User/ Officer Data Other Business Rules Data Conversion 6-8 Weeks F Conversion of Existing Data Training and Installation 1-2 Days Onsite Installation and Training Other Processes 1-2 Weeks - Export Build and Testing (if applicable) 335 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B Conversion Data is a set of existing (open, closed, and archived) data that PASSHE owns. This data can be quite extensive and therefore IPS has a strict protocol that we follow to ensure a seamless conversion process. This unique protocol gives IPS the ability to guarantee absolutely minimal downtime through our entire implementation process. IMPLEMENTATION PLAN - PERMITS IPS will comply with all local and state health and safety guidelines in place at the time of any in-person visits to PASSHE. TASK TARGET TIMELINE Data Acquisition 1-2 Weeks Location Data Permit Types/Permit Sub-Types Other Business Rules Data Conversion 6-8 Weeks Integrations of Enfocement, LPR, meters Conversion of Existing Data Training and Installation 1-2 Days Onsite Installation and Training Other Processes 1-2 Weeks Export Build and Testing (if applicable) Conversion Data is a set of existing (open, closed, and archived) data that PASSHE owns. This data can be quite extensive and therefore IPS has a strict protocol that we follow to ensure a seamless conversion process. This unique protocol gives IPS the ability to guarantee absolutely minimal downtime through our entire implementation process. 336 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B IMPLEMENTATION PLAN - PARKSMARTER WEEK No. MILESTONE/ DELIVERABLE 1 2 . 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 Phase I: Project Initiation 1. Internal Project Kickoff 2. External Project Kickoff Phase II: Data Aquisition 3. Zone/Location Data 4. Configuration/Rates 5. Integrations(if applicable) 6. Marketing Materials(if applicable) Phase III: Project Implementation 7. IPS/Agency Testing Period 8. Installation and Training Phase IV: Ongoing Project Ma.agement 9. Open Items 337 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B TRAINING PROGRAMS FOR PASSHE IPS WILL PROVIDE AS MUCH TRAINING AS REQUIRED IPS will provide all necessary training (both on-site and web-based) as required by PASSHE including additional and customized sessions before and after deployment. Additionally, IPS can provide multiple trainers if necessary. Most IPS training sessions are a combination of onsite classroom training and hands-on use of enforcement management systems. Manuals are provided for reference material. As new features are deployed, additional training sessions can be established at mutually agreeable times to provide updates and refresher training. The following pages include our standard training subjects. A complete training schedule with an agenda will be constructed and approved by PASSHE if awarded. TRAINING SUBJECT: ENFORCEMENT Element Description Subject Matter Training will demonstrate meter flexibility and configuration options that can be used to make enforcement as easy as possible. Primary Audience Enforcement Staff/ Supervisors, Adjudication Staff Training Hours per Student 1-2 hours per session Students Eligible to Train 8-10 per session, with no limit to the number of total students Proposed Schedule Post-installation Location of Training Enforcement staff offices or locations TBD Training Provided By Local Field Service Technician TRAINING SUBJECT: HANDHELD HARDWARE/MOBILE ENFORCEMENT SYSTEM (MES) Element Description Subject Matter To introduce enforcement officers to handheld hardware and software use. Training includes basic handheld use and operating features related to issuing a citation, taking photos of vehicles in violation, use of the chalking feature, and use of Meter Guided Enforcement. First-line troubleshooting and basic repair are also included. The session also includes FAQs and Q&A sessions. Primary Audience Officer staff responsible for issuing the citation Training Hours/Student 1-2 hours per session Students Eligible to Train No limit to the number of total students Proposed Schedule Prior to and during the installation 338 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B Location of Training PASSHE determined location TBD Training Provided By IPS Group System Support Specialist/Local Field Service Technician TRAINING SUBJECT: ENFORCEMENT MANAGEMENT SYSTEM (EMS) Element Description Subject Matter To introduce PASSHE staff to the Enforcement Management System (EMS) used to track the entire lifecycle of parking citations. Training includes a review of citation data, adjudication, payment, DMV communications, and reporting. Training includes an overview of the various system functions related to citation changes and updates. The session also includes FAQs and Q&A sessions. Primary Audience Office staff having interaction with public inquiries and any PASSHE employee needing access to citation information. Training Hours/Student 1-2 hours per session Students Eligible to Train No limit to the number of total students Proposed Schedule Prior to and during the installation Location of Training PASSHE determined location TBD Training Provided By IPS Group System Support Specialist/Local Field Service Technician TRAINING SUBJECT: PERMIT MANAGEMENT Element Description Subject Matter To introduce the staff to the use of the permit management system. Training includes how to register and purchase a permit on a public portal, back-office approvals, other options, and permit reports. Primary Audience Staff responsible for managing permits Training Hours per Student 1-2 hours per session Students Eligible to Train No limit to the number of total students Proposed Schedule Prior to and during the installation Location of Training Webinar Training Provided By IPS Group Support Specialist 339 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B TRAINING SUBJECT: METER MAINTENANCE Element Description Subject Matter To introduce maintenance and operations staff to basic meter use and operating features, including primary construction & disassembly, meter installation & removal, coin and card transactions, primary diagnostics tools, standard operating parameters, first-line troubleshooting, and basic repair. The session also includes FAQs and Q&A sessions. Primary Audience All maintenance and operations staff Training Hours per Student 1-2 hours per session Students Eligible to Train 5-10 per session, with no limit to the number of total students Proposed Schedule Prior to and during the installation Location of Training PASSHE meter shop or location TBD Training Provided By IPS Group Customer Support Manager/Local Field Service Technician TRAINING SUBJECT: DATA MANAGEMENT SYSTEM USAGE Element Description Subject Matter Provide a thorough review of all financial, technical, and administrative reporting capabilities, specific to each functional user group, in addition to more advanced training for system administrators who will use multiple reporting areas, as well as meter configurations. Primary Audience Operations Supervisors/Managers, Adjudication Staff, Project Managers, System Administrators Training Hours per Student 1-2 hours per session Students Eligible to Train 5-10 per session, with no limit to the number of total students Proposed Schedule One week or more prior to installation and one week after installation Location of Training Location TBD Training Provided By Local Field Service Technician TRAINING SUBJECT: FINANCE/ACCOUNTING/AUDIT/ADJUDICATION Element Description Subject Matter To provide an overview of IPS meter management system reporting capabilities covering all financial reports, credit card settlement, coin reconciliation, and transaction details. Primary Audience Operations Supervisors/Managers, Administration, Data Analysts, Finance & Accounting Managers 340 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B Training Hours per Student 1-2 hours per session Students Eligible to Train 8-10 per session, with no limit to the number of total students Proposed Schedule One week or more prior to installation and one week after installation Location of Training Location TBD Training Provided By IPS Group Customer Support and Local Field Service Technician TRAINING SUBJECT: LPR ENFORCEMENT Element Description Subject Matter Back-office training; This initial, 60-minute training covers back-office operations, including Vigilant Client Portal usage. This training covers how to set up and manage users, set up vehicles, set up zones, and perform reporting. Scheduling for back- office training is typically discussed on the kickoff call and can take multiple meetings to ensure sufficient training is provided. System startup and commissioning; Vigilant CarDetector Mobile training - This training is scheduled once the installation is completed, and includes final camera commissioning by Motorola Solutions' Sales Technician to ensure the cameras are aimed correctly and functioning properly. This typically takes 3.5 hours but may vary based on the size of the City's operation. Motorola Solutions' Sales Technician will train personnel on using Vigilant CarDetector Mobile while on-site, and help train staff on other solution software that is being implemented. This 1-hour training is geared towards enforcement officers, covering the software they will use on a day-to-day basis. Primary Audience Enforcement Staff/ Supervisors, Administrative Staff Training Hours per Student 3-6 hours - over the course of the project implementation Students Eligible to Train No limit to the number of total students Proposed Schedule Concurrent with a project timeline Location of Training Online via web conference/phone and in-person once installed. Training Provided By Motorola Solutions (Vigilant) 341 DocuSign Envelope ID: FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B RAINING SUBJECT: PARK SMARTER' Element Description Subject Matter PARK SMARTER' is incredibly easy to learn; therefore, complete training should only take one hour. Topics covered include: a. Creating an account b. Single sign-on (SSO) c. Transactions d. Administration e. Visa Commerce Network Primary Audience Operations Staff Training Hours per Student 1 hour, unless additional training is needed Students Eligible to Train No limit to the number of total students Proposed Schedule Prior to and during the installation Location of Training Remote — can be accomplished via webinar. Training Provided By IPS Customer Support PASSHE'S JOURNEY WITH IPS - CUSTOMER SUCCESS IMPLEMENTATION Below is the onsite installation and training customer success that we created for PASSHE: Onsite Installation and training PASSHE and IPS define "success" based on PASSHE's short and long-term goals, and map implementation and performance milestones to an agreed-upon timeline. IPS provides consultation on a strategic plan for your long-term success in revenue gains, staff independence and comfort with technology, and maintaining public acceptance of paid parking program. PASSHE is introduced to its dedicated team and its respective roles. The project team delivers tailored, in-depth training based on a proven curriculum. Training is provided as needed for new staff post-deployment. Train-the-trainer approach is used to teach staff to teach colleagues; however, IPS offers the option for our trainers to teach your new staff members as they come on board. Staff introduced to all the self-help resources available in the DMS, including how-to videos, instruction manuals, and more. Customer Success and Marketing teams work with PASSHE to launch any Marketing tactics. Post installation, PASSHE + IPS Customer Success meets via conference call to discuss the installation and ensure all project criteria have been met. 342 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B PASSHE + IPS Customer Success establishes periodic business reviews to gauge program health and performance. Customer Success consults on appropriate adjustments to guide the future direction and momentum toward goal achievement. Customer Success maintains open communication across sales, support, marketing, and engineering to ensure quick issue resolution and continual progress. IPS GROUP PROJECT TEAM Our high-performing project management team will apply best practices to ensure that the entire solution is implemented within budget, on schedule, and within scope. We strive to provide the tools to ensure our customers' success long-term. We understand the importance of ongoing support and we encourage PASSHE to speak with our references in this regard. We also understand that ongoing support is a critical element of any successful project and the basis of a long-term partnership. IPS is uniquely positioned to provide support services that will translate into the most responsive and comprehensive service offering available to the University. AMIR SEDADI Chief Innovation Officer I ROLE: Strategic direction — Smart4111• 40- 1 Cities innovation vow Amir serves as the Chief Innovation Officer of IPS Group, Inc. As CIO, Sedadi is tasked with driving, developing, and managing innovative and intelligent parking solutions with a strategic focus on Smart Cities both in the US and internationally. After retiring from the City of Los Angeles Department of Jt—'/ Transportation (LADOT) in 2012, Amir joined IPS Group, bringing over 30 years of transportation management, engineering, policy, and legislative experience with expertise in the areas of intelligent parking management operations & policies, transportation planning, budget, and administration. 343 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B MIKE CHIODO f Senior Vice President of National Sales I ROLE: IPS Sales1:114 Organization Leadership Mike has been with IPS Group for eight years and has a proven 1 track record of success. Based in California, he oversees the U.S. and is well-versed in agency policies. He has worked with over 100 cities implementing new parking programs as well as modernizing current parking programs. His strengths are working with cities, and private operators, alongside vendor partners modernizing current programs and ensuring the best solutions, are utilized to optimize their parking programs. DAVID L. ROTENBERG E Director of Enforcement Solutions I ROLE: Enforcement li Supervision Dave Dcf c IPS Group, Inc. Rotenberg AsservesDirectoras , Daveiretor is or esponsibleEnforement for the Solutions of IRV oversight and management of the Enforcement Solutions division and maintains direct supervision over the technical and operations units. Dave joined IPS in 2016 at his current position, bringing with him 20 years of parking enforcement management experience in both the public and private sectors. Prior to taking on his role as Director of Enforcement Solutions, Dave was the COO and part owner of a premier parking and code enforcement data management corporation where he was responsible for the day-to-day today operations of the company; managing the MIS, Client Relations and Operations departments. MIKE CARNEIRO Director of DMV I ROLE: Services DMV & Nlets Liaison 11111r1P Serving as the Director of DMV Services, Mike Carneiro is responsible for the development and management of relationships with state Departments of Motor Vehicles, DMV source agencies, as well as the National Law Enforcement Telecommunications System (Nlets). Mike joined IPS in 2022 bringing with him over 38 years of expertise in the parking and tolling industries, 13 years at Duncan Solutions and 25 years at NolollimimMolo Conduent as the Director of DMV Relationship and Data 344 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B Management. Mike holds a Science Degree in Criminal Justice and has professional certifications in Homeland Security, Domestic Violence, and Corrections. He is a subject matter expert in the registration license plate identification field and is a licensed private investigator in the state of North Carolina and a member of the North Carolina Association of Private Investigators (NCAPI). RANDY LASSNER Vice President of National University Sales I ROLE: Parking Enforcement Solution Sales Contact Before joining IPS, Randy Lassner worked in the car industry for over 12 years as a General Manager for one of the top 20 volume Chevrolet dealerships in the US. He was responsible for managing a team of 20+ salespersons, advertising, and purchasing all used L`cars. In 2008, Lassner entered the parking industry. As Director of Sales, he was responsible for selling Parking Enforcement software and hardware to Municipalities and Universities across the country. Lassner helped multiple companies grow their presence across the US market through strategic partnerships and relationships. TIM MACELDOWNEY f Regional Sales Director-Higher Education, South' ROLE: Sales Management & Local Support Tim oversees our Higher Education customers in the Southern US region. This region includes the states of GA, FL, NC, SC, and VA. He works directly with universities & college campuses to implement IPS Permitting, Enforcement, and Meters, as well as modernize current parking programs. He brings 20+ years of experience in sales & strategic alliances of SaaS software solutions. He enjoys collaborating and partnering with Campus Leaders who are interested in offering the most reliable and cost-effective parking management solutions to their Students, Faculty, and campus employees. 345 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B JERAMY RUSSELL f A , s Project & Account Manager I ROLE: Local Support & Project Management Jeramy Russell recently transitioned to IPS from the City of Deadwood, South Dakota where is was employed since 2016. Jeramy served a variety of rolls while working for the City. Jeramy served as a Community Service Officer for the Deadwood Police Department for 3 years before his promotion to the Planning and Zoning Administrator, Parking Manager, and Transportation Director in September 2019. Jeramy was instrumental in transitioning Deadwood's outdated parking system over to the state-of-the-art options provided by the IPS Group. Jeramy attended Western Culinary Institute in Portland, Oregon where he received a Culinary Arts Certificate, and Columbus State Community College in Columbus, Ohio. Jeramy and his wife, Ashly, have 2 young children, Maverick and Weston. E ALEX DOMINQUEZ s Systems Support Specialist I ROLE: Client Support c Alex earned his Bachelor's degree from Westwood College and came to IPS with over 10 years of experience in the parking findustry. He began his career with an enforcement company and worked his way up from Data Entry to Technical Support satia64.. Specialist. Alex now works as the Systems Support Specialist with IPS Group, working closely with both the enforcement hardware and software, as well as working in tandem with the development teams to test and deliver new innovative software. His responsibilities include a charge of configuring, testing, and installing all equipment for new clients, on-site or remote training of new and existing customers, as well as handling day- to-day client requests, troubleshooting, and technical support of all kinds. 346 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B ELISA LEANOS Operations Coordinator I ROLE: Operations Coordinator 4 Elisa Leanos serves as the Operations Coordinator of1ie • Enforcement. As Operations Coordinator she is responsible for,, , every aspect of our parking citation and processing service 4 operation for existing clients as well as managing the daily service functions. Elisa joined the parking industry in 2005 bringing with her 13 years of parking enforcement experience in the private sector. Her duties include project management, client setup and implementation, and system research and development. CUSTOMER SUPPORT AT IPS, YOUR SATISFACTION IS OUR PRIORITY lirr-. IDEDICATEDj 411111* SUPPORT THE WAY YOI 11,W,/ANT Whether you prefer to di lk receive support by phone, email, or self- service on the web, IPS is the only vendor that offers every option. With IPS we customize your support to best fit f i your team's needs. IPS clearly understands the importance of ongoing support and we encourage PASSHE to speak with our references in this regard. We also understand that ongoing support is a critical element of any successful project and the basis of a long-term partnership. IPS is uniquely positioned to provide support services that will translate into the most responsive and comprehensive service offering available to PASSHE. Your designated Customer Success Team includes a Customer Support Manager who understands all the intricacies of your project. We promise to listen to any challenge to find a solution. 347 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B THE FOLLOWING SERVICE OFFERINGS ARE INCLUDED THROUGHOUT THE LIFE OF THE CONTRACT WITH IPS: 24/7 TELEPHONE HELP DESK & ONGOING SUPPORT Knowledgeable, friendly service is just a phone call away. IPS offers customer service resources with in-depth system knowledge around the clock to ensure you get what you need, fast. Our team of experts is available via a telephone-based help desk during normal business hours from 7 a.m. to 9 p.m., Monday through Friday. We also offer after-hours/emergency technical support to maintain constant coverage. Upon entering a contract, IPS will provide contact information for all IPS senior staff. IPS customer service can be reached toll-free at (877) 630-6638, or at customersupport@ipsgroupinc.com for non-emergencies. LIVE CHAT CAPABILITIES Self-help support resources are right at your fingertips. Our products have been developed so that an easy immediate fix may be available without the help of additional IPS personnel support. The IPS Parking Enforcement Management System features Live Chat to help get the job done. Online help tools include product manuals, FAQs, "how-to" training videos, and more. These tools can be conveniently accessed 24/7 online for authorized users. M TROUBLESHOOTING / TECHNICAL SUPPORT Designated technical resources are ready to help you. As both the designer and manufacturer of its smart parking technology, IPS is prepared to designate PASSHE with technical resources including a team of hardware/software engineers, database administrators, and web/data-integration engineers for additional support. DATA SECURITY MANAGEMENT Your data is protected. IPS offers ongoing data security management and backup systems support of the EMS in case of a critical failure. PERSONALIZED FOLLOW-UP MEETINGS Ensure the Parking Management Solutions project criteria for PASSHE are met and exceed expectations 348 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B TAB D 4 TECHNICAL REQUIREMENTS ii,411 "MI 4. Nis. ti OW 4 PAR 3a EP055 J ffi 1, tir111 , 0' \,..„ rr i 0 idilhp : SO t ,, f 1. / iii p 0 349 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B D. Technical Requirements Provide a detailed description of the proposed solution and include a response to the Requirements listed in Section III of the RFP. Based on the RFP specifications in the section III Work Statement and appendix A, we propose IPS Enforcement Management System (EMS), including Parking Pay stations, License recognition Plate, and Permit Management — A solution for Pennsylvania's State System of Higher Education (PASSHE), including state and local governmental entities, public and private primary, secondary, and higher education entities, non-profit entities, and agencies for the public benefit. IPS Enforcement Management Solution will help PASSHE to manage the entire citation lifecycle from issuance to collections and incorporates state-of-the-art, real-time technology, and dedicated customer service resources for all universities, colleges, and entities associated with PASSHE. The complete Enforcement Management Solution seamlessly integrates with the existing parking platform of PASSHE. IPS Permit Management System's back-office application will allow PASSHE to easily set up and manage the entire permit issuance process from design to fulfillment. PASSHE has the flexibility to offer whatever permit types are chosen (e.g.... residential, guest, daily), and can designate specific rates accordingly. Administrative users (as determined by PASSHE) have the authority to create new permits or deactivate existing permits via the system. For this project, IPS will be partnering with Motorola/Vigilant solutions to coordinate the LPR Enforcement System for vehicle patrol units. The mobile license plate recognition systems (LPR) will be completely integrated with IPS Group enforcement and citation issuance software. On the following pages, we are providing a demonstration and details about the RFP requirements and our ability to meet the work statement for the parking management solutions based on an experience of 23 years as a leader in the industry. Parking Pay Stations: IPS understands Pennsylvania's State System of Higher Education's requirements mentioned in the section II work statement and Appendix A and proposes a choice of our Parking Pay Stations MS1TM and our latest generation of MS3TM. We have included in Tab B, all the key features and advantages of each Parking Pay Station. IPS is happy to run a demonstration and/or a presentation to PASSHE and go through more details and help you to meet your budget and expectations. The Data Management Software is a back-end Software that will help PASSHE's Staff to manage the whole parking system, they also can customize the reports. 350 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B t!iLl MS1 TM MULTI -SPACE METER ti twain PAY-BY-PLATE de Allw rr The MSV" Pay Station incorporates the unique features of the proven IPS single-space platform while offering customer-focused features such as IntelliTouchTM transaction processing. The MS1T" features a robust hardware design, which includes a stainless-steel cabinet and armored glass. PHYSICAL FEATURES Accepts credit and debit cards, coins, tokens, smart cards, "touchless" pay-by-phone and NFC/contactless (optional), EMV (optional), and bill notes (optional) Available in Pay-by-Space, Pay-and-Display, and Pay-by-Plate with the simple change of a keypad and firmware update Separate maintenance cabinet and collection vault. The cash box is housed in a secure vault that features a six-point locking system and a high-security lock. Highly secure, stainless steel cabinet with weather and graffiti-resistant powder coating and scratch-resistant armored glass LCD display window. Independently certified to operate in all climate types and temperature ranges of - 20°F to 120°F Automatic alerts are sent to technicians or staff members in the field via email, text, or both. Pre-integrated with IPS meters/sensors, most pay-by-phone, and guidance/enforcement applications. 351 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B MS3TM MULTI -SPACE METER PAY- BY- PLATE MS3TM MULTI-SPACE PAY STATION IN TIMES LIKE THESE, YOU NEED A PARTNER THAT YOU CAN TRUST. ALL IPS METERS AND SPARE PARTS ARE MANUFACTURED IN THE U.S. AT OUR SAN DIEGO, CA HEADQUARTERS. tittiWt The MS3TM Pay Station features a full-color screen with the flexibility of an optional touchscreen. With the MS3, you can give your patrons easy-to-read parking instructions in a vibrant showcase. For your staff, the MS3TM ties into the powerful IPS Data Management System, allowing you in-depth analysis of parking patterns and the ability to remotely update rates and other operational features. PHYSICAL FEATURES Display: Large color, touch screen (optional), multi-language, 800x480 pixels, and allows for alphanumeric or graphical messages. The display is protected by the anti- glare coated bonded glass (standard) Payment Accepted: Credit and debit cards, smart cards, coins, optional tokens, touchless" options including pay-by-cell integration, smart payments through apps like Apple Pay" and Google Pay", and bill notes. Cabinet Housing: Uni-body construction. High-grade corrosion-resistant stainless- steel treated and covered with weather and graffiti-resistant powder. Protected by a six (6) point secure locking system. Flexible and User Friendly: The MS3TM is available in Pay-by-Space, Pay-and-Display, and Pay-by-Plate models. 352 DocuSign Envelope ID:FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B kl DMS DATA MANAGEMENT SYSTEM The Data Management System allows PASSHE's staff to access remotely all the meters installed in any entity and/or college that PASSHE manages. Our DMS can seamlessly integrate parking meters with vehicle detection sensors, pay-by-cell capability, and other smart applications. A standard web browser is the only tool required to access the DMS and to make changes/configurations to PASSHE's meters. PASSHE will have better management of the financial aspects of all the entities associated with it, all the reports can be customized upon PASSHE's requests and can be exported into various formats, including XLS, CSV, and PDF. Features were described in Tab B organization and resources. ilmo wswift1..... 4 9 ode to c 0 353 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B GEOfencing Technology: IPS can integrate with any third-party contractor for Geofencing to meet PASSHE's requirements. License Plate Recognition Technology We are currently partnered with Motorola (Vigilant), however, the Enforcement Management System can integrate with any third-party LPR provider that PASSHE desires. Please refer to the product brochures in the appendix. IPS can integrate our Enforcement and Permit Management Solutions with any License Plate Recognition (LPR) provider to form a fully comprehensive, advanced, virtual permit and citation management system. This capacity to integrate with any LPR platform means that we have the unique ability to design our system to, just about, any need and/or specification. Our exclusive LPR partnerships allow for access to the best this industry has to offer in LPR technologies: Fixed LPR cameras systems ALPR vehicle camera systems Garage parking systems Virtual permitting Virtual citations Scofflaw Alerts IN Boot Alerts Overtime Zones and Alerts Comprehensive real-time Reports Un 1 Not Authorized III Warr 144 L P574023 Camera N4 Parking inform in= Lex Mo^ iNowit Z . v4Mr7 D.r v.v d K r 011,0114011•g 01 311 fw C...S'•* Cows* u M f y4M N.ie. u",.."44) •71144003tasikao12441144106 ti Unauthorized Vehicle Alerts in Vigilant Car Detector Mobile 354 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B Digital Chalking for Time-based Enforcement LPR Motorola Solution includes Digital Chalking to help identify vehicles that have been parked longer than their allotted time. Personnel will be able to configure time limits for each parking area, enabling our Parking Solution to send alerts to enforcement personnel if a vehicle has exceeded the limit. The personnel receives alerts via the enforcement software provided for their role. Vigilant CDM will alert patrolling enforcement officers when mobile LPR cameras detect a vehicle that has exceeded its allotted Aterni•N:TI Expired Parking I 0 SW.a Sat Otis al!um ua-.:b?s H 1 4iDow Trio 01 SUS DIM FIA llK twv M Star *2 3,,,.., Crnwa Nana Rif Camra Sam* gate. lnrgtu0• .76 3614670060 I.adan laa.awr Oona L ecaot .76 6:6.?.:D' ulauoa .00369403000 1'—"—•ar..r um.d 40035?975:b: ChoaC TSP. Ain eras L hsiii il.yirah Dain. Digital Chalking Alerts in Vigilant Car Detector Mobile A comparison of current vehicle scan information to initial scan information. Vehicle image, to confirm that the same vehicle has been detected. The location of the vehicle. That location's time limit, the duration of the parker's stay, and the time elapsed since the parker exceeded their allotted time. 355 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B Scofflaw Identification Using a pre-configured list, the proposed Parking Solution will help identify parking scofflaws and alert personnel to them. Personnel will be able to prepare the scofflaw list by manually uploading a file or setting up an automatically refreshed file. Once configured, the list will automatically synchronize throughout the Parking Solution, which will alert personnel via CarDetector Mobile if it detects a vehicle on the scofflaw list. Motorola Solutions can assist in configuring available scofflaw lists. Scofflaw Alert lir Exact match R -, Camera #1 411\ 141‘.L ...Hit Oescnption ti.,'?Pe L4a1M aryw Saes. C;DOS CM! Stele 1!D 4 al Load 7.16.11 i.i ,. C.b d On..r :3.10-/4 Cole or Scan -3.1116111 Ten.d Scw, 'D 23i6 MM G. M.NIM IMPS SI1111=1. IIII=11ieniroft ,2I7 2 C.n.n Nn Scofflaw Alert Notification in Vigilant Car Detector Mobile Payment and Permit Verification Our Parking Solution helps enforce parking policies in paid parking areas by maintaining a whitelist of authorized parkers. The solution uses data imported from payment applications or virtual permit providers to determine if a vehicle is authorized to park in an area. Those payments and permits can come from third-party permits, mobile payment, multi-space meters or reservation providers. Personnel will also be able to configure contextual enforcement rules, such as what times of day a vehicle requires a permit or payment to park in a specific area. 356 DocuSign Envelope ID: FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B Step 1:Name Your Zone ttttot. location A ilootWhiMi t%Wei 0 ROMA Step 2:Choose A Boundary typo wow&ZD' le Clop ZOO,•Shy r moo Lfrvert1101e,C,USA 00 60* Map Sate Itte z 04%030 Ave P wood l'.441 1. Location Mapping and Rule Configuration Back-office software, called Vigilant ClientPortal, automatically synchronizes the configured rules for each site with field enforcement software, so patrolling enforcement officers or a fixed LPR camera will be able to easily determine if a vehicle is authorized to park in an area. During enforcement hours, enforcement software will issue an alert if it detects a plate that is not on the approved list for a location. Personnel receive alerts via the enforcement software provided for their role. Patrolling enforcement officers can receive alerts from Vigilant CarDetector Mobile (CDM), using mobile LPR cameras to detect unauthorized vehicles. 357 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC Cw18653,Exhibit B NCIC and CLEAN Reporting : IPS can integrate with the Commonwealth Law Enforcement Assistance Network (CLEAN), which is used by the Commonwealth's criminal justice agencies to access driver's license and motor vehicle information, state criminal history record information maintained in the Pennsylvania State Police Central Repository, the Commonwealth's central registry for Protection from Abuse orders, "hot" (stolen and wanted) files, law enforcement messaging capabilities, and a host of other services. IPS uses Nlets to acquire Registred owner information, however, with appropriate permissions and access, IPS can integrate with CLEAN, and a host of other services as well as NCIC if access is granted. Citation Processing Management and Support Services: Knowing that PASSHE manages many colleges and entities, IPS enforcement Management is the perfect solution to meet all the requirements described in the Work Statement. Our solution back-end Enforcement Management Solution (EMS) will allow PASSHE's staff to manage all the citation cycles for all the entities and colleges associated o PASSHE. In the meantime, the Public Citation Management will allow the students/visitors to pay for their citations with ease of mind. Below is a full description of our Enforcement Software. PASSHE will have access to the latest software version of our software. IPS will notify PASSHE to get the latest version in case of software updates or upgrades. Our solution is fully integrated with PASSHE's solution, IPS team will provide the training and support required as described in the Tab C Work Plan. For integration requirements with the PASSHE's third-party vendor programs, IPS has proven capabilities, all we need is to receive the data format specification, transmission API, and frequency from the vendor. Alternatively, if the vendor does not have this information, IPS can provide standardized data share API and documentation. 358 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B of ENFORCEMENT MANAGEMENT SYSTEM Dashboard 86 ._, A- 13.,.. .._A__ IL-- Ali.-. °:_..... c..wr.«... .Weer 1110100.•M p 10 a a .....,,... 4 J MYY..nw.MM.eyw. 4111111111 The IPS Enforcement Management System (EMS) will allow PASSHE's staff to intelligently manage every step of the citation lifecycle including citation issuance and processing, adjudication, appeals, hearings, payments, and collections for all the entities and colleges associated with it. As a secure, cloud-based application, the EMS provides real-time access to authorized users from any web-enabled device, 24/7. No local hardware is required. The system is designed with all of the tools to help you automate operations, maximize efficiency, promote transparency and compliance, and increase enforcement revenue. An intuitive, customizable dashboard provides helpful at-a-glance visual analytics in the form of charts, graphs, and heat maps so you can easily pinpoint patterns and trends. Additionally, the EMS has robust reporting capabilities with a full set of pre-defined administrative, financial, and technical reports, as well as the ability to customize reports to only display the data you want. All reports can be exported into various formats, including XLS, CSV, and PDF. Our system is one of the few in the industry to have Nlets integration across 50 states. Nlets integration ensures you have access to the most accurate registered owner data possible, reducing potential errors and improving efficiency. 359 DocuSign Envelope ID:FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B With the EMS, you can go beyond a day-to-day reactive approach to operations and instead harness powerful data to develop smart, data-driven policy decisions that will greatly impact the future of your program. OPERATING REQUIREMENTS Hardware Requirements: The EMS is secured in a private cloud environment; no installation is required. The EMS can be accessed via any web-enabled device. Operating System Software Requirements: An internet browser is the only tool required to access the system. Windows and Apple iOS are typical. Browser Requirements: Any current internet browser will be sufficient to access the EMS. MS Explorer, Mozilla Firefox, Google Chrome, iOS-supported browsers are all compatible, including mobile phone browsers. PUBLIC CITATION MANAGEMENT PORTAL The EMS allows your PASSHE to seamlessly integrate all components of your Enforcement Solution with IPS or third-party vendors for parking meters, vehicle detection sensors, license-plate recognition (LPR) technology, pay-by-phone applications, and other smart applications. (Third-party integration based on standardized APIs available.) VISUAL ANALYTICS The IPS Dashboard is the homepage of the Enforcement Management System. The Dashboard gives you stats, maps, and graphs to give you a birds-eye view of all recent activity. This gives you the data you need to make wise allocations of resources. From the Dashboard, you can use the Smart Search feature to look up any records for viewing, editing, and/or processing. 360 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B w//M MA.sAOIYIYt YY DA411OA110 r 1iP11 N31 Otann worm,MOW M QsYwe:..wa IY..Ia•H MAO,row Ol.wta!I NOW F a1—OM's—.•-•10>I- a—MAST I—Y.'MIMO•Y.—CAS law.—ANO The EMS provides an intuitive dashboard with Visual Analytics for ease of viewing. Our customizable and intuitive Dashboard provides real-time access to Key Performance Indicators (KPIs) to keep you focused on PASSHE's goals and objectives. EMS analytics create a visual representation of complex parking enforcement data via usable charts that expose patterns and trends crucial to the strategic planning process. Additionally, data sharing across the entire PASSHE parking network will result in more informed, data-driven policy decisions. REPORTING MODULE IPS provides access to a full set of robust, pre-defined reports designed to provide full transparency and accountability in order to meet any objective. Pre-defined reports include: Citation Issuance Officer Activity Financials/Revenue - Adjudication Collections Additionally, we provide the flexibility of the ability to customize reports to the PASSHE's preference, which can be saved for consistency and future use. PASSHE can have full control 361 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B of reports to display only the data needed, in an easy-to-read and interpret layout. All reports can be exported into various convenient formats, including XLS, CSV, and PDF. CONVENIENT ONLINE OR IN-PERSON PAYMENTS Payment Processing — IPS provides a lockbox service where payments can be mailed by the public. Payment will be posted and deposited to the PASSHE's account within 24 hours. PASSHE will have access to view deposit information online, as well as each citation paid within that deposit. Reports are available online for PASSHE to reconcile each payment and deposit that has been made to PASSHE's bank account. In addition, monthly reports are available to PASSHE to reconcile daily and monthly deposit activity. IPS accepts VISA, MasterCard, Discover, and American Express via the Public Portal website. IPS provides all credit/debit card processing via real-time authorization fandprocessing. Credit/debit card payments are updated in real-time to the citation records and receipts can be Your Data printed from the system for the public. Payments by credit card are accepted 24/7. The system secures Security is Top immediate authorization from the processor and Priority immediately updates the citation status in real time. The Public Portal website is fully PCI compliant. IPS takes PASSHE's In-person payments taken at PASSHE's location can be data security seriously. entered into the Enforcement Management Solution IPS will process and store system by PASSHE'S staff. This automatically updates all data relative to the the citation and generates a receipt. An online, real-time project only within the report can be generated that details all funds taken at United States. PASSHE for daily reconciliation. Registered Owner Inquiry - DMV requests for registered owners are submitted each business day. Most registered owner information is retrieved within 48 hours of a citation being entered via a number of DMV access methods. As part of the Enforcement Management System, our DMV solution also interfaces with N lets (the National Law Enforcement Telecommunications Service) via highly-secured communications. SECURE DATA FLOW FOR PAYMENTS IPS provides a highly reliable data transmission system, which has built-in redundancies and verification of data. IPS is also a PCI-DSS Level 1 certified service provider and the Pay- Stations are PA-DSS certified as well in order to prevent a breach and provide the most robust security available. Below we have included a diagram outlining the secure data transmission flow. 362 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B PCI-DSS LEVEL 1 CERTIFIED IPS is a Level 1 PCI-DSS v3.2 certified payment gateway, processing 120+ million payments safely and securely each year. The entire system is audited annually by an external PCI QSA Qualified Security Assessor). We are currently assessed as being compliant with the latest Level 1 PCI-DSS version 3.2 requirements. In fact, IPS has been certified as being PCI compliant since 2009, which is shortly after the PCI-DSS program began. Our customers can, therefore, be assured that cardholder data security is important to us, and the security of this sensitive data has been built into our systems from the very start. IPS is also listed as an accredited payment service provider for the Visa Cardholder Information Security Program (CISP) and the MasterCard Site Data Protection (SDP) programs. 0iuu - u Credit Card Networks. Processors.Merchant Banks ( 1 I I Third Party ir-----0-1 Data Stream User Interface r 137 ... A))) . eiliNb., 1111111111, IPS Meter Cell Tower&World Wide IPS Group,Inc. Switching Station Web Data Center iiir aa1.ai 0))) o Vehicle Smart Collection Sensors System 363 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B PUBLIC CITATION MANAGEMENT PORTAL CITATVONPORTAL i utw m Mtotme The Public Citation Management Portal is a website that allows PASSHE's visitors and students including all the entities associated with it, to access to all the details about their citations and take action in a convenient, paperless process completed in real time. Students and visitors can review the current status of their citations, review fine amounts including late fees, pay, or contest their citation, and obtain a receipt or additional information. UNPARALLELED CUSTOMER SERVICE FOR STUDENTS AND VISITORS OF PASSHE Telephone Customer Service — IPS trains staff with Welcome to LiveChat the ability to respond to calls received in English or Spanish. Customer Service staff provides general Welcome to our LiveChat!Please fill In the information on PASSHE's policies and procedures with form below before starting the chat the ability to research information to assist the public. Name: IVR — The Interactive Voice Response system (IVR) 8- 1 provides real-time, detailed citation information linked E-mail: to PASSHE's database in English or Spanish. Students or visitors can inquire by citation number or license plate. Pre-recorded PASSHE-specific information can Lilt tfie Cid( be used. Options for reaching a Customer Service Representative are also made available. Live Chat Support — IPS offers live chat capabilities to the students and visitors of PASSHE to eliminate time and frustration associated with traditional IVR customer service systems which can help PASSHE improve customer service. 364 DocuSign Envelope ID: FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B Permit Management System PERMIT MANAGEMENT SYSTEM The Permit Management System back-office application will allow PASSHE to easily set up and manage the entire permit issuance 4111processfromdesigntofulfillment. PASSHE will have the flexibility to offer whatever permit types they choose (e.g., residential, guest, UNE 1111 o$gd` mica oICS©o 0daily), and can designate specific S isOppp, rates accordingly. Administrative users (as determined by PASSHE) will have the authority to create new permits or deactivate existing permits via the system. The robust back office is hosted in our IPS private cloud and can accommodate an unlimited number of concurrent users and transactions. Passhe will have full access to online reporting of permit revenue, detailed transactions, and permits issued for full visibility of the program. Detailed reporting includes permit purchases by type and location, permits approved or rejected, pending fulfillment, waitlist vs. active permits, etc. PASSHE will have the flexibility t"'9e 4M1•eyyy«s101r p1• Permit Application D•Y1Dosrd Permit APpirtel.on Q Pern.e. DKcaure saw N.toe Pere*N• Petrait//pa taotnit Una leen_, SCMJ16620!9 Aool SUM imams Sttwp pnnnb05 ergs Are Autry Port Mf o7777 v•Awa Mull Address WINN O Rep.'s ee MPterow86m++<0m 65•211/0279 v 6nee+l Rule Setup q•Dt•tN0 type Plato ares aNtudl Ma turd OP Lag CM MAW Date Maths Dan Dar Suet Dor GM Dau 9.28,7017 9/5/2017 9/S2017 6'19120111 Perm*kid•Imrnt Date e Muss cord•per• 9x28'2017 Mei 1 11 N.V.(• Neu* 1 ten Cm Drabs SLDw • . nt.0 Car Mudd Car Calor Cat/eat Cat bine State Stew Metria i11111k. 2 Dattrnnt Heald MIME. 91pe 1*PU 365 DocuSign Envelope ID:FB46BF1C-23E9.45FF-A267-F4AA262A08BC CW18653,Exhibit B to customize reports to their preference, which can be saved for consistency and future use. On-demand visual reporting including chart and graphs provide visual representations that better identify patterns and trends for improved management. Reports can be exported in multiple formats including XLS, CSV, and PDF. A report scheduler is available for routine and automatic reporting needs. Once a report is scheduled it will be sent to PASSHE automatically. M CCEI P11.111 MA01A01MI10 Si Permit Application O D Mm•I AeMKati n DPe..Sfe Rte. Para*No Para.Type Leaden 1 yam,.SlY4 11050003 M P...Ms/or Cly d IPS(vow Sara.Mone./NewW.11J.1 Ail.Mont. Y5.44.4 9 elm. Enax Aae..F. re.w. lob h.1 9 Banco Rare SOUP 16031/90 2030 Rea4rw•P14Ms 9 Qti.1t0a>.6 P44.41 ADOheane,T M SnotFe P.m Pne.it....-.0 Tota Cent S.• f:re AOM+e Gar Sun Oaa UNION.1.44021 At.Parn.M P.M WO Caret P. Ay.n.T 1.. Mc:. P.m..T9p. ltrraeae0 Amami baus.Mw Or 0.1.1.571}. far- Si 0C l yA40 M P.n., Po..e0e We.ra.5e...y..oy C.wu LnrryMry Canso hw,. C")• 0031116.96017 NY.From Admin.API Ant.n sMet Gar Mab ar.4'-at.1r: by.,. i . IeOMds a 63A.• Ca MOAN Ow COita 4 a W,7 Nm*..l.ro- VA. Decal No. ven.•. Owner Mala Oii 312ei.1' t_e....Mt-ro'c 0 3 10.1...:.i::I wad; Mod Type 0a1OIOdc. Mandatory Demme t.gFtd Aran lease DGwnw1[Rteda 0141.10)4054411 Tee wd PMw Wendy 141 Pekoe UCW IC1Ueeraa Warped View Omni 011101 is Vehicle 50501017/001 No Gatti Ciiika I*hide w91011Vb0 1ik Ml 4.U016ed 1=01r.; Show 1. - rem.b llsaip0frn Cre00eA Meek cha,1,.1010011,4 IrM.Aplau.al t0 PM? VS,2-0,20 i 4911 AM by Mat M•trt a r4.3..1 Stn•.,:1,,,,14,44.1,1 A;?;'.,,.I 364020 9.19%02 AM by Mart 3151-020 7ATA0 AM ty Mirk 13=11.16;11 n n....oa.e 6 onnan Am ram.., M dce Q11:1 m n Rewe ROW. 191,.0 noon o WE ARE HERE TO HELP i YOUR CUSTOMS R SUPPORT MANM3E R iiii0.5'ay,1,......*”.R“ae't SM.Scar rn« nsrr...-..:....._ w...w....,. ....a... .. Q O O ...a...........c..o.u-.. G x sw.I3u,raar w. 366 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B APPLYING BUSINESS RULES TO PERMIT TYPE PASSHE can establish the rules associated with each permit type and apply these changes through the back-office system. During implementation, we will assist PASSHE in identifying and incorporating PASSHE's business rules applicable to permit limits by permit type. Once the initial rules are set, Administrative users can edit these limitations as needed. The Permit Management System back-office integrates with the Department of Motor Vehicles (DMV) for real-time validation of vehicle registration information. Based on the business rules established by PASSHE the system has the ability to verify in real-time if the permit registrant's address is in the proper permit zone, as well as verify that the vehicle registration information matches the applicant's desired permit zone. PERMIT RENEWAL NOTIFICATIONS From the Permit Management System back-office, PASSHE can run a query for permit accounts that are up for renewal and generate renewal notices accordingly. PASSHE will set the print date or email notification date. Once confirmation is provided by the user and the letters/or emails have been generated the PDFs are made available in the permit system. MO Send Permit Renewal Notifications tr tbstak r.w•• MOW N•1a rv. warm n_fl.• NNW a-ao 4.••r•• iii a. • PERMIT FULFILLMENT SERVICES If the students or visitors purchase their permit in person at any college or university managed by PASSHE, the IPS fulfillment center can ship the permit to the customer. The permits may be issued directly to the customer by PASSHE if permit supplies are held in- house. 367 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B SAMPLE PERMIT TYPES REMOVE BEFORE VEM'CLE IN MOTION V TEMPORARY PARKING 2016 u RESIDENT PARKING LOT f 8761InPARKING. II'I ILII I II FFFMIT I UUIII IIUIIIII IIII pA-0001 0321 REPORTING PASSHE will have full access to online reporting of permit revenue, detailed transactions, and permits issued for full visibility of the program. Detailed reporting includes permit purchases by type and location, permits approved or rejected, pending fulfillment, waitlist vs. active permits, etc. PASSHE will have the flexibility to customize reports to their preference, which can be saved for consistency and future use. On-demand visual reporting including chart and graphs provide visual representations that better identify patterns and trends for improved management. Reports can be exported in multiple formats including XLS, CSV, and PDF. A report scheduler is available for routine and automatic reporting needs. Once a report is scheduled it will be sent to PASSHE automatically. 368 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B PERMIT MANAGEMENT PORTAL Horne Search Check Status lot; Register Sit T - m TERMS&CONDITIONS ' mss iw J IMNrEdOut»wrolmetaauaalmoeitan fold I 74 I USSR INFORMATION 7 1111111 frit Name: Lett Nam, t wt11eA0dress i wUniluISI Mettle: Feu): Cueh,m Email:• tyeay.' I tee,mama we hawed et lx Urwmame r Carllrin:' M tR VEHIC LEailIS) j O^' Aker aosegtx hipmung reftarkWaw dickdtne SM buttonbca*to 1•1Ve K^,reeves 1, I ,`moi.. Gaut Us SupporINekv%tuu:s TRms/H vay h urp MI.I wrerra tw[tet nb,dlein r1.14 Won d.-or m,arw raea a:Ylnwl r t not i me.l for I en&Mr:NW by IN wont rees to we...ret a.n an etre tru. CNM Nat/a.awwrwt I Pw.YE4 The Permit Public Portal makes it easier than ever for your students and frequent visitors to purchase and renew parking permits online. The customer-facing website conveniently allows users to review rates and availability, apply for a permit, upload verification documents, and pay online. ACCOUNT CREATION Account creation is easy. Applicants create their accounts and include vehicle information, contact information, and payment information, which streamlines the application process and eliminates the hassle of mailing forms or waiting in line to complete the process in person. The system allows students and visitors to upload any documents required by PASSHE such as lease documents, utility bills, etc. in order to complete their application, which is then verified by IPS or PASSHE staff. During the application review, PASSHE's staff will view the uploaded files and approve or deny the application immediately. We will work 369 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B closely with PASSHE to determine the authentication requirements to include as part of the fulfillment process. MANAGEMENT OF RENEWAL NOTICES From the Permit Management System, PASSHE can run a query for permit accounts that are up for renewal and generate renewal notices accordingly. PASSHE will set the print date or email notification date. Once confirmation is provided by the user and the letters/or emails have been generated the PDFs are made available in the permit system. DOCUMENT MANAGEMENT The System allows students and visitors to upload any documents required by PASSHE in order to complete their application, which is then verified by IPS or PASSHE staff. During the application review, PASSHE's staff will view the uploaded files and approve or deny the application immediately. We will work closely with PASSHE to determine the authentication requirements to include as part of the fulfillment process. Integration IPS can integrate with Ellucian Banner System used by PASSHE. IPS team of software engineers has created a rapid development process. This allows IPS to deliver accurate integrations with Ellucian Banner third-party application programming interfaces (APIs) in record time. It also allows IPS to educate and guide universities in creating open and secure software systems. Using this technology foundation, we have created a solution that is quick, easy, and seamless, allowing for integration with an unlimited number of platforms including the Ellucian Banner System. We pride ourselves on our cooperative nature and our ability to collaborate with any third-party application. We encourage new partnerships and look forward to our continued work with our existing integrations and partnerships. 370 DocuSign Envelope ID:FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B Warning Letters IPS complies. PASSHE will have the DELINQUENT VIOLATION ability to generate a list of custom letters NOTICE from the Enforcement Management System software. NotKe Daly 11/0//7017 kw lou. 1p111 Amount On.Nae $24.00 PASSHE's Staff can customize the text 54170North/" 6'"°"°""` M°-"°a.dAMTER I"19/I°17 5290NorthE1.sev.ew6MI 0.137787 CnaOon NOmOer'.)71)71 and print it on letters/notices if State Exp. „„ MA* Coke necessary. The notices and letters are 1(ST1 CA 3/10 0219 110410 IN0 u.:1 Ali NI:A.!Ri1(1,1•.', printed in color and will be formatted to Waal"m.4•.r..1 O..A1'` accommodate using Custom #10 window VISA rr`n 6 i.q.ru M,.Nae w„„..» envelopes with a printed return address. 1w..411/1.. [+4sYMIYYe N...ee i.•1 r.. h f//Of l:f11 Il11111111M ,..u Tout Amount Duo Now. 524.00 A1n0vnt*.n.1 pod AMR 11/19/1017: $2900 dvo..l.reK w..e..MN.1r.iar.ti.Rw a0 .r...a.ew..0. shese r.we..e....me..w$.e...e.e....00* 4M.41•w t......1, 4.1M..Irby 6».1 on...neJM...M(Se..e0..44.4 4RRY.I.*,ow M1'.M..ryto, RI WI lel.0.telti.M.IX.a MONA v n,MM 1».R,1n R'r WnM.nt.Mntar N 1M 1»Int/<rm..•` Citations Date/0n» Npdry A0.N9 10010. /kelue State Eep. NN Make (nue 321321 11,02,017 Mill.111 $7100 11511 CA 3/18 0219 MOM/ RID N 01<.Oele. 11/06/201 Taal Amount Du.NOM: 524.00 Ammo,'do..11 pa 0 AM*11/19/2017: 529.00 24.119 001S4l)016.Com Apt 236 Nath EM.+.ew.NO 66/43 7707 loon/RR4RR1321321 01241R1 R Purging and Archiving IPS complies. IPS will retain all data as required by PASSHE. The process for purging and archiving will be executed per the instructions of PASSHE. Data Storage All data are stored for the life of the Customer Contract. Customers' data is stored on multiple levels of archrivals such that customers can access current data and second- level archival data in online mode. Any data beyond two levels of archival needs to be requested by PASSHE. There is no limit for data storage, most clients migrate 3 to 5 years of their data. Reporting IPS allows PASSHE to customize all the reports through both software EMS and DMS. We have included below the DMS reports sample. The EMS reports will be included in the Appendix. 371 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B The IPS DMS provides a thorough set of reporting and data analysis capabilities. These include revenue, technical, administrative, summary, maintenance, mapping, analytics, and other reporting capabilities, including all of those listed in this section, including cash box status and revenue collection reporting, alarm status, and operation status. DASHBOARD The IPS dashboard or homepage is your landing page for the IPS Data Management System. From here, you can use smart search to look for reports, meters, or data. You can also select from one of the many pre-defined reports listed below, which will likely manage more than 90% of your total needs. These reports can be saved as favorites, or queries can be saved and accessed again for ease of use. DMS reports (listed below) can also be rearranged to best fit your department's needs and are sortable and exportable into various formats. i 0.,.1....,,.•..1,,.,.• iu F` o:.1.o u n arearionviro 1 »... WHAT'S NEW f,pL M0M0•r.MIAM•N0•• 0 • 0 II Al Y• 0 1.4..:w+.%.•e, 00•0..es.non 0 M rwrry cw..IWO me lona,wk., f W.w,OM6..., kW 0•-••0s4•w.a••r FM•.+I W Iy r.w-.. i YrwYwL•e MONTHLY STATS See a monthly snapshot of your parking operations on a calendar month basis. Revenues, transactions, average transaction details, maintenance events, uptime, and much more are consolidated into this easy-to-use report. Expand the number of months and export easily into Excel for further analysis 372 DocuSign Envelope ID:FB46BF1C-23E9.45FF-A267-F4AA262A08BC CW18653,Exhibit B 1116 , ..,.,,'•. 'V in eau r.ue..M.n mm m Pn w„ . 41. MIIIIIIIEI r .. oi J _ x 4p 34..M../;./. •Mw..4r M • 4141..-. - 4141_4141 y INC..111. 318, 4141 _. J M...11. 3444 44«•,..t r r',+mw,,.... 4* 4,0 111 6.44 4,,l II.. 416/ 1611 4347 111, 1161 42. 0. 11 4.,M.IM.•0..,w •ma. 4 4,34 34. $4 .A • 40 .%7 .. .lw 1JM • Mu i, ],w. s.•••• 1, Cel.at.r.• pmos .41MM. 31. 34..4 1.111 46194 NM in XI 4416, CM MU, 541011 440...2 18111 44430 *7. 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OI. 6.0,00, 6 1. 34 111411 e.,.r.4.01Yr M. 1$4...7,..1,.. 4,.4.4..WM..w,041114.• r... w . 341.:U... OW..341. 7140 r.. Mtw We y,.1, t-1 cc 6••••1.1417....., 61 744$4.444..,34, 1. 34 41.04.61111........ 1wG•413*l CM „WA'1„4,37.. 0..14141.0..434 r.r 4. rro.... 4./...34 p34. n16'10a17M,.W v0..%,M1• r)M1,NN371.•M).. 444M1 1.•WM•MY PM *553771.41.34NO 40.44.0. 3 13441. 11441 M MY MM 01/n0.w 011f YMY MM ChM*C....7, .M 4$4$41 t...SC110•01, 334 M. tiw. 010 C0.v.tM. ..1C' I 4..41441.,11$4 7160 M.•.r.•1.0 164141 0141...$44..w .....w....Ars. 104 CREDIT CARD RECONCILIATION Easily summarize the number of daily credit card transactions and revenue settled into the client merchant account, including calculating the credit card settlement 373 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262AOBBC CW18653,Exhibit B between two user-selected dates. Clicking on an individual date will display the detailed information of that date's settlement, including the details of each transaction E l G...v..A ....4T.Y.,a* m is r ... N.. a 0000.. wlf5ldmo..:1° 4 Mo. yy __- - - _ 00 7r Cott lY0'M•l00MP• n.....MC -1 ' 4045. III WSW 4 00... ...Mr Mill. 7.A.N.O.i. 5,05.0 M M,' C!.1 uMM 11.41704 1.1•.17 M,T 0000 MOP 01 MM Iu•M 1.4.51 MM r......M 01.11110 K Mm 12.0.1 5055 Mr Mann 71 KC KM. MIST Mn 1x0 Mi Mriv MM.5,MM M•*" en M• 5.74 IS 5.Inn Mn F MY 14OM 15 MY I.]Iss 1117115 nM 11MM. 151 MOS IP 04 5,0.01 MM 141/4 In IOW 5 141 5,.•M IOU dr 41.IWO or NCO IUM* N 540,0 MM M.*Pea Vt MM MMIC 5.•1M Mi. M.Y..VM MM MM• MC...n4 NIKO X MM 555.5 7. w 4w 444145. at MM 106105 12.1.1.0 0 ..is•mw COIN COLLECTION DETAIL View coin collection information for all meters collected within specific routes, dates, and other criteria. Drop-down lists display dates, years, and months, as well as allowing you to sort by zone, area, and sub-area. Additional collection reports are also available 0000. ..r.• - .. A It _..-.- • ... -«w • •0000 ..r.r. p tYIM•.VC.IYY.T14.1. Y M -..W v.11 11 0 I yrpp-•..er•air.sf _ - mous/i000 M 5114 000.0_______0 0-.___.-.__-_ l4 4....• - ,:.. t r • r'--. '7.114. ,r' :• y r Ir .-1r r, -•rf _iv r r m • N 111.2.4• MMM.MTI, .1 M se t V N.• < NC' MI. MMS; CMOS.2•111 .t1 e • • MUMe M) Y eK SI 06,wM.•, . f M IC. MM 4415 MJM1M CO r-10 w c.v. 51.3 M e 5 .Y 5 214 wee 3 4111 M.1.111 res 0 le e vn .MM US ei"•' , I..5. OP,./44 2444 MS 0 111 14 C On i•. WY0/0 MY0..5'51 MI 0 C M N t '5 IMC - co 4514+ X a nue..13.13 e.. St e n t 214 ter e M• w.c+ .. 5010/.. ran.M•.m 1M3 M b e N 1•{ 0 513 C IOW MOW* r5,:.• vrr .tf e Ma 5,M 44-314 4124.4Mae.4.47 .M/ M M Ma NM cm s 0041•30. •Muw. I MIO 41411074run.AY 7.4 ftl 1t .M w5, 5,M 51715.1 C.A..,a71 Mf 1 1, 17 1 C MY t eM M4YM• IMP Me*Or. 1C/ C 5 1 11 IMe C I 01.4.171 MM•w.Wr MS 7 .' I. 1 r IMM 1 MI Wee 7..141. 0 ....,...... 374 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B TRANSACTION DETAIL Receive detailed, date-specific transaction data for a specific meter including coins, cards, maintenance cards, collection cards, and other payments t Q ..o- 1,1.,. .. 1_,,,•..7.•_1113.-•••xo-,.c-.14 1 M® 1nw-.w•MMwJ•.•'w/t wry ^ Was.. aloorrow.••MM1 Oa. t\. dr EllI• 11•ICMw••AaMMM f 1D kw. 1r I,_, H r wr1 •• - y..irr4141111119Y c_• .. n.r n ..a•.w..,. Ya ow, too ca ww xw Y-•••••”••••• YY MMM MMM nrl ra^ •. MM ••I..M •••••••••042,11 MI VWt_iw MY Mw I. •••••••••• Mw NOM OM* Waw•K• V. MOUSY •\1•M MML• p.\ Am M C. 1•0 1••• two•nw n••w• ••••www ••••• • i L'•S. •••••• M.n.7fgy f 10f MT D..(wr YY YM MY•••AMWU YY MMM MMM ,rr.Ow M•• *CAM /1n.3/114 1nM41 •Y1 War 1+w V 1M low YY••w•..1wM YM MYY MYM oe\• C tl• OMMM N. •.JM•W..l WS /M.' 0•cm MM KM OOP••••mMpl.• w V MMw MMwMMM w a e••••••••• •.'.C• OMMM •••,.•..113•4•12.• M1 /1•w r•• MM MY OM•••M.MMy MM MMM war nwti Mi.a/r a-M•• a ItMw, Nely.ila MOO M1 /1•M W.Kid MM MM MM,,Ifl M YM MMM NOM , wMw.•hw• ....• ww... w1•n4•••aM•.O.M as /.m r<w M MY wM ._,,_ *el Mww www 1.•• •.M NM 011,.••.10 OS= w1 0.1.1 Wu YY NO YY •••w•Yaw wM paw www 1 M. Ow••M ...AY.MOW wr OTT 1timw1 MM MM Mw•ww+••ww MM MMM NON ,••• M•actKhMFIMMM• •- .ao, M ^ Yr/N MM MM M ••••,•••••w M••M/ MM MMM WO* w41hw wMC.Y •fYJIM WO• Cl /1T p•/•M•. YY YM woo'worry. N MMM MMw wa•• U ....et,ia FAULTS OVERVIEW Stay up-to-date on current maintenance issues by overviewing your meter inventory to know which meters are recording faults and what they are 0 Tvw M A OW•. nEw MOM Y IOW..IY.. •. MOW ow.:.» w.. G••••0•••• •. GalaM•Mpa07w 1.••••••••• R. MI MIM/ a. •w •s Y..• o.• 0701• or.?.. . MOW KM aa• w• _ c•M.a+ Mw .MMrMY MM •/••.• Noe MwMW YM MCMIyMr two 4111 M•M\ n..w W. •y.1M Y1 is III _ .. ._. 375 DocuSign Envelope ID:FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B MAINTENANCE ACTIVITY DETAIL Get a better understanding of your maintenance needs by examining historical data on maintenance performed. Maintenance logging can also be done at the meter in the Diagnostics menu or using the IPS Meter Maintenance Application, which will log events in the maintenance activity reports DAILY REVENUE View total revenue per day, filtered by zone, area, and sub-area. Additionally, you can sort on specific date ranges, monthly, and annual revenue 1P.Ua PM S.M. 0010 MW OM Pit ww10 PPM w AO Pat Sn M I. .OIA 010 WA w/w MOOwl 0.. At S. 1..0 .••. rw RANGE SUMMARY REVENUE REPORT View total revenue by amount and percentage, filtered by zone, area, sub-area, and specific meter detail 11.1111111. 0 F. Ars k. 1A y.414 376 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B I TAB E MANDATORY REQUIREMENTS itt 4 1, 3 i. A s: 1 11111rte r llt iiii r how..... ; pow— 1 Nto •i 1; if 44 4.lit R` don.S. 377 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B Demonstrate that all Mandatory Requirements listed in Section III of the RFP can be met. Explain in detail. Offerors must demonstrate that they meet all the following mandatory requirements: 1. The ability to provide a full parking enforcement module which enables the universities to issue, enforce and adjudicate tickets and fees, accept payments, and provide customer service. As described in Tab D Technical Requirements, where we have included our full description of the solution proposed to PASSHE. IPS Parking Enforcement Management Solution is a fully integrated solution that lets Pennsylvania's State System of Higher Education PASSHE) staff manage the entire lifecycle of parking enforcement from Civil Citation Management to Permit Management. IPS also will provide exceptional customer service as described in the Tab C Work Plan. It has three major components: Back-office Management, Public-facing Portals, and Field Enforcement. Each element can be purchased as part of the fully integrated solution or as a stand-alone offering. BACK-OFFICE MANAGEMENT Enforcement Management System (EMS) http://ipsenforcement.com: Our web- based Enforcement Management System lets enforcement staff manage the entire lifecycle of parking citations including issuance, adjudication, payment, DMV communications, and collections. Permit Management System (PerMS) https://www.ipspermits.com: Our web-based Permit Management System lets permitting staff manage the entire parking permit lifecycle from initial design through fulfillment. PerMS supports all rates and permit types in multiple formats such as decals, hang tags, and/or virtual permits. PUBLIC FACING PORTALS Permit Public Portal https://www.thepermitportal.com/IPS: This customer-facing website allows civic patrons to review rates and availability, apply for a permit, upload verification documents, and pay online. Public Citation Management Portal https://citationportal.com/: This customer- facing website allows residents and visitors to see the current status of their citations; view fine amounts, including late fees; pay or contest citations, as well as obtain receipts or additional information. FIELD ENFORCEMENT Mobile Enforcement System (MES)/Handhelds: The IPS Mobile Enforcement System includes EMS software synced in real-time to a one- or two-piece handheld. You can choose the ergonomic XF Mobile Enforcement Device with an integrated 378 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B printer or a cell phone and a separate mini printer. Both options can run either the Android or iOS operating system, and provide enhanced evidence collection for ticketing, including e-chalking, mobile LPR, guided enforcement, Geocoding, and image capture. LPR Enforcement System (third-party): IPS integrates with major LPR vendors to offer a system that automatically captures and reads thousands of license plates per shift, compares each plate to any existing database in real time, and notifies officers of infractions. The LPR system can be mounted on a variety of enforcement vehicle types, including carts and Segways. 2. The ability for parking enforcement officers to utilize mobile license plate recognition to scan vehicles parked in surface lots and issue citations as required As detailed in Tab D Technical Requirements, IPS is partnering with Vigilant for License Plate Recognition Technology that will allow the enforcement officers to scan vehicles parked in surface lots and issue citations as required. j ) i// am S ..EN VEHICLE 59301 H2 593059304H2 n wa.c l 59304H2 Y6 rt..i.WE M:Ec ltDr.txIDgS I. tt i....i.i.::... ._... I- I.'...i.MOW s 4 379 DocuSign Envelope ID:FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B 3. Ability for parking enforcement officers to utilize smart device field access all customer vehicle citation information issue citations required The enforcement Officer can issue all the citations through the smart device. Citations are automatically uploaded and transferred to the EMS from the handheld unit. Y ,.t '< .!+»C ' 3-• r','r '4.: ...lel., 4. ..moi v. • tei.:i.,V-4:' -• ' -'.• ‘',-46-•'.;:'. te "It. ,4t .-.'.' .. '',.. , ..,.' Z. S* .•.'Y, c • ' .. R ti,L7, 1b4: .1.' `+ ft,:'•., 3 _ r't r C: i 1 zr, -4 __. sem`1r a msJr4 yw: 1_,. . 7--- ry 4. A, w1 l l Y ii•F , 11,1!; n Cts• R. .. Y' i+.: T CLT 1 µ7-. • t!4. Capability to track parking enforcement officer locations IPS complies. IPS supports both a one-piece and two-piece mobile enforcement device.Officers can track a location from a list and use GPS to automatically enter a location,or manually type in the location of the violation. The IPS Mobile Enforcement System ( MES)captures high-resolution color photos (2mp 1080p @3fps color imager) that sync in real-time during citation issuance. Additional image capture specifications can be found as part of the Samsung Note 9 specifications list in response to the previous requirement. The MES also features digital "e-chalking" functionality to track time parked and provide evidence of violation with timestamped images. Pennsylvania's State System of Higher Education PASSHE) can easily configure the time limitations within each zone from the IPS Enforcement Management System ( 380 DocuSign Envelope ID: FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B 5. Ability to maintain data, images and/or video, and transactions for tickets issued to drivers and vehicles. All the data, images and/or video, and tickets issued to drivers and vehicles are automatically uploaded and transferred to the EMS from the handheld unit. IPS will store all those information as requested by PASSHE. 6. Offer multiple ways to pay and adjudicate tickets. IPS offers multiple ways to pay the tickets, In person, online through VISA, Mastercard, Discover, and American Express, or by mail, as per PASSHE's request, however, we also adjudicate tickets as described below: C=1 PARKING ENf ORCf5l00 '.. WNAGLMEHI Citation r171 289 Oba MIOIq City M f.00AM CM.CO E'C33I Canaan Mamba Lot.Ilat PYY BUN BO11200 1O0 NORTON AVE WM:AAA CA Y..CNA,Iowa Tines Duo MY LAM Actl ILINV20t9 DP SI AN W+020,9 WARNNO8,261O1PW Al AM BLOM Pod Du. CLOSED WARMfq 000 000 m nY.>•n+;tea• p Nga:S, t.trvn.tr. A t1MfR. t Coo dm 111 B.Mf^.V 9 Wane, •',MK.* /l*4/foaRne, re*...a A EMV •N.A. MPo^+9FM/"Mw Pan E'to. Mow_ow._ L0011011 MAW Number Perm1 NwnNer ONc.. fOO NORTON AVE Pt4k Cann.nb NO PEROT i PNOTn61 TAKEN HAMA Cernramb iYN1CY IIda1ln.aaf Plata State Or, Erp.albr OHM,CA MMM Mona Boo, co. UNKNOWN tNn i W W NrMat The Enforcement Management System accommodates three levels of parking citation appeals: (1) Administrative Review, (2) Administrative Hearing; and, (3) Superior Court. All actions associated with the adjudication trigger confirmation emails to Pennsylvania's State System of Higher Education (PASSHE). The IPS appeals processes are customized per the PASSHE's rules. This is how it works: When a citizen gets a ticket, the citation is within the time limit, and they want to contest it. 381 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B First Level Adjudication: Admin Review The Citee will log onto the Citation Portal (the payment site), enter their Citation number, and select the Contest Citation option. Once here, the Citee will be prompted to complete the provided form, provide their reasoning and evidence as to why they believe they were issued the citation in error, and upload supporting documentation. Universities staff or assigned staff at PASSHE will receive an email notification at which time staff would log into the EMS and navigate to EMS/Adjudication/Admin Review. Here the contested citation will be reviewed. Based on evidence and reasoning, the citation can then be Upheld or Dismissed. In both decisions, the Citee will receive email notification of the disposition. Second Level Adjudication: Hearing In the event the citation is Upheld, and permitted by PASSHE, the Citee may proceed through a Second Level Adjudication and request a Hearing date. A hearing officer is assigned to the case and will undertake the required legal process required by PASSHE. If utilizing the EMS for this process the hearing officer may uphold, or dismiss the citation in EMS, which will notify the Citee of the result. Third Level Adjudication: Court If the Citee decides to further contest the citation, then a court date may be requested. This must be allowed by PASSHE. We have processing functionality within EMS for this, however, we often establish an integration to send all the citation data electronically to the court. If not feasible, a manual process may be undertaken. 7. Maintain up-to-date and accurate information on customers, vehicles, tickets, and fees. The solution should have a means for deleting or disposing of archived customers data after a period set forth by the requesting entity. All the data and archived information can be stored or deleted as per PASSHE's guidelines. 8. Provide electronic access to evidence for ticket-issuing officers. All the tickets issued by the officers and evidence can be found in the EMS as shown below. 382 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B YM41FR , RSA SaW Sr::. MaKi::[M.ORC EYEMi Citation N1030455 C•rtre NM,INAr • 011,dleRe rerta CNN.Nuraboo lacallon Pim suu 1C06.0.5 NPN P•.-nIN PN r11's nY1a OaY 0Imo 110N Oy Os Lao ANPArySS7:24' Ot n,a1I 0251020 SM. Pao qM OPEN 000 10.00 a-,-,,, a+otrKn maYno0 ninter. N,..„N., 0 0 ', .000.w. 4Ay acS, m -.r. A rx P. S aG, arnK.es a OWS1+1 x TNoax,4qi c.m M1YNs..na r loc+ea. Um.MwOv P.n.GNrwy. 0S.earT,,MEYMENr.WIN,Pta n 2006 Mak OPRYYrr. SK,NS POSTED N10WRFCI UOTOR 0040.0E PARKING CN.0 Po10100,TAKEN NM Corwin WMKi•IKrm.Karo. SUM OaPP0000 Ma*Am* Et 0'2020 vrt MINT MNN 1 lorNO YraT 00)0_000N SEDAN Looe LAN Many. o MCF TO TOP WE ARE HERE TO HELP Y wH cU0TOME P S.:7PORT'AONA,ER ssa i YR..aa..r+..r....... n O O - .. SM.NI.fPi. 9. Provide images, audio, and/or video of all documents, transactions, and any other documents associated with a case or ticket. IPS complies. IPS will associate the images, audio, and or video of all the documents, transactions, and any other documents associated with the case or ticket as described in the image in the previous question. 10. The system shall track the payment and aging of all tickets. IPS complies. The payment and aging of all tickets are stored in the EMS as shown below. PASSHE can always customize the reports and export them in various formats. 383 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B PARKING ENPOIIOa11aNT MANAGEMENT roan 10 mrn Gticr P•Y^•"•NPrn Duro.aym. P. .*10 00,0041BIM Date n11~c c•wo- Check Purulent,Report 06,0119 12.00 A2.4 Gong.. 04..40.00.9 Rw wlf 10 00 ow, WwvnT> H'11000 P.m..A9P11N E,a D.19 N.OorN CW;PBypmtdIsnOlts QlcD9podu 00,29,19 12110011 1 wi N« Pe/'^a<PII 0940 A, • Elw\ •10. •PW • 01^'1 •rolPr•,pw r ry q`N F C'..=C'..= •64004P•IPrY 1191911 01.11 116,0 49.2/ 1.02.1 C.a MS K(rr 11 rMAMY w IgON? 5.251011 5,000 101,24 5.25.204 9'40196 Soul A F0.24 rP 17190' 1014.919 a 09 0E97,22 5.211011 Cor 0470 1009 25 rawKE 11n97 *4144011 16.09 7101115 122,0011 0000101 1000 h1.2111 23 11000E 1012011 1199 10C112 1.)241 Ch Ms 1000 In I.P.CE Tel.: 1 .,Sl 1190 09 a s tel.Rtr•neh.and Wands' TwwcA.r1 •PYr • Ny • AawrP 41'.""17.• •sM• •1•N• P•n•r 1161011 01091 tO2113 ~OH gtlNs 110 '25 ,01509[ Taw. 1.040 07001 19 Jgyments and DeposBs Minus charaebacks,Reveraa19.Ond Retund : 0909 row. 0 04.,5.0 11. The system shall generate an electronic report of tickets issued at parking meters which shall include, at a minimum, the location of the meter and the ticket numbers issued. IPS complies. The EMS can generate customized reports of all the tickets issued. Universities can include and customize the reports as needed. EMS reports samples can be found in the appendix. 12. Administration of the system is critically important. The system must provide the ability to set up multiple types of user permissions, permitting one employee to assess certain modules and certain data within those modules, which another employee could have read- only access to certain data with a group of administrators having full access, for example. The user permission will be controlled by the purchasing entity. IPS complies. PASSHE can set up multiple user permissions as desired, which can be managed from the Enforcement Management Software (EMS), DMS, or Permit Management Software. 13. A complete back-end auditing module must be included within the system and provide the ability to track log-in and log-out activity, as well as user actions during this time. Any changes to the system must be logged. Every transaction must have the ability to be recreated through the auditing tool. Every financial transaction will be completely tracked and able to be reconciled at any time. IPS complies. PASSHE can have a complete audit history of activity and modifications on citations, as well as a detailed audit log of all access and other activities to provide an added layer of protection on sensitive data. 384 DocuSign Envelope ID:FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B 14. The ability to add guest parking for special events. IPS complies. PASSHE including universities and entities will have access to add/delete a guest parking as needed. 15. Universities may be comprised of more than one campus. As such, the Offeror may be required to provide a system to encompass all campuses. IPS complies. IPS provides PASSHE with a fully integrated solution that can be managed by PASSHE or any university or entity associated to PASSHE. We have included in our value- added system aggregator that describes that our solution is all connected and can be managed remotely from different entities with a high level of security. 385 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B TAB F DELIVERABLES 11.1 CHECK PERMIT AVAILABILI r 0 p 386 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B I F. Deliverables Provide a complete response to the required deliverables: Cloud-based Integrated Parking Access Revenue Control Systems (PARCS) IPS complies. IPS can integrate and share Parking Access Revenue Control Systems through the cloud. Randy to confirm IPS is only limited to the limitations of the third-party contractor. Real-Time Dynamic Space and Vehicle Counting System IPS complies. IPS can integrate and share services across campuses in key areas with any vendor chosen by PASSHE. Parking Guidance Signs (PGS) IPS complies. IPS can integrate and share services across campuses in key areas with any vendor chosen by PASSHE. RFID Readers/Gate Operations IPS complies. IPS can integrate and share services across campuses in key areas with any vendor chosen by PASSHE. We also work with multiple Gate equipment companies (PARCS) Single Sign-On Capabilities Single Sign On ("SSO"), a truly integrated solution that will allow PASSHE or any entity and university associated with it, to manage their entire parking network from anywhere, anytime, with single sign-on (SSO) access to all applications and consolidated parking data in one place. While the IPS Parking Management Suite offers all of the interrelated parking applications PASSHE may need, it can also seamlessly integrate with any third-party service via API. Wayfinding/Brand and Preferred Optional Integrated Services, including: o Parking Pay Stations/Meters IPS complies. IPS meters can fully integrate with any third-party contractor and share services across campuses in key areas as explained in the previous TAB D Technical Requirements. o Mobile Payment IPS complies. Our mobile Payment PARK SMARTER'' is a mobile app that elevates Smart Parking to the next level. It will Provide PASSHE's students and visitors with greater flexibility and convenience in an optimized mobile parking experience. The Bluetooth- enabled app is part of the IPS Fully Integrated Smart Parking Ecosystem and is available to IPS meter customers at no additional cost. Parking policies, rate structures, live alerts, reporting, data analytics, and app management are available through the IPS Data Management System (DMS), fully connected and perfectly aligned with your IPS meter 387 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B operations and can share services across campuses in key areas. The description can be found in Tab D Technical Requirements. Brochures are also attached in the appendix. c Citation/Permit Management Software IPS complies. The EMS/Public Citation Management Software and Permit Management Software are fully integrated with PASSHE's existing software and can share services across campuses in key areas as requested. o Enforcement Handhelds IPS complies. IPS offers a choice of one-piece and two-piece handheld as described in Tab D Technical Requirements. Enforcement Software is fully integrated with PASSE's existing Software and can share services across campuses in key areas as requested. o Collection Services IPS complies. IPS offers direct integration to Nlets and a strong partnership with CBA for collections services. CBA is a privately held corporation with 50+ years of experience in the collections industry. CBA's nationwide scope is a competitive advantage because it allows us to collect for national clients with customers across the United States. No matter where the customer moves, CBA has the ability to contact them in their state of residency to work with the customer regarding their account. Having a substantial national market penetration across the United States, CBA can allocate resources for collection efforts that apply to all markets because we have active, current, and ongoing collection efforts in every state. CBA is integrated with the IPS Enforcement Management System allowing for easy retrieval of citation data. CBA provides a comprehensive solution while allowing flexible recovery strategies and approaches to collections to meet the PASSHE's needs and goals. CBA provides customized letter and notice programs, reporting, payment options, and call centers with staff trained in handling collection matters. IPS provides ticket collection services to Pennsylvania's State System of Higher Education PASSHE), as well as generate and mail all notices. All notices, letters, and postage are provided by IPS and mailed via first-class mail. Notices are printed in color and provide important information to the public regarding the citation details as well as containing all information required to submit payment. Parking violation notices are mailed based on Pennsylvania's State System of Higher Education (PASSHE)'s preferred schedule. Pennsylvania's State System of Higher Education (PASSHE) has the ability to customize the text that is printed on the notice if necessary, which allows Pennsylvania's State System of Higher Education (PASSHE) the flexibility of changing the text should procedures change. Notices will be generated and sent in accordance with best practices and all State Statutes and regulations. a Mobile/Handheld License Plate Recognition Technology 388 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B IPS complies. IPS can integrate our Enforcement Management Solution (EMS) with any License Plate Recognition (LPR) provider to form a fully comprehensive, advanced, virtual permit and citation management system, and can share services across campuses in key areas as requested.The LPR technology has a unique audible and visible alert when an illegally parked vehicle is discovered. 389 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B TAB G VALUE-ADDED SERVICES ATTRIBUTES y 6 i":. 4 ' / 4/ 1 / ,.,.''. ' 410 or 411 A. e / i AliAlfril 4 /I411Air* 04/ (1/y • 4 'ltiiiN;‘, 4 - /VW/ i 1107A .. ' I a _-: t.,.-. . ./. 0- jet A -- /ilia Ili/' s ' . at 0 i . a_ t I li 4 Si 0.. vor. , ri 4„, , b......,4,41,,,,..„ , Ai /. i. ,, , .• 2,4ii r w 1 I lib 390 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B G. Value-added Services Attributes Describe in detail any value-added services that your company can provide in addition to the services required herein. Identify whether your company is part of any state, national, or global network for information sharing on information security best practices or situational awareness. Provide information, knowledge, and suggestions of new concepts, products, use of technologies, and re - engineering opportunities that would enhance and benefit the State System. IPS PARKING MANAGEMENT SYSTEM AGGREGATOR ps PARKING MANAGEMENT SYSTEM AGGREGATOR r.'Ro'r-.e Amplify operational efficiency by connecting all your sources of Smart Parking data in a central,secure.powerful hub 1k1L1 vin trAs.17 I II hl 1 IPS Permit API IPS LPH API IPS Enforcement AI'i 113 r IPS Mo!>dt APi K IPS Parking Meter API fnaRT F.aRR f ... ilanfl Reporting Policy Management Analytics Interface Interface Interface IPS meets all of Pennsylvania's State System of Higher Education (PASSHE) technical requirements in the RFP, however, IPS is proposingthe MPP System Aggregator, a fully integrated software customized for smart cities and big universities that will help PASSHE to enhance its parking experience, minimize costs, optimize the revenue and provide the universities and entities associated to PASSHE with the best customer service experience. The Parking Management System Aggregator is being offered at no cost, and will allow PASSHE to manage all the hardware, software for the entities and universities associated to PASSHE and be able to the support mutli-vendors integrations. PASSHE users can also consolidate reporting on trends, productivity, and performance. In addition to integration 391 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B across all IPS applications, IPS has the experience and capabilities to support multi-vendor integrations. The Parking Management System Aggregator connects all IPS solutions with modules, data intelligence, and an enhanced user interface design that improves the management of parking networks from anywhere, at any time. KEY API'S INCLUDE: IPS Mobile AP IPS Parking Meter API IPS Permit API IPS LPR API IPS Enforcement API 392 DocuSign Envelope ID FB46BF1C-23E9-45F1--A267-F4AA262A08BC CW18653,Exhibit B IPS LIMITED WARRANTY - METERS IPS will provide a limited parts warranty for any new meter or sensor product manufactured and supplied by IPS for 12 months under normal use. The warranty protects against defects in materials and workmanship from the point of installation or 15 months from the date of delivery, whichever is sooner, and 90 days from the date of delivery received in the case of spare or repaired products. Software Services are provided "as-is" and IPS shall provide bug fixes at no cost during the contract term. Additional Warranty Provisions: IPS must have the opportunity to assist in the initial deployment and system installation. Repair or replacement under warranty of any defective product (including any meter or subcomponent) does not extend the warranty period for that product or subcomponent. IPS will either repair or replace products or subcomponents, at our discretion, that are found to be defective within the defined warranty period, with transportation costs pre-paid by the customer. Returns for credit will only apply once IPS has received defective product (including any meter or subcomponent) and confirmed that defects were within the warranty period and are covered under the terms and conditions of the warranty provided. IPS strongly recommends that customers pre-purchase spare parts inventory for immediate access. Defective parts can be replaced immediately from customer stock and IPS shall replace such components upon receipt and determination of defect. On-site labor is explicitly not included in this limited warranty. Customer shall be sufficiently trained to perform all on-site work, including meter or sub-component removal/replacement. IPS can provide additional on-site services under a separate maintenance agreement or quoted on an as-needed basis. THE WARRANTIES CONTAINED IN THE AGREEMENT DOCUMENTS ARE IPS'S SOLE AND EXCLUSIVE WARRANTIES. THE EXTENT OF IPS'S LIABILITY FOR A WARRANTY CLAIM IS LIMITED TO THE REPAIR OR REPLACEMENT OF THE DEFECTIVE EQUIPMENT OR DEFECTIVE SERVICE OR SOFTWARE AT THE SOLE OPTION OF IPS. IPS AFFIRMATIVELY EXCLUDES ANY AND ALL OTHER WARRANTIES, CONDITIONS, OR REPRESENTATIONS EXPRESS OR IMPLIED, ORAL OR WRITTEN), WITH RESPECT TO THE EQUIPMENT AND/OR SERVICES OR SOFTWARE PROVIDED INCLUDING ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS OF TITLE, MERCHANTABILITY, OR FITNESS OR SUITABILITY FOR ANY PURPOSE (WHETHER OR NOT IPS KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED, OR IS OTHERWISE IN FACT AWARE OF ANY SUCH PURPOSE) WHETHER ARISING BY LAW OR BY REASON OF CUSTOM OF THE TRADE. MIEMNIIPM MM ikh Shipping: This warranty covers all return shipping to the customer after any warranty work is completed. Shipping to IPS is paid by the Customer. Exclusions: Warranty voided with use of imitation or non-genuine IPS replacement parts, un- authorized alterations, abuse, vandalism, improper installation by customer, handling or general misuse to the equipment (hardware or software), including attempted repairs that result in damage. Warranty specifically excludes any consummable items such as paper, batteries, etc. Software warranty is void if usernames and/or passwords are shared with 3rd parties, or allowance of 3rd party access to IPS software without IPS written consent. Force Majeure: IPS shall not be liable for any warranty provisions where such product failure is as a result of Acts of Nature (including fire, flood, earthquake, storm, hurricane or other natural disaster), war, invasion, act of foreign enemies, hostilities (whether war is declared or not), civil war, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalization, government sanction, blockage, embargo, labor dispute, strike, lockout or interruption or failure of electricity, internet services or cellular telecommunication failures caused by any of the events or causes described above. IPS provides no warranty with respect to any 3rd party hardware or software, whether supplied in connection with this Agreement or otherwise. IPS is not liable in any way as a result of use or performance of customer internet service or wireless data services provided by national carriers. Preventative Maintenance: The primary operational elements will be a working battery, card reader, coin validator and printer(if applicable). All product surfaces should be kept clean with mild soap and water. No harsh chemicals should be used on any plastic surfaces. The card reader heads should be cleaned with a cleaning card every 1-2 months to ensure optimum performance. Cleaning cards may be purchased from IPS. Batteries should be replaced when 393 DocuSign Envelope ID:FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B notified by the IPS Data Management System. At 6 month increments, the coin validator shall be visually inspected for any damage or debris. Compressed air may be used to keep the card reader, coin acceptor or printer (if applicable) clear of debris, every 6 months. Additional preventative maintenance shall be administered by customer staff at such time as it is apparent to be necessary, even if it should occur on a more frequent basis than described herein. 394 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B IPS LIMITED WARRANTY - ENFORCEMENT AND PERMITS IPS will provide a limited parts warranty for any physical product, such as handhelds or printers, in accordance with the manufacturer's warranty. Software Services are provided "as-is" in accordance with the scope of services and shall perform substantially in accordance with an identifiable set of functional specifications. IPS shall provide bug fixes and generally available upgrades at no cost during the contract term. Additional Warranty Provisions: Repair or replacement under warranty of any defective product does not extend the warranty period for that product or subcomponent. IPS will either repair or replace products or subcomponents, at our discretion, that are found to be defective within the defined warranty period, with transportation costs pre-paid by the customer. Returns for credit will only apply once IPS has received a defective product and confirmed that defects were within the warranty period and are covered under the terms and conditions of the warranty provided. THE WARRANTIES CONTAINED IN THE AGREEMENT DOCUMENTS ARE IPS'S SOLE AND EXCLUSIVE WARRANTIES. THE EXTENT OF IPS'S LIABILITY FOR A WARRANTY CLAIM IS LIMITED TO THE REPAIR OR REPLACEMENT OF THE DEFECTIVE EQUIPMENT OR DEFECTIVE SERVICE OR SOFTWARE AT THE SOLE OPTION OF IPS. IPS AFFIRMATIVELY EXCLUDES ANY AND ALL OTHER WARRANTIES, CONDITIONS, OR REPRESENTATIONS EXPRESS OR IMPLIED, ORAL OR WRITTEN), WITH RESPECT TO THE EQUIPMENT AND/OR SERVICES OR SOFTWARE PROVIDED INCLUDING ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS OF TITLE, MERCHANTABILITY, OR FITNESS OR SUITABILITY FOR ANY PURPOSE (WHETHER OR NOT IPS KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED, OR IS OTHERWISE IN FACT AWARE OF ANY SUCH PURPOSE) WHETHER ARISING BY LAW OR BY REASON OF CUSTOM OF THE TRADE. Exclusions: Warranty voided with use of imitation or non-genuine replacement parts, unauthorized alterations, abuse, vandalism, products subjected to unusual physical or electrical stress, improper handling or general misuse to the equipment (hardware or software), including attempted repairs that result in damage. Warranty specifically excludes any consumable items such as paper, batteries, etc. Software warranty is void if usernames and/or passwords are shared with 3rd parties, or allowance of 3rd party access to IPS software without IPS written consent, or any unauthorized changes or attempts to change IPS software. Force Majeure: IPS shall not be liable for any warranty provisions where such product failure is as a result of Acts of Nature (including fire, flood, earthquake, storm, hurricane or other natural disaster), war, invasion, act of foreign enemies, hostilities (whether war is declared or not), civil war, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalization, government sanction, blockage, embargo, labor dispute, strike, lockout or interruption or failure of electricity, internet services or cellular telecommunication failures caused by any of the events or causes described above. IPS provides no warranty with respect to any 3rd party hardware or software, whether supplied in connection with this Agreement or otherwise. IPS is not liable in any way as a result of use or performance of customer internet service or wireless data services provided by national carriers. 395 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit 13 a 3 1PS r iffiRairAF' Ml Multi -SpacePayStation The MS1TM Pay Station provides unparalleled efficiency and the most flexible user 1:1 experience on the market. The MS1 features a robust hardware design that provides maximum security and easy maintenance. With customer-focused features, users will enjoy a flexible user experience like no other pay station available. Configurations Dand real-time parking data are accessed via the fully integrated, web-based Data Management System. 0 ZV KEY BENEFITS Flexibility: Available in pay-by-plate, pay-by-space, and pay-and- display; modular parts enable easy change in mode as needed Unparalleled Power Efficiency: Powered by environmentally friendly solar panel and rechargeable combination battery system Q—.. Customization: Configurable buttons for help screens, alternative languages, max time, and more 4 Robust, Durable Design: Stainless-steel cabinet with weather and graffiti-resistant powder coating and scratch-resistant armored glass LCD display provides maximum longevity Improved Visibility: Blue LED lighting above display enhances visibility for motorists, technicians and collections staff Customer-Friendly: Intuitive user experience; convenient My Parking Receipt"" digital receipts and license plate auto-population Dependability: 4G wireless communications to DMS; no additional communications hardware or software required Easy Maintenance: Modular design built for technicians with easy plug-and-play maintenance Security: Separate maintenance cabinet and collection vault; cash box housed in vault with six-point and high-security lock system Future-Proof: Open interface for third-party application integration such as enforcement, permitting, LPR, mobile payment and more Additional Payment Options: Upgradeable to Contactless Payment and/or EMV-approved card readers FEATURES v X WitCHLIP Solar Panel Large Display Intuitive Keypad Optional Contactless LED Lighting 396 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC i C v v v M 111 1111 I 1. 1,; L7 :. B C , f t. P t Technology O• 40111.14OW E• C92 4110.11116.RFID01000 Solar Powered Wireless Ultra-Low Power Integration Ready RFID Technology TECHNICAL SPECIFICATIONS Weight: 175 lbs. Dimensions: 12.5" x 12" x 60"; MS1T" is compliant with all relevant standards for disabled access. Power: Solar (standard) or AC. Temperature Range: Designed and certified to operate in all climate types; optional heater (AC units only). Payment Accepted: Multiple payment options are available including credit/debit card, coins, and optional contactless with Apple Pay' and Google PayTM, smart card, tokens and mobile payment apps. Cabinet Housing: Uni-body construction. High grade corrosion-resistant stainless-steel treated and covered with weather and graffiti-resistant powder coating. Locks: Cabinet is protected by a six (6) point secure locking system. The outer vault door locks are protected by anti-drill spin disks. Upper and lower housing require separate keys. The collection vault has a dual locking system with a T-bar. Electronic locks available upon request. Display: Large monochromatic display screen is 320 x 240 pixels and allows for five lines of alpha-numeric or graphical messages. Display is protected by anti-glare coated armored glass. Printer: High-resolution graphic thermal printer allows for customizable graphics, vouchers, and barcodes, which are programmable from the Data Management System (DMS). Coin Box: Exchangeable coin box with auto-close feature on removal and "Smart" sensing technology to provide additional security and auditability. Bill Stacker: 600 bill notes. El — el . YA'CI For more information on the IPS Fully Integrated Smart Parking Ecosystem, please contact us. 3 ,. -41:-.•. Schedule a Q&A: 877.630.6638 ipsgroup.com 2022 IPS Group, Inc.All rights reserved. 397 DocuSlgn Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653, B fps i46A Multi-Space Pay Station The MS3TM is the latest generation of IPS Pay Station solutions. Featuring a vibrant full-color display, optional touchscreen, merchant coupons, multi-language support and intuitive interface, the MS3TM provides the most convenient customer experience N of any pay station on the market. Configurations and real-time parking data are accessed via the fully integrated, web-based Data Management System. i KEY BENEFITS N 0 Flexibility: Available in pay-by-plate, pay-by-space and pay-and- display; modular parts enable easy change of mode Durable Design: Stainless-steel cabinet with weather and graffiti- I `fl resistant powder coating provides maximum longevity 3 _ Customer-Friendly: 7-inch active matrix, high-resolution color LCD display and optional touchscreen for intuitive user experience; My Q k% Parking Receipt'"digital receipts and license plate auto-population Security: Separate maintenance cabinet and collection vault; cash box housed in vault with six-point and high-security lock system l Unparalleled Power Efficiency: Powered by environmentally friendly solar panel and rechargeable combination battery system Improved Visibility: Blue LED lighting above the display enhances visibility; optional rear LEDs for visual enforcement (pay-by-space) Dependability: 4G wireless communications to DMS; no additional communications hardware or software required Easy Maintenance: Modular design built for technicians with easy plug-and-play maintenance Future-Proof: Open interface for third-party application integration such as enforcement, permitting, LPR, mobile payment and more Additional Payment Options: Upgradeable to contactless payment and/or EMV-approved card readers Merchant Coupons: Convenient coupon program enables businesses to offer parking discount and validation codes to their patrons. FEATURES 11614 3 Color display Optional touch screen Multiple Languages Optional Contactless Solar Power 398 DocuSign Envelope ID:FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B 7----"*.)1 m to fpsZ rm tin D m M Single-Space Meter N Setting the industry standard for Single-Space Smart Parking Meters, the IPS3 D M5TM provides a simple, customer-friendly experience and is more cost-effective X) and reliable than alternatives. The M5 mechanism retrofits into your current parking meter housings for fast installation and uses energy-efficient solar power. DMultiple payment options are available including credit/debit card, coins and optional contactless with Apple Pay" and Google PayTM, smart card, tokens, and X mobile payment integration. Configuration management and real-time data are Z accessed via the fully integrated, web-based Data Management System.0 3 m m i KEY BENEFITS XiN Flexible: Retrofits almost all housings (Duncan, MacKay, and POM); less than 15 seconds to install, no modifications neededii Durable Design: Mechanism is protected by zinc alloy meter dome and UV-resistant, anti-fog Lexan'"cover 11) Customer Friendly: Intuitive payment navigation; easy-to-read mechanical buttons rated for more than 250,000 cycles Enhanced Visibility: Tri-colored LED lights on front and back communicate status: paid (green), unpaid (red), and fault (yellow) Greater Security: Vandal-resistant coin slot/chute allows for worry-free operation and quick servicing Environmentally Friendly: Solar panel and combination rechargeable/back-up battery pack maximizes ongoing power Reliable: Operable in harsh weather such as snow, sleet, rain, humidity, salty coastal air, dust storms, extreme cold and heat Improved Tracking: RFID identifies meter location, downloads operating parameters upon installation/replacement Integration-Ready: Allows for seamless integration with Smart Sensors, Mobile Payment, and other applications 399 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B 1111C- 1— r—tri Model 232 Model 247 Model 895 im.© 1 PAYMENT OPTIONS Accepts payment with credit/debit card, coins, tokens, and smart card Optional Contactless/NFC payment with Apple Pay` and Google Pay'" Integrates with IPS PARK SMARTER'" and any third-party mobile payment application Ensures secure credit card transactions with PA-DSS and Level 1 PCI-DSS certification WIRELESS COMMUNICATIONS o Wireless communication via the cellular network enables secure connection to IPS Data Management System (DMS), eliminates need for additional communication hardware Notifies parking operations staff of any faults, such as a card reader or coin validator jam, via text message, email, or both Supports optional power-efficient BLE that enables in-vehicle and smart payments, as well as fully integrates with other IPS technology like the Smart Collection System A)- 111I GRAPHICAL DISPLAY Certified to operate in all climate types LCD Provides simple user experience through large 160x160 pixel, backlit LCD Supports remote programming of dynamic rates via web-based DMS Displays clear, easy-to-read user instructions; custom messaging and images configured remotely from the DMS f 1 CENTRALIZED DATA MANAGEMENT SYSTEM Aggregates all parking data sources in comprehensive parking management solution that includes robust reporting, data analytics and key insights Seamless integration with IPS Smart Parking Ecosystem including smart sensors and enforcement and permitting solutions optimizes parking operations Synchronizes with IPS Tech Tools to enable remote management of maintenance, enforcement, collections and more from a smartphone or tablet For more information on the IPS Fully Integrated Smart Parking Ecosystem, please contact us. i Schedule a Q&A: 877.630.6638 I ipsgroup.com F;;• •. c>2022 IPS Group, Inc. All rights reserved. 400 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC 653,Exhibit B J5WZara is „E 3 K Sf?1c3 ;TER 40 /*/ D Z GET IT ON 49 Download on the Google Play App Store Park SmarterTM PARK SMARTERTM is a mobile app that elevates Smart Parking to the next level. Provide your customers with greater flexibility and convenience in an optimized mobile parking experience. The Bluetooth-enabled app is part of the IPS Fully Integrated Smart Parking Ecosystem and is available to IPS meter customers at no additional cost. Parking policies, rate structures, live alerts, reporting, data analytics, and app management are available through the IPS Data Management System (DMS), fully connected and perfectly aligned with your IPS meter operations. KEY BENEFITS Multiple Forms of Payment: Supports credit/debit card payments from American Express", Discover, MasterCard", Visa"; Apple Pay` and Google PayTM; MasterPass" and Visa Click to Pay" Quick, Easy Account Access: Simple account setup and intuitive parking payment on iOS and Android; supports Facebook authentication/single sign-on Remote Extensions: Real-time notifications alert users in advance of parking expiration with option to pay to extend (if allowed by parking policy) Real-Time Parking Finder: Gives directions to open parking spaces* Optimized with BLE Connectivity: Puts time directly on the meter** Personal Account Management: Provides transaction history, digital receipts, notification settings and preference management for fully personalized experience Merchant Validations: Fully integrated with IPS service that allows merchants to offer discount codes, special offers and validations IPS Vehicle Detection Sensors required for the most accurate space availability Requires meter BLE upgrade 401 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B PARK SMARTER SPACE FINDER 9 41 41 9.M 9,41 M OM 9'41 0 f I. ~ 9I41 ir.11 F 0m 0 og l'! ob PBRKS TER PaRKSI' RTER PaRKK1'k7RTER PaRK5 7RTER Fowl DrMnp fieri Dalxnp Oki 10001Zonc DOAxtq S•ls.du P•txlr•..1111 J• Ye.1iVV1I9F:l P.weww I Max Tr.?Wt.ssr.101.4,nultes It L L,. 100017 e»ou 4 :, total$0.75 00:1 24111( 1 5 ..1166 s . l.A 0 0 - 0 Parking Finder scans and Parking Finder details User views time left and Need more time? identifies nearby parking proximity and cost of parked location from a Open the app, add more spaces nearby parking spaces GPS-enabled device time, and extend 9.41 MfMD PARK li41IER FEATURES NOMK.at.r,< Real-time parking expiration alerts WOO Optimized with BLE connectivity to put time directly on the meter 11111..*RI•s"" requires meter BLE upgrade) ro,.u,1•....r.. O E Parking Finder provides direction to open parking spaces e.»0 IA 11.4 Ability to pay and extend parking session remotely9•19.4•41.11919•P 1 if allowed by parking policy) Supports Facebook authentication Simple account set up and intuitive parking payment on iOS and Android Pi J4 Fk, " Works as a convenient, contactless payment option User selects options for O FIND I EXTEND MULTIPLE notifications, reminders, AVAILABLE PARKING CARDS PER and reciepts PARKING 0 SESSION i ACCOUNT El . For more information on the IPS Fully Integrated Smart Parking Ecosystem, please contact us. ti 'Schedule a CAA: 877.630.6638 I ipsgroup.com Cc)2022 IPS GrouP, rights reserved,Inc.Allv` 1: CI 402 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B S/ 7.----"):D 000 S Pi ONS PARKN MFiDPPT% ZS- 3 OUl D F ti. D F.P0 QQ S. O c 3 c, o Z a o )) Z Hv m w I -- 1 m 3 O 360° DATA O w Z Z MANAGEMENT /1 w uJS 0141 3 d O Q. to 1adw5 14z n F ili . Iri.. .„ 4,....0 ,,,,,,,..,,,,.. ..,,..-.--- cs s0% c^ PaP SEAMLESS THIRD-PART' INTEGRATIONS Fully Integrated Smart Parking Ecosystem Whether you work exclusively with IPS or need to aggregate multiple third-party solutions as part of your parking technology stack, the IPS Fully Integrated Smart Parking Ecosystem provides completely unified parking resource planning, management and data-driven decision-making power for any size operation. ONE TRUSTED PARTNER. ONE PROVEN SOLUTION . IPS unlocks 360° Parking Management Solutions by combining perfectly seamless, real-time IPS application 00. 11.11°11.11°1 iintegration, and powerful business intelligence. All this, plus support from the most trusted leader in Smart Parking innovation. m Optimize Parking Intelligence A,,,2404107.14w;, 141r"I M.y0/11WT41[ry4 Rapidly Scale as Needs Evolve Future-Proof and Protect Your Investment Accomplish More with the Most Feature-Rich Technology 403 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC am. o CW18653,Exhibit B a..-. i i;',.. lib 101- Wrirnilli 111 f aaIIII IPS DATA MANAGEMENT SYSTEM (DMS) At the heart of your parking operations, the DMS unifies all your data into a single back-end system. Comprehensive reporting, intuitive dashboards, advanced analytics, and business intelligence r a I I 0 z. provide the most accurate measurement of your operational effectiveness. e ... Make informed, data-backed decisions Unify all Smart Parking data sources Save time and resources through greater efficiency I I I , I I ', MONITOR OPERATIONAL PERFORMANCE WITH ROBUST PARKING INTELLIGENCE REPORTING The DMS provides a comprehensive library of financial, technical, and administrative reports. All reporting functions are accessed from an easy-to-navigate interface. Monitor real-time financial, operational, and maintenance data for all Smart Parking technologies iiiiiiiiiiiiimmi Report on revenue, maintenance, inventory, assets, andamminimectie more; filter by need, drill down for granular reports Generate transaction summaries that can assist in citation adjudication Get real-time alerts: device health, power levels, occupancy and collections 9=.:._9 , ilii —C•-•j... 9..i ,^,Notify maintenance staff in real time of meter faults by email 11.• 7749•,,':t---.9. I -mk-,. j ` ! ' j -- • i or text message s Y' f I!{ 0•-••---w .,."•-•••4p Configure demand-based rates, policies, display messages t' 9 ,1. i t p `"" .. and more remotely 404 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC 1 I• 11=111111 unarm Emil ...v oaoon Fipp. 6; poor ii .11..is ii i it 1-.:, iht..........:.,i-isiraczer.;-..1:. I a-_ f( 4 GAIN GREATER CONTROL WITH CUSTOMIZABLE DASHBOARDS & DATA ANALYTICS Al Make smart data-driven policy decisions with confidence. DMS Advanced Analytics guide operational decisions that increase revenue and efficiencies while improving the customer experience. Create visual reports in the form of charts, graphs, and heat K— maps (all export formats supported) Plan optimized routes for collections, enforcement, and maintenance teams based on real-time data Detect equipment and service issues proactively for faster response Customize dashboards to monitor your most important KPIs 0 Monitor and track performance, occupancy, citation, and revenue trends AGGREGATE ALL THIRD-PARTY DATA SOURCES Harness the power of your data sources with the IPS Parking Management System Aggregator. IPS combines 1 fragmented sources of data into a centralized system for a unified view of overall program performance and revenue sources to drive more confident, data-driven decisions. Reduce Work in Disparate Systems t_L,--m Integrate All Third-party Solutions Via API Maximize Security with Encrypted Connections Parking Meter API Pa Sy Mobile API WM6 Permit API J rl i- o o nL[lll 93 LPR API Enforcement API Reporting Policy Management Analytics Interface Interface Interface 405 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B ilialle 4110P 1116 is\ AM0 1 s s RESOURCE AND INVENTORY MANAGEMENT As part of the Fully Integrated Smart Parking Ecosystem, IPS offers single sign-on (SSO) that saves you time and provides greater security with one login to access your entire network of intelligent business applications. V0TECH TOOLS Access all DMS reports and alerts from smartphone or tablet Track and log services with Work Order Management tool Generate customized fault list Manage configurations and swap RFID tags Identify spaces in violation using Guided Enforcement Track inventory and receive alerts when stock gets low RETURNS MANAGEMENT AUTHORIZATION (RMA) NA • Enhance RMA process transparency Track returns and repairs status and shipment updates Obtain warranty information on entire parking meter inventory CD 1 ON-DEMAND EDUCATIONAL RESOURCESJ • Watch how-to video tutorials View or download digital user manuals Access FAQs and other guides L_, METER SHOP Shop for new IPS meter products, spare parts, and more o o Get what you need faster and easier in a convenient ecommerce experience All IPS systems are certified PCI-compliant. For information on other software applications that are part of the IPS Fully Integrated Smart Parking Ecosystem, including the Enforcement and Permit Management Systems, visit ipsgroup.com or contact an IPS representative. Y• iCI'r For more information on the IPS Fully Integrated Smart Parking Ecosystem, please contact us. I _•Schedule a CAA: 877.630.6638 I ipsgroup.com ily 2022 IPS Group, Inc. All rights reserved. I IE 406 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653, u'•14—.1, 6 n J7 3 Z D Z PARKING m m A i id fl Enforcement Management Solution The IPS Enforcement Management Solution handles all stages of citation administration from ticket issuance to collections using real-time technology and dedicated customer service resources. Born in the cloud without the growth limitations of older legacy enforcement technologies, the IPS Solution is highly flexible with powerful features to meet all your needs today, with scalability to evolve with your operations over time. The fully integrated enforcement ecosystem includes a secure citation management back- office and public portal, plus flexible mobile enforcement device options. COMPONENTS 411011/111, 4 Enforcement Management System (EMS): The central hub for end-to-end enforcement management: rilliFill. 4. issuance, adjudication, notices, payments, DMV, LPR, booting/towing, collections and more Public Citation Management Portal: A secure website that allows the public to review their citations, pay, contest and obtain additional support L i Mobile Enforcement System (MES): Support for ikiime current iOS, Android and Windows mobile devices; S Ok new 1 and 2-piece devices also available — all connect seamlessly to EMS for rapid processing Additional Compliance Solutions: Fully integrated options for Permitting, Code Enforcement and Event Management L 407 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B ENFORCEMENT MANAGEMENT SYSTEM (EMS) The EMS is a real-time, web-based enforcement back-office application that gives officers access to case information including both high-level and detailed citation summaries, photos, notices and letters, adjudications, and voids. The EMS is fully integrated with the entire IPS Smart Parking Ecosystem. Cross-compatible interface across all operating systems and devices Advanced smart search capabilities Adjudication and disposition management Personalized dashboards, robust reporting, and unlimited custom reports Payment, payment plan and refund processing v Notice and letter processing Point-of-Sale Module: receipt printing and check endorsement support DMV and NLETS integration PUBLIC CITATION MANAGEMENT PORTAL Within the online portal, customers can review their citation status, pay or contest their citation, review fine amounts and late fees, apply for payment plans and obtain additional support. Real-time access to citation status and transaction history OP", PCI-compliant; all major credit cards accepted Cross-compatible interface supports all browsers and devices Customizable interface and branding R= Comprehensive FAQ and customer service options Convenient Live Chat support MOBILE ENFORCEMENT SYSTEM (MES) The IPS Solution supports your current mobile enforcement devices that issue citations from a smartphone, tablet, or other mobile device. The Mobile Enforcement System (MES) operates on Apple iOS, Android, or Windows- based platforms. New Mobile Enforcement Devices can also be purchased in 1 or 2-piece options. Real-time syncing to secure EMS for rapid processing Ticketing and collection s High-resolution color photos, e-chalking, and heat maps Scofflaw and customized notifications Customizable user dashboard Automatic software updates Type-ahead field input 41'} For more information on the IPS Fully Integrated Smart Parking Ecosystem, please contact us. Schedule a Q&A: 877.630.6638 I ipsgroup.com El 2022 IPS Group, Inc. All rights reserved. 408 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A0BBC CW18653,Exhibit B PT73 1 Permit Management Solution The IPS Permit Management Solution supports the full administrative lifecycle for any permit program from initial design through fulfillment. Access to real-time permit information, application management, waitlists, reporting and insights are available on the web 24/7. A secure public portal provides customers with a convenient ecommerce experience to apply for (or renew) their permits, print temporary permits, and obtain additional information or support. FEATURES Flexible Types: Residential, guest, daily and any Customizable: Agency branded interfaces other type Waitlist Management: Interactive tool enables Multiple Formats: Decals, hang tags, and virtual management and prioritization of applicant queue Scalable: Deployed on its own, or seamlessly integrated with IPS Enforcement Management Solution and/or third-party applications Robust Reporting: Comprehensive reporting library, intuitive dashboards, data analytics, and support for Excel and PDF exports Customer Convenience: Public Portal provides real-time permit management to customers including printing of temporary permits PERMIT MATOERMITPARKING Y_•MAY..£Logi,IYt11Y1 * Secure Operations: Access to real-time permit updates via cloud-based solution 14111111114- Real-Time Integrations: DMV Integration for real- time validation of vehicle registrations 409 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B 11.111.11111111111111111.111 IIIIIIIIIIII.- i i '•wi 11iWin M.Y .. IY•y 1_ •yam s-a w w 4w.• M w r w 11.1.1111111.111 110.1M111 a • N' ••••+R 4 -r•w..•ar w El rt• API .M.w.mrowor+* r MANAGEMENT & FULFILLMENT Fully integrated with IPS Parking Enforcement Management Solution 24/7 secure login and access to permit information Permit formats: decals, hang tags, and virtual CUSTOMIZABLE CUSTOMER INTERFACE Vehicle and permit data updated in real time Void lost, damaged, and stolen permits Process and generate renewal letters Waiting List Management Advanced search options CUSTOMER CONVENIENCE Easy online registration, permit ordering and renewal FULLY INTEGRATED Instant email notification Temporary permits available immediately Permit status updates via email or text message ci/v 1 OPTIONAL VIRTUAL PERMITTING Enabled with integrated LPR solution ROBUST REPORTING Greater compliance: virtual permits cannot be lost, stolen or faked Cuts cost of physical permit production and no inventory to manage i ri r For more information on the IPS Fully Integrated Smart Parking Ecosystem, please contact us. Jr '•} Schedule a Q&A: 877.630.6638 I ipsgroup.com r 2022 IPS Group, Inc.All rights reserved. MI•s. a 410 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B SAMPLE EMS REPORTS EMS DASHBOARD The IPS Dashboard is the homepage of the Enforcement Management System. The Dashboard gives you stats, maps, and graphs to give you a birds-eye view of all recent activity. This gives you the data you need to make wise allocations of resources. From the Dashboard, you can use the Smart Search feature to look up any records for viewing, editing and/or processing. E ,,, Ell1- Q 4...m•.. i.. i c _ IF. 6 6 J 11 I , UMW.•.Oav 0. e 7•":". II I.• w-r m••..r . v-ap im. • -ss=s'irm t11111111111111161 .1 1. 1_ - Illi • WE ARE HERE TO HELP 46 OUR CVSTp•!R SIINOItT R m.....n o a ......... rj The EMS Dashboard provides stats, maps, and graphs to give you a birds-eye view of all recent activity. 411 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B REPORTS DASHBOARD The Reports Dashboard gives you quick access to all the available reports. You can add reports to your favorites so that you do not have to go searching for the reports. If you do not see a report that matches your needs, the system gives the user the ability to create custom reports. IYd.R I.VOPT! M'AO•.POO, IOr..ra..IO.r. as r...•`..w... rr o....w..• e....w.•-.....wr•.—.w..•Oven r•...•....w•••• a..cr...• mew r....•.ti. o....-. e rn..Orr a...v. Ow Nom.* af+.•Y w...w w.• c+.•-ter y ww.. Gros.o•...........•Corr Ilawn U.....%ow a... a. IONS The Reports Dashboard is a library of standard, pre-saved custom, and favorited reports, all from one screen. AD HOC/CUSTOM REPORTS If none of the premade reports fit your unique reporting needs, the user can utilize the Custom Report Generator to access all the key data points required for your accounting processes. Save the report for reuse and add the new report to your favorites for quick access. 412 DocuSign Envelope ID:FB46BF1C-23E9•45FF-A267-F4AA262A08BC CW18653,Exhibit B nK • .. Efll YANKING tNIGNGEMtNI ..• L MANAGEMENT cn Custom Report Iwo sow,Paremeters Geo Fate ugencord Cosbon Number Reissleaed Owner PAW Calab•.from IN•et91e4 Cwlatwt To Ot.Vuaedl Dome 000 Im•1rl OM* E.oc•tlort qya'rw-a 1 i Pant1 Ma.-at laaagi,I, rr•r1 wt. Mole,Numbe, Plata otos, v0•••0e.mtt1 N100rN19 plate State Sa.,.N NunW1 S.W.M, m® t-I N<t,I.,tt.:, 1-19eW1191•9 Ms MoVIN E I + ' 0 I i„ I /4 e1,b. r'Santa'ne 0 -4.,.iw lustin TOW. the Gw,eme la location Data r SO.wl a•Mane Nara O VkYbn Infamodelt 4 Vwlabon vWssal! t io 1 Waf 1 butt COAT/ emsass. 4 Yd.bon 9 ur lia' Q t. J r, .ria 1" J r Pubes Cawll9 r. C 11.16.16:P OM11I 016: unOnYDaM1 I Irvine Go-Bk rear.. .1.:1.......Ow... Lieu*.33 75797 Lonalod•.•117.77973 la bsda•13 70737 l bnyiluda,-117.21073 IMM 33.77797 Log.lude •1t7.$7973 Ad hoc/custom reports can be created from an easy interface where users pick only the parameters they need. Custom reports can be saved for future use. CITATION ADJUDICATION All levels of Citation Adjudication can be completed within the Enforcement Management System. First level reviews, Hearings and Court Adjudications can be completed within the system. All actions associated with the adjudication trigger confirmation emails to the citee. 413 DocuSign Envelope ID:FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B PAPS.OtNFORCtMt N1 I/ // K A/ANA0151151 SSS Ci}tl?IOn has.APTa. r Canton Numbs., Location PI.1. SUM 7071:09 10011100 AIT ague Del. Iru.Time Out Debt Wt Ac1Mty rear...: 1171:7019 00-17 AM 9/15J0w.w WANNINt:V26,204 U0.1.AM it0n SUN* Paid D.. 80000 WARN*33 000 A.:Lvw hoax moo, Shunop XXV UIOIN 0 MOWN N...w. A{anM.N+ a I'I,- •11 4. •Ati RNb P10 r.a P.Pn-E Pun PCo. 010~m ltr muet.R La<.Yo.l Mel..NuMM Pw.1..Nu..ib.. OMP/ 100 NORTON AVE 1005 Public Comments NO PEROT 1 PHOTOi$I OAKEN FI.MI.Covaw.Mf WINO,IntoNt•Son PM. 51a1• V.11 O.NgR 4P1.4791 Y,3. Mk. Mode, Rna, Co. UNKNOWN I Uhl Numb.. All citation adjudication activities can be accomplished from the EMS. CITATION DMV VEHICLE DATA The Enforcement Management System will automatically acquire the Registered Owner from your local Motor Vehicle Department, or from the NLETS system. From here you can update the record or add an additional Responsible Party. All activity is logged for Auditing purposes. 414 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B OA on10. r1030.Of MI rM www s.. 1V. pM1 M4ww• F.<... x.e.3rw WE ARE HERE TO HELP di2:"...."=0, In 0 Interface to acquire Registered Owner data from local DMV and/or via direct connection to NLETS system. VIOLATION BY OFFICER ANALYSIS REPORT The Violation by Officer Analysis Report shows which violations the officers are issuing and how many. The report is sortable by any field and exportable to the most common file types. 415 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B i.a Yo C ett.. E C+eay..or.a..n a.1. Castrara mai V.ON aaa.. MS 3 333303 Be1O791p9 Me PrP' PINOI*'1$ knee 403.49. SUE O.21S33 US Me ny.P. Dfl(O VIM. ewe* weo.e. 136 low Mda..WP7 9190 Mw•MIN..Gd Taal•ntnW NM Wel Mia M. ,.. Mr1 601 .31E.tda R..o alm Ted wi.e......a I nae 033.3« %Weed car .M n„eery., t ... u u ewe. I1rNOINu.. IIr+P van.CIb. 4U: Ma, 40...11 naa M...MdM Cad:a1 miaow) 00 41 00301 (IMMO WW1 NPeS MP...fm. 3 3.3913?01I ref.03 U41J1 (1W\UNike Md.* was Cao. 13 CO N1.7011 I 61 NJ $0.101 UIIf DUMP NP-P wawCur NW ONI,0../;3(31 £10101 LIMO Urge ISP Was CYa. Wau ta. wLPw.Ninos. 04- Violation by Officer Analysis Report CITATIONS ISSUE REPORT The Citation Issue Report shows you all the citations from the date range of your choosing. Sort by any field and get critical data like Status and Balance due. Click on the citation number to open the citation for further processing. 416 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B is I FARMING ENrGR CEMENT •.• MANAOEMF MT flik W.nro OWPWU .Wla Mrtl111p..' C.1.1re.s es.....turf OMP 192/2210 ,. Cauccoa, C4M.m.l.wen Cod Dale NR 201E (I Ns... Ell 411.1r 44e0tr0 C46M NwW NspeR C.N,.w P.nb.. ['day..On.fT. . • WN Nate f.re. t.ay. I..IMMNn 1100... 1ne.6an VieEnkw 4tsev 1011735 201902527 Fa MC123 ! OPEN bests 1mow FLAOINRETAVIMh 21112174.17110* 1320W 11/277011 12105a 174.0111, 1123127 10013333 ADCNtLO AB01tIED 1)e•.c MOO PM 17271W 724.'0191)7420 FID 46,19411C OPEN Ia,1aa pend WINE ROM/PAM 111134401,)21t1144) 042003 PEI PEN01 1)2/1EXPP) 3011234 9019437IX PO 1137173 P1740140OWN . o.. ROW BIV7.5332)5(>p0A! Ss604 PM 70112!5 laau 2019JDS3 17511 Pl HItNU tOPENKr <Dong. RWNFBLV 21113441i 1145 CO 901122E 3301134341 MOTE w)No,OPF14 NDorn, 4400*B1 VD 1111.4) 14.00 PIP 013‘ 334tiB 3011227 PE40074 0M 71373 P7HDINf. OPEN 2..w 1400*ECM 2.'500 1 CVC 1129.02 PO 7011230 11 O 0199 16:1P 1{814 OPEN M. c 817 W7. W 225000 CVC WEA 011734 PIA 7E515• J.4e:/2 NO 7E515 OPEN 41..114. 0 m SUNS BEVEL 900.1(20(2 5120 CO 3011240 • N119 3'0534 rFS76 ( t COM KM O,em RyMF&VD 11134441;2111241 Pico CO PM 11 0 0202073 70 1106 PO 30-141 1131529 . Y.nh EVEN /A3,4181,.. polo WINE BEVU 21t13(341tl S65 00 Citations Issue Report VIOLATIONS BY STATE REPORT Custom Reports can be generated to access out-of-state violations. 417 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B K 9Fl MCM PAMnING tNr ONCtMtNI mMANAG9MLN1 fl Custom Report LOW Noon 9.111,10 S991m Poorness GOO Fence Cu t•.'r G.Mbon Numb. ib91011.0 O*.r, Oils. ec....m GM. lNeOu.e'dl Mellen TO 9101111•19 c war A1, 11•121.1,11•121. 109rce. location l Nem were- 0 plkeisa M.M.Numb.. PWb Ceiwoor M a°e I Pleb Slate SNL.'Nureet Yw•:,. . ° Nal.taw. PIn.M t Fin lei. w..9rilASA Yq Santa IMO nwenrlrran e room MON MAYO* Use Geer...b.Lecalron Oel. W/w\ o V 001/111/110OOMINCICUt 1, Ot1MYM!MM.OF Gnwacb vanvlOGl RPao w 111CYate,OPWO POMMYroam le UaCAQtly, t:..... ... I 1 44WC0.441C[IPu4M 4rM1 WT. I uPnMontALmunT MEWS Pw' MR/WOW r 1ay..1l 4..41.191 • MMid/NF. '••.. `N COXrtaa k. ' ovine 7 tavaTGa•. Ile wu.an. 'wooer 1.....r.o ruvm0 L.44.de:3176797 LongM.d..-1177797] w6a.0art1`a Lebl.b:?iro797 LengonaM:.1171.4973 ruro1.110.... Latitude.b eyW77797LOde'.•1178797J Mit 1,111211191119 Violations by State Report PENDING REFUND REPORT The Pending Refund Report displays all the records that have a refund balance and the status of the citation. 418 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B K SEA$01 Ylflaiwii(Mf(III CI W MI •.• YaMaOl Mr M1 now.*flu..>ve.e.w.y arrno• Orfear• ca sr C•!••.Yw/INN MY Cagan Pending Refund Report w n._.,u w. OT.mv.Yew+!410 Orr yoo•o w..., nein 0•••••••••4 0•••••• 06:44l4,2u,..• Ur* lit o'"'r Pin YON ale w., a.af. ,.ra. ..w a.,d,.. .1.... '•"` Stair Oak 1O1r0 ».. tnoq t A04Fa.ND 7 h'on aYM1 1• iiwM a,,.e,,, mow... 0 Pending Refund Report MONTHLY CITATION AND REVENUE ACTIVITY REPORT Select the desired date range and the Monthly Citation and Revenue Activity Report will show all the citation data and values that affect revenue. 419 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B I m.., rwiu...am.Meow.ru..,...,.r y,...,.,... mem Oar Como Monthly Citation and Revenue Activity Report SCOFFLAW REPORT Select the desired date range and the Scofflaw Report will display the habitual offenders' information including citation number, location, VIN, Status, Amount Due, and Issue Date and Time as standard parameters. a tr,O.... ..,. r« ra,a w. 0.1h ter a.., Ohme MI Oar.s r w...awawua.. i n w...v...nn r.:,.. mfl o. AM.4 r.v....n. a... omm. CO.1 Tem l..u.w......*AWE w a L.. 1.........NYmx.men M. er'.rmr• wRm.. WE ARE HERE TO HELP 01,x,.'"9.rTIt... 420 DocuSlgn Envelope ID: FB46BF1C- 23E9- 45FF- A267- F4AA262A08BC CW18653, Exhibit B CERTIFICATE OF COMPLIANCE TEVORA After performing interviews, on- site assessments, and off- site sampling, Tevora Business Solutions, Inc., a PCI Qualified Security Assessor is pleased to certify IPS Group, Inc. for achieving full compliance with the PCI Data Security Standard ( PCI DSS) v 4. 0 as of Dec 22, 2022 within their Parking Data Management System environment DMS) 112WK Assessment Validation Period: Dec 22, 2022 - Dec 21, 2023 Bill Nguyen, PCI QSA 7737 KenamarA Court j j r2 1, G. vey San Diego, C92121 t 858 404 0607 17875 Von Karman, Suite 100 Christina Whiting, Principal I Irvine, CA 92614 t 949 250 3290 I e info@tevora. com This designation is subject to re- qualification at 12- month intervals. X2022 Tevora Business Solutions, Inc 421 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC 18653 ,l.i : NI+ ypanuttiom x. as r- yw rt1'•• rte K I Q. iH t „. r 4: l311 .. 4, . I - ---,AO", ^ i .11 fes.J p 4 11b1I f s b'"'• ai.:' AL umi u, 111 ya "` r_ s,_ 1_r- rr,rm__: 72.. i-molliP------,:inlit : lin ,. = ' . --f i .. <,.. . ,r1 n 4r 4'3'' ....: .. r.:_. •• 1I , -r' . t r l . . r,a Sp Iii. F` : „ ate 941:4.11111L41: 11,1 IIII , i1+' fw or 7', 11 opr. _ ......47........0.........,/- __....--'. 4,4.-. „O..... TO' ‘,......,,,N 0?--,g-gigifii I_ ----I I III A IP- 1i. 1 • • I• _ MOBILITY SOLUTIONS LOCATE OFFENDERS. DRIVE COMPLIANCE. INCREASE REVENUE. Empower your parking operation with LPR enabled parking enforcement to locate offenders, resulting in better compliance and increased revenue. LEVERAGE LICENSE PLATE RECOGNITION (LPR)TECHNOLOGY 1-1 License plate recognition(LPR)cameras and software have been trusted by tcy law enforcement for more than 10 years to locate suspect vehicles and solve crimes Access to the Vigilant Client faster.These cameras and software are now available to parking agencies—providing Portal,a web-based user a cost-effective enforcement solution. Parking agencies can now discover scofflaw interface, includes license plate vehicles to collect outstanding fines, more efficiently enforce paid and permit parking detection images along with the spots, enforce time-limited zones, or take other appropriate actions. date time,and location of the Choosing LPR technology gives parking enforcement officers the ability to standardize sighting.This data is stored on equipment and software to work more efficiently with local law enforcement. From our secure server in Virginia as permit to paid parking, alerts can be delivered in near real-time, making it easy for a record that can be searched officers to quickly enforce on-street spaces and off-street lots. only by authorized personnel. MOBILE AND FIXED LPR CAMERAS AND SOFTWARE 00.) LPR camera systems are easy to install on existing enforcement vehicles and in garages L• or surface lots to provide accurate plate reads. Hot list and white list uploads are easy to manage from the Vigilant Client Portal and operations can set and manage zones from Equip enforcement vehicles and the back office. off-street parking locations with mobile and fixed LPR cameras for efficient enforcement and data insights. PRODUCT BRIEF I PARKING AND MOBILITY SOLUTIONS 0 MOTOROLA SOLUTIONS 422 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B LICENSE PLATE ENABLED PARKING ENFORCEMENT PAID PARKING I Our customizable, open-API architecture easily integrates with leading pay stations, pay by cell and access control parking vendors.Through the API, parking operators can identify which vehicles have paid,alert enforcement officers of offending vehicles, and communicate with other tools to issue citations. PERMIT PARKING Through a combination of back-office and in-vehicle software, mobile and fixed LPR cameras can enforce permit-only parking areas.With Vigilant Client Portal, parking operations can configure a list of permitted vehicles and receive alerts when an unauthorized vehicle is present. For permit-only access to gated locations, LPR cameras and software can be used in conjunction with a gate of the customer's choice When a I permitted license plate is detected the software will trigger the gate to open. I SCOFFLAW ENFORCEMENT Parking and Mobility Solutions allow parking operations to locate scofflaws using license 1Iplaterecognition. Simply upload a hot list of offending vehicles and generate alerts from t web-based Vigilant Client Portal or Vigilant CarDetector Mobile(CDM). Quickly search p through historical detections to identify the best place to locate a vehicle that is eligible for booting or towing in an effort to collect fines.There are three scofflaw options: Scofflaw Data Subscription(no hardware)—With commercial data,parking operators can generate alerts and emails with the location of the scofflaw vehicle. Scofflaw Enforcement with Mobile LPR Cameras and CDM—Utilize LPR cameras and Vigilant CarDetector Mobile in-car software and receive alerts when an LPR-equipped vehicle identifies a license plate on a scofflaw list. Scofflaw Enforcement with Fixed LPR Cameras(hardware)—Cameras affixed to poles or other structures provide constant monitoring of specific areas to watch for violators 1 and capture trends. r . A .DIGITAL CHALKING When using digital chalking with mobile and fixed LPR, users will be alerted when a vehicle has overstayed a time-limited zone. For mobile LPR, users can review a comparison of vehicle images to determine if that vehicle should be ticketed. For fixed LPR,the user will be notified if a vehicle has not exited within a specified time frame, enabling directed enforcement. VIGILANT SOLUTIONS IS NOW PART OF MOTOROLA SOLUTIONS I Questions?For custom pricing and other inquiries,please contact Vigilant Solutions Sales at 925.398.2079 or sales@vigilantsolutions.com MOTOROLA SOLUTIONS VIGILANT SOLUTIONS Motorola Solutions,Inc 500 West Monroe Street,Chicago,IL 60661 U.S A.motorolasolutions.com BE SAFE.BE SMART.BE VIGILANT. MOTOROLA,MOTO,MOTOROLA SOLUTIONS and the Stylized M Logo are trademarks or registered trademarks of Motorola Trademark Holdings,LLC VIGILANTSOLUTIONSCOM and are used under license.All other trademarks are the property of their respective owners©2020 Motorola Solutions,Inc.All rights reserved.03-2020 423 uocusign tnvelope iu:tis4tifjric;-2st9-45rr-ruti/-1-4AA267.AutiLSU o • i e ' rine EXNPs@ile 3 inch Mobile Printei MP- B3OL ED 00 Ei o Measuring PDAJ Barcode Mobil. Label Medical T• Instrument Smart Device Print/- Equipment i orf OCT S Ultra Small Mobile Label Printer Compact & Light Weight Drop rating: 1 ,8m(6feet), IP rating: IP54 To• Printing Speed: 130mm/sec max Simple Operation & Stylish Design Option Cradle for Charging MP-B3OL fRiPod OiPhone iPad M..: Method Thermal line dot printing Number of dots/line 576 Resolution(dotsrmm) 8 Paper width(mm)80'0/ 76.2 1)/58'0 Printing Printing width(mm) 72 Printing speed(mm/sec)max 130 Outside diameter of paper roll(mm)max 051 Character matrix(HxW dots) 24 x 12,24 x 24,16 x 8,16 x 16 Character dimensions(HOW mm) 3.0 a 1.5,3.0 a 3.0,2.0 x 1.0,2.0 x 2.0 Type of paper Roll paper,Label roll paper Character type Code page(17pages),Optional font,Downloaded character,User-defined character,JIS 182 Level Kanji,Special character Barcode UPC-NE,JAN(EAN)&13,ITF,C0DE39,CODABAR,CODE93,CODE128,PDF417,OR Code,MaxiCode,Data Matrix,GS1 Databar,AZTEC Power supply Li-ion Battery Communication interface USB,Bluetooth®,W-LAN Input buffer 4K bytes Command ESC/POS'conformity,,ZPL II"'conformity.CPCL conformity Cutting method Tear bar Falling resistance 1.8m" IP rating IP54.r Operating Temperature('C)20 to 55 Service life-Abrasion resistance(km) 50.3 Dimensions(WKDoHmm)105 x 126 x 58 Mass lig) 395'5 Standard FCC,CE,VCCI Bundled item AC adapter,Battery.USB cable,Belt clip Option Cradle for charging,Single battery charger,Quad battery charger,Car charger.Strap,Carrying case Software Printer driver,OPOS,POS for.NET,Windows®CE(SDK),Androidm(SDK),iOS SDK,Xamarin SDK,URL Print Agent I Selected mode'2 True n,mbe,a test result based on SII proce&rmnot guaranteed val„C'3 Use recommended thermal paper'4 EscOA,ng provuson'5 esu battery veer.paper and E SC POS..Reg,sterad trademark of SEIKO EPSON CORP wendow-C'Is the r.gtdrred trademark of Mioo5oe Comnnenon(USA) Mcleod'es a trademark of Google Inc Official site https://www.sii-ps.com rPrinted inJun.2021 S I I • Seiko Instruments Inc. Print System Div. 8,Nakase 1-chome, Mihama-ku Chiba-shl,Chiba 261-8507,Japan Telephone•+81-43-211-1106 Facsimile:+81-43-211-8037 Seiko Instruments U.S.A.,Inc.Seiko Instruments Trading(H.K.)Ltd. 21221 S.Western Ave,Suite 250,Torrance,CA 90501,USA. 4-5/F,Wyler Center 2,200 Tai Lin Pai Road,Kwai Chung, Telephone.+1-310-517-7778 Facsimile:+1-310-517-7779 N.T,Kowloon,Hong Kong Telephone'+852-2494-5160 Facsimile.+852-2424-0901 Seiko Instruments GmbH Seiko Instruments Taiwan Inc. Siemensstrasse 9 D-63263 Neu-lsenburg,Germany 2F.,No.143,Changchun Rd., Telephone-4.49-6102-297-0 Facsimile+49-6102-297-222 Taipei,Taiwan R.O C E-mail.info@seiko-instruments.de Telephone-+886-2-2563-5001 Facsimile+886-2-2563-5580 424 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC INTRODUCING 53, Exhibit B TWO TECHNOLOGIES XF STATUS licSAMS, h I\ ... Issue Ticket 08/3112017 10:37 AM ri 5 Sun Y.Aidt l0a ra Katt P1.1.Numbs I Wchakr suet CT VIo,lipl cue. 2347 1 I,wc Tllket IVO, Two Technologies, Inc. Al Hand Held Computers • Your Way • Since 1987 13enn 1 Z of 1A7 425 111 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC 53, Exhibit B The XF is Two Technologies' latest innovation in rugged, highly integrated, AndroidTM compatible devices. This modular system provides configuration choices that allow for the development of application specific solutions. The XF's unique design allows extensibility for future phone designs, simplifying the update path to the latest phone technology. APPIIrATIUNS Parking Violations Moving Vehicle Violations Border Control Inmate Management Criminal/Suspect Identification First Responder ID Verification at Disaster Scenes FEATURES Integrated one or two piece solution Options include a 3-inch direct thermal printer, 1D/2D barcode scanner, and FAP 30 fingerprint scanner, which can all be configured to provide complete flexibility Hot swappable supplemental battery for extended operation Charging options include, single or four bay dock, PD wall charger, and vehicle charger Rugged watertight housing protects against dust and liquid, can be used in inclement weather, and withstands drops from four feet Modular design makes field upgrades and minor repairs quick and easy, maximizing useable enforcement time, which equates to increased ROI by "Future Proofing" the device Dona 117 of 1A7 426 DocuSign Envelope ID: FB46BF1 C-23E9-45FF-A267-F4AA262A08BC 53, Exhibit B WHY CHOOSE BETWEEN A ONE PIECE AND TWO PIECE SOLUTION...WHEN YOU CAN HAVE ROTH!! Device users may have a preference for a one or two piece solution based on many different factors.The XF accommodates either preference. The XF Product's modular design allows it to be configured* as a one piece integrated device or as a two piece device, separating the printer from the phone component. tee p,. . - ii 4.‘roe OtJIff1011 1L 1r Ru 0 1---XF TWO PIECE 1-1'.4:.311, I EL wra.w. 7 i`, CT Itt,. ,:A., I 1 11%111010. At time of initial build Dane 1111 of 1A7 427 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC 53, Exhibit B The XF one piece solution integrates all device options into a single rugged Android compatible handheld device. (S22 Ultra phone not included). The modular design of the one piece solution consists of a printer module and a "POD." The printer module fastens to the Pod with two screws which simultaneously connect the two modules via an interface connector. ANY OR ALL 10/20 BARCODE XF PRINT MODULE 16U I(C 00..) 1 11111111111 v_wMwvwv.M r.a. aar wawarron N 428 rpocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC 53, Exhibit B INT MATED ONE PIECE SOLUTION ADVANTAGES No printer on belt One device to charge and track No more lost phones or phones taken home by mistake No Bluetooth pairing required INTEGRATED ONE PIECE SOLUTION FEATURES Hot swappable supplemental battery for extended operation Options include a 3-inch direct thermal printer, 1D/2D barcode scanner, and FAP 30 fingerprint scanner, which can all be mixed to provide complete flexibility Charging options include, single or four bay dock, PD wall charger, and vehicle charger Rugged watertight housing protects against dust and liquid, can be used in inclement weather, and withstands drops from four feet Modular design makes field upgrades and minor repairs quick and easy, maximizing useable enforcement time, which equates to increased ROI by"Future Proofing" the device Ci. a ,. ter. __yy f -F_ •4 . 434411 11 16 ik 4 Dwne 1 AA of 1 A7 429 IIIWICI—JSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC 53,Exhibit411.11 XF ONE PIECE SOLUTION POD The XF one piece solution POD houses the Android smartphone and the proprietary platform that manages communication between the various hardware components and power management. twoi«lvioloa••.Inc i PODs are designed specific to a particular model of phone. SPECIFICATIONS The XF POD, when fitted with the Samsung S22 Ultra has the following features: Android'' 12.0 operating system 5G/LTE/WLAN/Bluetooth/GPS Screen Size: 6.8 inches Corning° Gorilla° Glass Victus®+ Rear-facing Camera: 108 MP (wide), 10 MP (tele), 10 MP Dual Tele), 12 MP Front-facing Camera: 40 MP Battery: Li-Ion 5000 mAh, non-removable SUPPLEMENTAL "SWAPPABLE" BATTERY Powers the integrated platform and extend device run time by power sharing with the phone component. Users can swap supplemental batteries without interrupting device operation. Charging times vary based on usage. Specifications: Type: Lithium-Ion Capacity: 21.46Wh Charge Temperature: +10° to + 45°C Operating Temperature: -20° - +60°C 1111.11.11.Dene 1111 of 1 d7 430 1111 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC XF ONE PIECE SOLUTION PRINT MODULE The printer module for the one piece solution can be configured to contain a variety of options which add to the functionality and versatility of the XF. The Print Module can contain one or all of the following options. 1 1 : 11li r Ili\ L 1;. 4t 0 1 3 li,.` 1/4 3-INCH DIRECT THERMAL PRINTER Durable high-speed mobile printer can easily print parking tickets, y moving violation tickets, permits, identity confirmation, and other information. Specifications: Printing Method: Direct Thermal Resolution: 203 dots/inch Media Width: 3.125 in. (80mm) max Print Width: 2.8 inches (72mm) I Donn 1417 of 1417 431 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC 53, Exhibit B XF ONE PIECE SOLUTION PRINTER MODULE OPTIONS 10/20 BARCODE SCANNER Quickly scan for Driver's License, VIN barcodes, permits, and much more so enforcement personnel have access to critical data at their fingertips. Scan in direct sunlight, dark places, rain, and other extreme weather environments. Excellent motion tolerance, and has a range from 2 to 24 inches. Specifications: Type: Honeywell N6600 Series Illumination: White LED fir, Aiming: 650 nm high-visibility 4 red laser FAP 30 FINGERPRINT MODULE Accurately identify individuals while in the field with the FAP 30 fingerprint reader by accessing identity databases through 3rd party software applications. The fingerprint module communicates via the Mobile Data network . It 6 b does not require a connection to any other network entity. Specifications: FBI IQS: PIV, FAP 30 Image Quality: PIV 071006 (FAP 30 certified) Fingerprint Image: 8-bit grayscale NO PRINTER It is possible to purchase a XF without a printer. Contact Sales for details. Dana 1A4 of 1A7 432 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC XF TWO PIECE SOLUTION The XF two piece solution allows integration of a 1D/2D barcode scanner and/or a FAP 30 fingerprint module into a rugged lightweight Android compatible handheld device. This handheld device communicates with the remote XF printer via a Bluetooth connection. FEATURES Swappable supplemental battery for extended operation Charging options include, single or four bay Dock, PD wall charger, and vehicle charger Charging and battery status LED indicators Rugged watertight housing protects against dust and liquid, can be used in inclement weather, and withstands drops from four feet Modular design makes field upgrades and minor repairs quick and easy, maximizing useable enforcement time, which equates to increased ROI by "Future Proofing" the device BUILDING BLOCKS Xtpsi OR111 Accessory Module w/1D/2D Accessory Module w/ Barcode Scanner 1D/2D Barcode Scanner+ FAP 30 Fingerprint Scanner Two Technologies,Inc: k 7 N pa r R: Il, } e1AAnf1A7 433 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC 53, Exhibit B XF TWO PIECE SOLUTION POD The XF two piece solution POD houses a designated Android smartphone and the proprietary electronics that control communication between the various hardware components, power control and diagnostics. It also houses the supplemental hot-swappable" battery. The POD can be fitted with an Accessory Module configured with the various hardware options. Specifications: The XF POD when fitted with the Samsung ni S22 Ultra has the following features:1 Android' 12.0 operating system 5G/LTE/WLAN/Bluetooth/GPS Two Technologies,inc. Screen Size: 6.8 inches Corning° Gorilla° Glass Victus®+ Rear-facing Camera: 108 MP (wide), 111110MP (tele), 10 MP (Dual Tele), 12 MP Front-facing Camera: 40 MP Battery: Li-Ion 5000 mAh, non-removable Supplemental "Swappable" Battery Powers the integrated hardware and can extend device run time to approximately eight hours. Users are able to swap supplemental batteries without interrupting device operation. Charging times will vary depending upon usage. Specifications: Type: Lithium-Ion Capacity: 21.46Wh (7.4V) Charge Temperature: +10° to + 45°C Operating Temperature: -20° - +60°C 434 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC XF TWO PIECE ACCESSORY MODULE OPTIONS The two piece POD module CAP can be configured to contain multiple options adding to the functionality and versatility of the XF. 10/21:1 BARCODE SCANNER Quickly scan barcodes for driver's license, vehicle registration, permits, and much more so enforcement personnel have access to data at their fingertips. Scan in direct sunlight, dark places, rain, and other extreme weather environments. Excellent motion tolerance and has a range from 2 to 24 inches. Specifications: Type: Honeywell N6600 Series Illumination: White LED Aiming: 650 nm high-visibility 410redlaser FAP 30 FINGERPRINT MODULE Accurately identify individuals with the FAP 30 fingerprint reader by accessing identity databases through 3rd party software applications. Specifications: FBI IQS: PIV, FAP 30 Image Quality: PIV 071006 FAP 30 certified) Fingerprint Image: 8-bit grayscale e 435 DocuSign Envelope ID:FB46BF1 C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit B 4111110. 4 6 ABOUT IPS GROUP IPS Group, Inc. headquartered in San Diego, CA with offices across North America and Europe, is a design, engineering, and manufacturing company focused on low-power wireless telecommunications payment processing systems, intelligent data management, and SaaS technologies. IPS takes loT and Smart City concepts and turns them into reality, For over 20 years, IPS has delivered world-class solutions through its Fully Integrated Parking Management Suite comprised of smart sing-space meters, multi-space pay stations, pay station upgrade kits, vehicle detection sensors, smart cash collection systems, mobile applications, enforcement and permitting solutions, hosted data management software with advanced data analytics, and more. ipsgroup.com 877 630 6638 2022 IPS Group, Inc.All rights reserved 436 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit C 4k.,C."4:, 97';'r-Mt?"". . .)6'•N.,. N't •s \ . .. e . NI,Yji .1 I. ' k..: ' -• 4., :,„, ft•1,1. . ibt.,.. sli -. • 4.4.' -'''0,..:446...1 -t. A:0,1•_`... t• I- ,'• illi. * 4* c•sk 0 7 It h r. 61 ct-:trili 1:Alsis.'"ei TAB7 PRICING vv.. . Max. X i;:;k: parking %.. . , RatePremiumRate 9am to 6pm Mon-Sat ,_,..r. •Ff":'• i Pay for Parking at Machin 1 " .,,,-, • r• ,.!•/, i• —.: 44 .L. r . ,1•s- , -",to • A 4 11, .A C-• •• I. $ . ••1""( .V It7-f: % ' . 4fign • , ' '11rt.,..A * ...i.' "`er'V - .... ' • s''''''1 ift = . 41.1 t i',;./.....: : ,..'. itilAd .4., .. ,,dr -..,,.,),. 7' Yir, 4 4.• 4'. . .4'41. • ..4-' )t, • /S.#' '. yr 441•• •••.. ir ,, .. •-•.,--ir a,t,„. ...• ,, ,:t.r-1, . .:.: ,•4tif..,,i, 1.'• '14 14'.....Apt 41111111'.'. 4e- " I ••& k I. '7-Pr :: OP- - akk• , v 4r... 4. 31. ' • 0, r • I v 4. * ., 01 i.‘it ."44 ' . (".;......lig it df° '4 allc , c 4*. b-0.41s, #., p,,,,,_.i ." . ,.. _ - I, tt.aNPAri' *--1\ ‘',../sk-.. ‘ 1 . . 44b41/ .- k I. . P '41140,‘•• , - t)• . lit , :. .l' C 4.. • Ik lile . I .Ilk-16;It 0 ,_ :!. ,. Adis alk 41111‘ AI •4 AS I tb,..,7 I 11 IL • 1. 1 Iii 1111411444%, •• I iv 4,0, gioriL41 - : 4111 VaIN 7 1 44 ** i . # 11 4 fl,'• til oillk a ' i IP: 1 I geW **iP i , 7 I I 1 0/1‘ c " MI 0111.11114161. ilk a. 0 a t IL" w 11 ,....., „de,i.. seetwgr- ier* Aar 4- 1 IU111111101. 11.111111111Moomeeme.‘„,,, 44.16.0 1-----, s _ • .• i III 111111111 d r if 1 Page 1 of 24 437 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit C PRICING SINGLE-SPACE AND SENSORS CAPITAL AND ONGOING COSTS PRODUCT/SERVICE 111111111111r PRICE PER UNIT M5T" IPS Credit Card-Enabled Single-Space Meter includes 12-month warranty, RFID tag) based on Qty. of 1 - 1000 495.00 M5TM IPS Credit Card-Enabled Single-Space Meter includes 12-month warranty, RFID tag) based on Qty. of 1001-5000 485.00 M5TM IPS Credit Card-Enabled Single-Space Meter includes 12-month warranty, RFID tag) based on Qty. of 5000+ 475.00 Optional: Add BLE capability 65.00 Optional: Add NFC contactless payment capability 65.00 Shipping (Ex Works - to be quoted based on ship to zip code)TBQ Installation (to be quoted based on scope) TBQ Optional: Extended Warranty (per 12 month period) 50.00 Optional: Extended Warranty (48 month period) 170.00 M5TM ONGOING FEES OPTION 1 OPTION 2 '$ Secure Wireless Gateway/Data Fee and Meter Management 5.75 8.00 System Software License Fee (per meter per month) Secure Credit Card Gateway Fee (per transaction)0.13 0.06 Optional: Merchant Processing Fees (per transaction) Upon request VEHICLE DETECTION SENSORS CAPITAL AND ONGOING COSTS PRODUCT/SERVICE PRICE PER UNIT In-Ground or Pole Mount Vehicle Detection Sensors 295.00 includes 12-month warranty) Dome Mount Vehicle Detection Sensors (includes 12-month warranty) 295.00 Shipping (Ex Works - to be quoted based on ship to zip code) TBQ Installation (to be quoted based on scope)TBQ VEHICLE DETECTION SENSORS ONGOING COSTS COST PER SPACE PER MONTH Management System/Base Data Fee 3.50 Optional: Real Time Reporting Fee 3.00 FULLY-INTEGRATED PRODUCT SUITE 71 Page 2 of 24 438 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit C SPARE PARTS M5TM PARKING MER SPAN PART PRICINGMSTM Single Space Electronic Meter Mechanism 495.00 Card Entry Keypad Assy 55.00 Hybrid Card Reader 52.00 Coin Validator 75.00 Complete Top Cover (with Lexan insert)75.00 Lexan for Top Cover 25.00 Coin Entry Slot 2.00 M5 Battery Pack (H3) 35.00 MS Battery Pack (H5) (available on the 147/247 models only) 45.00 Solar Panel / Communications Board 185.00 Main Board 185.00 Display Board 95.00 Display Board with NFC 140.00 BLE Beacon Upgrade 65.00 RFID Tag 10.00 MKS Batter Charger (daisy chain charging unit) 125.00 Card Reader Cleaning Card featuring Waffletechino-logy' (40) per box 54.00 SENSOR SPARE PART PRICING IN-GROUND IN-DOME POLE IPS vehicle detection sensor 175.00 295.00 295.00 NAMeterCommsBoard (for sensor) 150.00 NA Battery Replacement (per D-cell) NA 20.00 20.00 Note: " _ ' = • e:, • _ :. .- e _ z- - kl FDS Cie F.O.B Destination State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order. Pricing per Contract#CW18653, Exhibit C 72 IPS GROUP, INC. I NCPA Page 3 of 24 439 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit C MULTI-SPACE METERS IULTI-SPACEimpr imi. PRICER UNI IPS MS1TM/ MS3TM Multi-Space Pay Station - Pay and Display, Pay- by-Space, or Pay-by-Plate (Monochrome Display, Card and Coin, 5,850.00 Solar powered, Includes 12-month warranty) based on Qty 1-1000 IPS MS1TM/ MS3TM Multi-Space Pay Station - Pay and Display, Pay- by-Space, or Pay-by-Plate (Monochrome Display, Card and Coin, 5,450.00 Solar powered, Includes 12-month warranty) based on Qty 1000+ IPS MS1TM/ MS3TM Multi-Space Pay Station - Pay and Display, Pay- by-Space, or Pay-by-Plate (Color Display, Card and Coin, Solar 6,350.00 powered, Includes 12-month warranty) based on Qty 1-1000 IPS MS1TM/ MS3TM Multi-Space Pay Station - Pay and Display, Pay- by-Space, or Pay-by-Plate (Color Display, Card and Coin, Solar 5,950.00 powered, Includes 12-month warranty) based on Qty 1000+ IPS Upgrade Kit Pay Station - Pay and Display, Pay-by-Space, or Pay-by-Plate (Solar powered, Includes 12-month warranty) based 2,950.00 on Qty 1-1000 IPS Upgrade Kit Pay Station - Pay and Display, Pay-by-Space, or Pay-by-Plate (Solar powered, Includes 12-month warranty) based 2,750.00 on Qty 1000+ Shipping and Installation (per unit) - During normal business hours. (Ex Works -to be quoted based on ship to zip code and final TBQ scope of work. Concrete work is not included) Optional: Contactless Card Reader (NFC) 399.00 Optional: Add for Bill Note Acceptor (BNA) and 1 Stacker 1,250.00 Optional: Additional Coin Box 195.00 Optional: Extended Parts Warranty (per 12 month period) 295.00 MULTI-SPACE METERS ONGOING COSTS 41 ON-STREET OFF-STREET Secure Wireless Gateway/Data Fee and Meter 25.00 / Management System Software License Fee 55.00 55.00 Secure Credit Card Gateway Fee (per transaction)Included 0.13 / 0.06 kl DS F.O B Destination State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order Pricing per Contract#CW18653, Exhibit C FULLY-INTEGRATED PRODUCT SUITE 73 Page 4 of 24 440 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit C SPARE PARTS MS1TM & UPGRADE KIT SPARE PARTS LIS711111.IIIK PRICE 4 UNIT' Standard Card Reader Assembly 129.00 AC power upgrade kit 150.00 Coin Validator Assembly 75.00 Bill Note Acceptor Assembly (with 600 note stacker)*1,250.00 Additional 600 note stacker cartridge* 230.00 Solar Panel Replacement Kit 795.00 Main Operating Board (with standard LCD and modem) 995.00 LCD Display (with armored glass) Assy 295.00 LCD Color Display (with armored glass) Assy 795.00 Thermal Printer 795.00 4-key Horizontal Keypad 69.00 4-key Vertical Keypad 69.00 6-key Horizontal Keypad 75.00 Pay-by-Space Keypad Assembly 195.00 Pay-by-Plate Alphanumeric Keypad Assembly 225.00 Coin Escrow 195.00 EMV chip card reader (no PIN) 399.00 E-lock 175.00 Contactless Payment Reader (NFC) 659.00 Battery 32Ah (rechargeable) 324.00 Additional Large Coin Canister 195.00 Additional Small Coin Canister 95.00 Standard Paper Rolls (standard) approx 2000 3" tickets (.0045" 25.00 thick) Sticky Back Paper Rolls approx. 2400 2.75" tickets (.004" thick) 30.00 only available on an upgrade kit if the original pay-station has the note acceptor option. o - _ c , kl r DS Cle F 0.B Destination State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order. Pricing per Contract#CW18653,Exhibit C 74 IPS GROUP, INC. I NCPA Page 5 of 24 441 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibk C METER HOUSINGS & COLLECTION EQUIPMENT METER HOUSINGS AND & ACCESSORIES PCT/SERVICE dIlir mar PRICE PER UNIT IPS Zinc top over Iron Vault-M90 style (large vault, std. IPS locks, 249.50 black/grey color) IPS All Iron -M95 style (large vault, std. IPS locks, black/grey color) 249.50 High Capacity Coin Can with IPS locks holds approx. $65-fits M90 or M95 style housings) 45.00 Small Capacity Coin Can with IPS locks (holds approx. $45) 35.00 Standard IPS Locks 25.00 Standard IPS Keys 15.00 Yoke Assembly (Twin Mounting Adapter) std. black color 75.00 Meter Poles (Schedule 40 -2" ID -Galvanized) 45.00 Vintage Sleeve - std. black color 49.00 Vintage Base - std. black color 60.00 Collar for Vintage Sleeve - std. black color 30.00 Medeco/Abloy Mechanical Lock (lock only) 48.00 Medeco E-Lock (lock only) 175.00 NOTE:additional Medeco e-lock accessories require separate quote) COLLECTION SYSTEMS AND & ACCESSORIES PRODUCT/ ERVICE' r Price per unit Collection Cart Only (standard) 500.00 Collection Cart Only (with enhanced suspension) 795.00 Standard Collection Head 250.00 Smart Collection Head 695.00 Coin Collection Canister - Steel 500.00 Coin Collection Canister - Aluminum 500.00 kl SDS F.O.B Destination State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order. Pricing per Contract#CW18653,Exhibit C FULLY-INTEGRATED PRODUCT SUITE 75 Page 6 of 24 442 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit C MOBILE PAYMENTS PARKSMARTERTM MOBILE PAYMENT SOLUTION PRODUCT/SERVICE PRICE PER UNIT ParkSmarterTM mobile payment decals for SSPM 1.50 ParkSmarterTM mobile payment decals for MSM TBQ Decal Shipping at cost On-site Setup and Installation see below Additional signage or scope of work to be quoted upon request TBD On-site setup: IPS shall provide the City with instructions on how to setup / install decals k, in support of the ParkSmarterTM mobile payment application. However, IPS will send staff to provide installation and setup services. The costs for these services will be based on the DS costs of travel, rental car, hotel, and per diem expenses and will be added to the setup invoice Cr at the completion of the service. Travel Expenditures for Contractors,Exhibit D,Attached PER TRANSACTION FEES 111111111P 1111 Secure Credit Card Gateway Fee (per transaction) 0.13 Optional: Pushing Time to Meter 0.10 Optional: Merchant Processing Fees (per transaction) 0.06-$0.08 Per transaction fees: IPS shall charge the City the same per transaction gateway fee as we currently charge for the meter program in place today. No additional convenience charges are required. Preferred Card Processing Rates: Using our own payment provider IPS can provide preferred pricing for small ticket mobile payment merchant processing. Quotes for this service are available upon request. IMPLEMENTATION WITH 3RD PARTIES PRODUCT/SERVICE PRICE PER UNIT Implementation with 3rd party for enforcement TBD Implementation: IPS shall integrate with 3rd party enforcement software or IPS can provide the City with IPS enforcement software at prices not included in this proposal. IPS does not intend to charge for 3rd party integration, however, if any city designated 3rd party charges IPS for such implementation, then those charges will be passed along to the City at IPS costs. kl DS F.O.B Destination I cr State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order. 76 IPS GROUP, INC. I NCPA Page 7 of 24 443 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit C REPLACEMENT PARTS & REPAIR SERVICES: IPS shall provide warranty and non-warranty repair services based out of our office in San Diego, CA. For repair services not able to be first achieved on-site by the Customer or by phone, these meters will be returned to IPS at 7737 Kenamar Court, San Diego, CA, 92121, for repair or rework and IPS will endeavor to ship within 3-4 weeks of receipt, depending on the quantities received and work schedules. ALL RETURNS REQUIRE AN "RMA" NUMBER prior to shipment to IPS in order to avoid additional delays. An RMA may be requested by contacting the responsible IPS customer support manager, by contacting the IPS Help desk, phone ((877) 630-6638 or (858) 404-0607) or email (support@ipsgroupinc.com). All items returned to IPS must be securely package to avoid further damage in shipment and all shipments will be via Ground Freight Service unless expedited service and payment of associated fees are requested. Automated RMA tracking, including work performed to repair meters, can be viewed at any time using IPS meter management system. PRODUCT/SERVICE PRICE PER UNIT! Single Space M3 TM Non-Warranty repair work (includes parts/labor) $125.00 + shipping Single Space M5TM Non-Warranty repair work (includes parts/labor) $95.00 + shipping Multi-Space MS1TM To be quoted Non-Warranty repair work On-site technical services: shall be quoted to include labor, travel costs, accommodation, car rental and per diem costs. Spare Parts shall be To be quoted quoted and added to final costs based on the identified needs. Shipping costs for any of the above shall be added to the final invoice Note: Please note that if upon receipt a meter is determined to be beyond repair, in IPS's sole discretion, kl the meter shall not be repaired for the fee described above and a replacement meter shall be required. WS DS Pricing per Contract#CW18653,Exhibit C FULLY-INTEGRATED PRODUCT SUITE 77 Page 8 of 24 444 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibk C ATTACHMENT B ENFORCEMENT/PERMITTING SYSTEMS Our Mobile Enforcement Solution puts you in charge.Select a 1-piece or 2-piece design,Android or iOS operating system. IPS provides a quick and efficient citation issuance process.Electronic citations are immediately loaded into the Enforcement Management System(EMS)allowing timely access to citation information for your Agency and the public. IPS can also utilize existing agency Android and/or iOS devices or can supply new ones as provided below.Paper rolls subject to final volume,approval of artwork design and layout. Pricing does not include any applicable sales tax. 4 Handheld Enforcement Solutions MOBILE ENFORCEMENT 1-PIECE SOLUTION LEASE PACKAGE OPTIONS GOLD PLATINUM 1 piece N5 Mobile Enforcement Device with built in Printer x x Mobile Enforcement Software x x Remote Management Suite x x Comprehensive Phone Support x x General Maintenance x x Data Plan x x Installation and Training x x Carrying Case,Spare Battery&Cradle x x Warranty 12 months 36 months Automatic Hardware Refresh(after three years) x LEASE PRICING(per device/month) 205.00 235.00 IPS can utilize existing agency Android and/or iOS devices or can supply new ones as provided below. City can provide equipment separately if desired. IPS also supports 1-piece and 2-piece devices or any combination thereof. 1 PIECE ENFORCEMENT SOLUTION UNIT PRICE N5 Print Mobile Enforcement Device 2,950.00 N5 Char:in: Cradle 199.00 N5 S'are Batte 199.00 N5 Car in: Case 50.00 N5 3-Year Warran 0 atonal 795.00 2 PIECE ENFORCEMENT SOLUTION UNIT PRICE Samsun: Note 8 with ru::edized case,char:er,and cradle 995.00 iOS iPhone 10 with ru::edized case and char:er,and cradle 1,495.00 24! 10 in : 'rinter or e'uiva ent 895.00 Additional warranties or items to be •riced as re•uested To be •uoted Page 1 of 4 Page 9 of 24 445 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit C Handheld Enforcement Support Mobile Enforcement Solution Units Unit Price Mobile Data Plan Per unit/per month 50.00 Handheld Support Per unit/Per month 55.00 Software License(one-time fee) Per Unit Included Mobile Citation Paper(per roll) QTY 100 Per roll 11.95 Mobile Citation Paper(per roll) QTY 200 Per roll 7.95 Mobile Citation Paper(per roll)QTY 500 Per roll 5.95 Mobile Citation Paper(per roll) QTY 1000 Per roll 4.95 Plate Charges for Ticket Customization (One-time fee) Per plate 75.00 Estimated Travel Expenses for Installation Per trip 1,800.00 On-site training and installation Per day 540.00 Enforcement Back Office and Processing Services Enforcement Management System Units Unit Price One Time Setup Per Unit 4,500.00 Annual System License for EMS Per user Included Per Citation Issued Per unit 0.90 Manual Citation Entry Fee Per unit 0.90 RO Acquisition(local)* Per unit 0.90 RO Acquisition(out of state) Per unit 30% Delinquent Notice Processing fee(Includes Postage) Per unit 0.80 Transfer citation to student account(Universities)Per unit 0.45 Mail-in Payment Per unit 0.50 Delinquent Notice Processing fee with tracking Per unit 1.25 Includes Postage) IVR Solution (Optional) Per month 250.00 IVR Record&Store Calls (Optional) Per call 0.50 IVR Call Transcription (Optional) Per call 1.00 LockBox Setup(one-time fee) Per unit 750.00 LockBox Operations Per Month 145.00 LockBox Mail-in Payments Per unit 1.00 Online&IVR Secure Credit Card Payments -Gateway Fee 2.00 or 3% Note:Charged to the Public -assumes the use of the Per transaction whichever is Client Merchant Account higher Optional: Hosted Merchant Account- Interchange Plus Fees 2.00 or 3% referenced Note:Charged to the Public Per transaction whichever is higher Additional Letters and Correspondence Per unit 1.25 Customization development outside original scope Per hour 175.00 1st Level Manual Adjudication Services(Online Appeals)Per unit 1.00 2nd Level Adjudication Hearing Services Per hour To be quoted Page 2 of 4 Page 10 of 24 446 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit C Local DMV rates may be free based on Agency relationship with DMV.Pricing can vary based on this relationship. Page 3 of 4 Page 11 of 24 447 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit C Ticket Collection Services Collections Units Unit Price Local DMV Collections (FTB processing) of amount collected 25%of amount collected Advanced/Delinquent Collections of amount collected 35%of amount collected Public Customer Support and Call Center Service Minutes Billing Period Cost 100 Per Month 162.50 130 Per Month 195.00 Phone, 230 Per Month 325.00 Email and 300 Per Month 416.00 Web Chat 375 Per Month 520.00 580 Per Month 780.00 1000 Per Month 1,300.00 1000 Per Month TBD Permit Management System Fee Schedule Permits Units Unit Price One Time Setup Per unit 4,500.00 Per Permit Per unit 2.00 Permit Fulfillment Per unit 2.00 Per Letter(Includes postage) Per unit 1.25 Online&IVR Secure Credit Card Payments-Gateway Fee 2.00 or 3% Charged to the Public -assumes the use of the Client Per transaction whichever is Merchant Account higher Optional: Hosted Merchant Account-Interchange Plus 2.00 or 3% Fees referenced Note:Charged to the Public Per transaction whichever is higher estate or-local-taxes That-are-required-to-be-paid d the-City- w?ently`or-in-the Id fu p,San Diego,-C4.-Sales taxes and-shipping-chargesmillbe added to thefnalinvoice. IPS. , •, • •: ment pricing-due-to increases in-Inflation-as-published-by the US Bureau ofLabor Statisticsfer4lllt = dex for-All-Urban Consumers(- ' _ rage,-and will-not-exceed mos o rr F.O B Destination State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order Pricing per Contract#CW18653, Exhibit C Page 4 of 4 Page 12 of 24 448 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC F.O.B Destination CW18653,Exhibit C State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order. kl Pricing per Contract#CW18653,Exhibit C DS Ill ADDITIONAL SCOPE AND ALTERNATIVE PRICING MODELS ITEM UNITS UNIT PRICE Software Developer Per hour 175.00 All-Inclusive or Per Ticket Pricing Options for Enforcement and Permitting Solutions * Per unit TBQ Quote to be provided based on number of tickets/permits issued, handhelds required, and other local information. MAINTENANCE SERVICES ON-SITE MAINTENANCE SERVICES IPS can offer on-site technician services either part-time or on a full-time basis. The costs of the services are outlined below: ITEM UNITS UNIT PRICE Part-Time IPS Technician Per hour 75.00 + travel/accommodation costs Full-Time IPS Technician Per month TBQ based on the scope of services. Would be inclusive of technician and IPS vehicle. SAMPLE SCOPE OF SERVICES: A complete inventory audit to confirm all associations of pole, terminal, RFID and Sensor numbers: Cleaning of card readers and keypads; Inspection of all meters to determine any need for repairs Help diagnose possible collection issues. On-site meter training for MS meters for the client staff; Shop Organization - help organize the shop inventory of all items and prepare recommended list of spare parts; Preventative Maintenance - consisting of inspection of the meter interiors, greasing the validator connector/s, lubricating the locks, checking the communications, checking the LCD's, keypads, expiry indicator and diagnostically checking the RFID reader. FULLY-INTEGRATED PRODUCT SUITE 81 Page 13 of 24 449 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit C 1PS GROL I NCPA Contract 05-81 Effective December 1, 2022 - November 30, 2025 Handheld Enforcement Devices Lease Option: MSRP NCPA 1-piece XF-1 Mobile Enforcement Device with built in Printer OR 2-piece x x Samsung Mobile Enforcement Smart Device with 3" Bluetooth Printer Mobile Enforcement Software x x Remote Management Suite x x Comprehensive Phone Support x x General Maintenance x x Installation and Training x x Warranty 36 months 36 months LEASE PRICING (Per Device/Month) 295.00 260.00 Purchase Option: 1-Piece Enforcement Device MSRP NCPA XF-1 Mobile Enforcement Device 3,950.00 3,500.00 Char:in: Cradle 225.00 199.00 S,areBatte 137.50 125.00 Car in: Case 55.00 50.00 5-Year Warranty(Optional) 575.00 525.00 Purchase Option: 2-Piece Enforcement Device MSRP NCPA A:en can su. .1 their own iOS or Android smart device N A MEMNON Samsun: Note 8 with ru::edized case,char:er,and cradle 1,095.00 995.00 iOS iPhone 10 with ru::edized case and char:er,and cradle 1,650.00 1,495.00 3inch Bluetooth Printer Seiko or Zebra 1,100.00 995.00 Page 14 of 24 450 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit C 7----------- ) IPS GROU/'s Enforcement Management System Initial Setup Units MSRP NCPA One Time Setup&Configuration Per Unit 5,500-$11,000 $5,000-$10,000 Data Conversion from Existing Citation System One Time 3,850.00 3,500.00 Third Party Integration Setup(One-Time) Per Integration 2,200.00 2,000.00 Citation Paper Template Setup(One-Time) Per Template 85.00 75.00 Mobile Citation Paper(per roll) QTY 100 Per Roll 15.50 13.95 Mobile Citation Paper(per roll) QTY 200 Per Roll 10.95 9.95 4 Mobile Citation Paper(per roll)QTY 500 Per Roll 8.75 7.95 Estimated Travel Expenses for Installation Per Trip 2,200.00 2,000.00 On-site training and installation Per Day 675.00 600.00 Customization Outside the Original Scope of Work Per Hour 225.00 200.00 Page 15 of 24 451 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit C 1PS GROLJI Enforcement Back Office and Processing Services Ongoing Services Units MSRP NCPA 2,150 per month $1,950.00 per or$1.75 per month Enforcement Management System Monthly Per Month ticket,whichever or$1.50 per ticket, Software Fee is higher whichever is higher Handheld Enforcement Device Cellular Data Plan Per Unit/Per 60.00 55.00 Agency only pays if they use IPS data plan Month Handheld Device License&Support Per Unit/Per 60.00 55.00 Month Monthly Third-Party Integration Maintenance& Per Support Integration/Per 85.00 75.00 Month Registered Owner Information Acquisition(Plus Per Unit 1.10 1.00 any state applied fees) Delinquent Notice Processing&Mailing(Postage Per Notice 1.10 1.00 Included) Advanced Delinquent Collections(Anything over Total Collected 40% 35% 90 days delinquent) Secure Gateway Fee:Online,Over the Counter, and IVR Credit Card Payments Per Transaction 3.95 Per 3.50 Per Can be charged to the public-assumes the use of Transaction Transaction the client merchant account Optional: IPS Hosted Merchant Account: Interchange Plus Fees Per Transaction 3.5% 3.25% Can be charged to the public Customization Outside original scope of work Per Hour 225.00 200.00 Page 16 of 24 452 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit C 1PS GRO[_APP Permit Management System Permits Units MSRP NCPA One Time Setup&Configuration Per Unit 8.000- 11,000 7,500-$10,000 Physical Permit(QUOTED based on Agency's specs) Per Unit TBD TBD Per Permit Per Unit 2.25 2.00 Letter Mailing(Includes postage) Per Letter 1.50 1.25 Permit Fulfillment Per Unit 2.25 2.00 Secure Gateway Fee:Online Credit Card Payments Per 3.95 per 3.50 Per Can be charged to the public-assumes the use of the client merchant account Transaction Transaction Transaction Optional: IPS Hosted Merchant Account:Interchange Plus Fees Per 3.5%3.25% Can be charged to the public Transaction Any Customizations Out of Original Scope of Work Per Hour 225.00 200.00 IVR/Lock-box System Fee Schedule IVR/Lockbox Services Units MSRP NCPA Price IVR Solution Per Month 275.00 250.00 IVR Recorded and Stored Calls Per Call 0.55 0.50 IVR Transcription Per Call 1.10 1.00 Lock Box Set-up One-Time 825.00 750.00 Lock box Operations Per Month 160.00 145.00 Lock Box Mail-in Payment Per Unit 1.10 1.00 Secure Gateway Fee:Online,Over the Counter,and IVR Credit Card Payments Per 3.95 Per 3.50 Per Can be charged to the public-assumes the use of the Transaction Transaction Transaction client merchant account Optional: IPS Hosted Merchant Account:Interchange Plus Fees Per 3.5%3.25% Can be charged to the public Transaction Page 17 of 24 I 453 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW78653,Exhibit C 1PS G/CCILS2' Any Customizations Out of Original Scope of Work Per Hour 225.00 200.00 24-Hour Call Center 24 Call Center Services Units MSRP NCPA Price Cost Per Minute Per Minute 1.10 1.00 Mobile License Plate Recognition Items Units MSRP NCPA Price 2-Camera Mobile LPR System,Includes: 2)Mobile LPR Cameras w/Cables 2)Camera Mounting Brackets 1) In-Vehicle Processor 1)Touch Screen Tablet Per System 45,500.00 39,995.00 1)Tablet Mount&Docking Station 2)Camera License Keys System Start-up&Commissioning Extended Warranty Camera License Key(Year 1 Included in Per Camera/Per 625.00 550.00 System Package Above) Year Parking Toolkit Per System/Per 1,250.00 1,050.00 Year Third Party Integration Per Client/Per Year 1,250.00 1,050.00 On-Site Installation&Travel Per System TBQ TBQ Shipping Per System TBQ TBQ hate 3'%-compounded-annually.a/1!_ F.O B Destination State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order. Pricing per Contract#CW18653, Exhibit C Page 18 of 24 454 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262A08BC CW18653,Exhibit C IPS LIMITED WARRANTY IPS will provide a limited warranty for any new meter or sensor product manufactured and supplied by IPS for 12 months under normal use and service. The warranty protects against defects in materials and workmanship from the point of installation or 15 months from the date of delivery, whichever is sooner, and 90 days from the date of delivery received in the case of spare or repaired products. ADDITIONAL WARRANTY PROVISIONS: IPS must have the opportunity to assist in the initial deployment and system installation. Repair or replacement under warranty of any defective product (including any meter or subcomponent) does not extend the warranty period for that product or subcomponent. IPS will either repair or replace products or subcomponents, at our discretion, that are found to be defective within the defined warranty period, with transportation costs pre- paid by the customer. Returns for credit will only apply once IPS has received defective product (including any meter or subcomponent) and confirmed that defects were within the warranty period and are covered under the terms and conditions of the warranty provided. IPS strongly recommends that customers pre-purchase spare parts inventory for immediate access. Defective parts can be replaced immediately from customer stock and IPS shall replace such components upon receipt and determination of defect. On-site labor is explicitly not included in this limited warranty. Customer shall be sufficiently trained to perform all on-site work, including meter or sub-component removal/replacement. IPS can provide additional on-site services under a separate maintenance agreement or quoted on an as-needed basis. THE WARRANTIES CONTAINED IN THE AGREEMENT DOCUMENTS ARE IPS'S SOLE AND EXCLUSIVE WARRANTIES. THE EXTENT OF IPS'S LIABILITY FOR A WARRANTY CLAIM IS LIMITED TO THE REPAIR OR REPLACEMENT OF THE DEFECTIVE EQUIPMENT OR DEFECTIVE SERVICE AT THE SOLE OPTION OF IPS. IPS AFFIRMATIVELY EXCLUDES ANY AND ALL OTHER WARRANTIES, CONDITIONS, OR REPRESENTATIONS EXPRESS OR IMPLIED, ORAL OR WRITTEN), WITH RESPECT TO THE EQUIPMENT AND/OR SERVICES PROVIDED INCLUDING ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS OF TITLE, MERCHANTABILITY, OR FITNESS OR SUITABILITY FOR ANY PURPOSE (WHETHER OR NOT IPS KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED, OR IS OTHERWISE IN FACT AWARE OF ANY SUCH PURPOSE) WHETHER ARISING BY LAW OR BY REASON OF CUSTOM OF THE TRADE. 82 IPS GROUP, INC. I NCPA Page 19 of 24 455 DocuSign Envelope ID:FB46BF1C-23E9.45FF-A267-F4AA262A08BC CW18653,Exhibit C e • e . - e , D kl e. . • . ANY ACTIONS OR OMISSIONS WITH RESPECT THERETO, WHETHER OR NOT ANY SUCH MATTERS OR CAUSES ARE WITHIN A PARTY'S CONTROL OR DUE TO NEGLIGENCE OR OTHER REPRESENTATIVES, AND REGARDLESS OF WHETHER SUCH-LIABILITY ARISES INCURRED BY IPS IN CONNECTION WITH THIS AGREEMENT SHALL BE LIMITED TO THE CONTRACT VALUE AS SET FORTH IN THIS AGREEMENT. See 19 LIMITATION OF STATE SYSTEM LIABILITY, made reference to in this Contract#CW18653. Exclusions: Warranty voided with use of imitation or non-genuine IPS replacement parts, un-authorized alterations, abuse, vandalism, improper installation by customer, handling or general misuse to the equipment (hardware or software), including attempted repairs that result in damage. Warranty specifically excludes any consummable items such as paper, batteries, etc. Force Majeure: IPS shall not be liable for any warranty provisions where such product failure is as a result of Acts of Nature (including fire, flood, earthquake, storm, hurricane or other natural disaster), war, invasion, act of foreign enemies, hostilities (whether war is declared or not), civil war, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalization, government sanction, blockage, embargo, labor dispute, strike, lockout or interruption or failure of electricity [or cellular telecommunication failures caused by any of the events or causes described above). Preventative Maintenance: The primary operational elements will be a working battery, card reader, coin validator and printer (if applicable). All product surfaces should be kept clean with mild soap and water. No harsh chemicals should be used on any plastic surfaces. The card reader heads should be cleaned with a cleaning card every 1-2 months to ensure optimum performance. Cleaning cards may be purchased from IPS. Batteries should be replaced when notified by the IPS Data Management System. At 6 month increments, the coin validator shall be visually inspected for any damage or debris. Compressed air may be used to keep the card reader, coin acceptor or printer (if applicable) clear of debris, every 6 months. Additional preventative maintenance shall be administered by customer staff at such time as it is apparent to be necessary, even if it should occur on a more frequent basis than described herein. FULLY-INTEGRATED PRODUCT SUITE 83 Page 20 of 24 456 CW1103, Fahlblt C Pennsylvania' s State System of Higher Education RFP# Doc528712455 Parking Management Solutions Appendix B- Cost Proposal Response Template OFFEROR COMPANY NAME: IPS Group Inc, OFFEROR CONTACT NAME: CHAD RANDALL CONTACT EMAIL ADDRESS: chad. randall@ipsgroupinc. com Product/ Service Name I Product Code I Quantity I Cost I Total I Installation/ Implementation I Warranty I Support Cost I Additional Fees M5"' IPS Credit Card- Enabled Single- Space Meter 12 Month- optional additional Year 1 M5 1- 1000 495 00 TBD TBD 12 month warranty included Included warranty-$ 50 Year 2 M5 1- 1000 495. 00 TBD TBD 12 month warranty included Included 12 Month optional additional warranty-$ 50 12 Month optional additional Year 3 M5 1- 1000 5495. 00 TBD TBD 12 month warranty included Included warranty-$ 50 Product/ Service Name I Product Code I Quantity I Cost I Total I Installation/ Implementation I Warranty I Support Cost I Additional Fees Secure Wireless Gateway/ Data Fee and Meter Management System Software License Fee ( per meter per month) OPTION 1 Data and Software Year 1 per meter/ month 56. 25 TBD included Included included 0. 13 per transaction Fee Data and Software Year 2 Fee per meter/ month 6 25 TBD included Included included 0. 13 per transaction Data and Software Year 3 per meter/ month 6 25 TBD included Included included 0 13 per transaction Fee Product/ Service Name I Product Code I Quantity I Cost I Total I Installation/ Implementation I Warranty I Support Cost I Additional Fees Secure Wireless Gateway/ Data Fee and Meter Management System Software license Fee( per meter per month) OPTION 2 Data and Software Year 1 per meter/ month 8. 75 TBD inlcuded included included 0. 06 per transaction Fee Data and Software Year 2 Fee per meter/ month 8. 75 TBD inlcuded included included 0. 06 per transaction Data and Software Year 3 fee per meter/ month 8. 75 TBD inlcuded included included 0. 06 per transaction Product/ Service Name I Product Code I Quantity I Cost I Total I Installation/ Implementation I Warranty I Support Cost I Additional Fees IPS M53'" Multi- Space Pay Station— Pay and Display, Pay- by- Space, or Pay- by- Plate( Monochrome Display, Card and Coin, Solar powered, Includes 12- month warranty) based on Qty 1- 1000 Year 1 M53 1- 1, 000 56, 600 TBD TRD 12 month warranty included- Included 25 month/ per meter.$ 0.13 per transaction Year 2 MS3 1- 1, 000 6, 600 TBD TBD 12 month warranty included- included 25 month/ per meter$ 013 per transaction 25 per month/ per meter. Year 3 MS3 1- 1, 000 6, 600 TBD TBD 12 month warranty included- included 0. 13 per transaction Pap 2t of 24 457 CW16653. Ethi011 C Product/ Service Name I Product Code I Quantity I Cost I Total I Installation/ Implementation I Warranty I Support Cost I Additional Fees 1 piece N5 Mobile Enforcement Device with built In Printer- 36 month LEASE OPTION- Includes Mobile Enforcement software, data plan, remote management, carrying case, spare battery and cradle Year 1 Hardware Lease 1$ 260 per month included included included Year 2 Hardware Lease 1$ 260 per month included included included Year 3 Hardware Lease 1$ 260 per month included included included Product/ Service Name I Product Code I Quantity I Cost I Total I Installation/ Implementation I Warranty I Support Cost I Additional Fees Zebra or Seiko ZQSIO 3in BT Printer( or equivalent)Year 1 Bluetooth Printer TBD 995 TBD included 1 year warranty included Year 2 Bluetooth Printer TBD 995 TBO included 1 year warranty included Year 3 Bluetooth Printer TBD 995 TBO included 1 year warranty included 1 Product/ Service Name I Product Code I Quantity I Cost I Total I Installation/ ImplementatIon I Warranty I Support Cost I Additional Fees Handhled Device License and Support Year 1 Handheld Enforcement Per unit- per mont 55. 00 TBD included included included Handheld Year 2 per unit/ per mont 55. 00 TBD included included included Enforcement Year 3 Handheld Enforcement per unit/ per mont $ 55. 00 TBD included included included Product/ Service Name I Product Code I Quantity I Cost I Total I Installation/ Implementation I Warranty I Support Cost I Additional Fees Enforcement and Back office Processing Services- One time Set up fee-( Standard Implementation) Year 1 Set up fee 1$ 5, 000-$ 10, 000 TBD included included Included Year 2 Set up fee 1$ 5, 000-$ 10, 000 TBD included included Included Year 3 Set up fee 1$ 5, 000-$ 10, 000 TBD included included Included Papa7Mat 458 CW16653, FANbk C Product/ Service Name I Product Code I Quantity 1 Cost I Total 1 Installation/ Implementation f Warranty I Support Cost 1 Additional Fees Enforcement Management System Monthly Software Fee Year 1 Enforcement Per month $ 1, 950 per month tbd included included included t Year 2 Enforcement Per month $ 1, 950 per month tbd included Included included Year 3 Enforcement Per Month $ 1, 950 per month tbd included included included Product/ Service Name I Product Code I Quantity I Cost I Total I Installation/ Implementation 1 Warranty I Support Cost 1 Additional Fees Handheld Enforcement Device Cellular Data Plan- OPTIONAL- only pays If Insitutlons use IPS data plan Year 1 Data Plan- per unit per 1 month 55. 00 tbd included included included Year 2 Data Plan- per unit per 1 55 00 tbd included included included month Year 3 Data Plan- per unit per 1 55 00 tbd included included included month Product/ Service Name I Product Code I Quantity I Cost I Total I Installation/ Implementation I Warranty 1 Support Cost I Additional Fees Permit Management System One time set up$ 5, 000-$ 10, 000- Permit fullfillment and Year 1 Virtual Permit 1 2 00 tbd included included Standard Implementation verification$ 2. 00 per permit. One time setup$ 5, 000-$ 10, 000- Permit fullfillment and Year 2 Virtual Permit 1 2 00 tbd included included Standard Implementation verification$ 2. 00 per permit. Year 3 Virtual Permit 1 2. 00' tbd One time setup$ 5, 000-$ 10, 000- Permit fullfillment and included included Standard Implementation verification$ 2. 00 per permit. Product/ Service Name 1 Product Code I Quantity I Cost I Total I Installation/ Implementation I Warranty 1 Support Cost 1 Additional Fees Online, Over the counter, and IVR Secure Credit Card Payments— Gateway/ Convenience Fee Note: Charged to the Public- assumes the use of the Client Merchant Account Year 1 Gateway Fee per transaction 3. 50 included included included Year 2 Gateway Fee per transaction 3. 50 included included included Year 3 Gateway Fee per transaction 3. 50 included included included Pap I3 of 24 459 DocuSign Envelope ID: FB46BF1C- 23E9- 45FF- A267- F4AA262A08BC CW18653, Exhibit C Pennsylvania' s State System of Higher Education RFP # Doc528712455 Parking Management Solutions Appendix B - Cost Proposal Response Template Instructions: Please respond to the following qualtitative questions related to the Cost Proposal. MJ ir. Initial Pricing would be good until January 1, 2025, at which point IPS shall have the annual right to adjust Agreement pricing due to increases in Please address how you will handle annual price increases. Inflation as published by the US Bureau of Labor Statistics for All Items Consumer Price Index for All Urban Consumers ( CPI- U) for the U. S. City Average. Such pricing adjustments shall require 90 days' notice Page 24 of 24 460 DocuSign Envelope ID: FB46BF1C-23E9-45FF-A267-F4AA262AO8BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION CW 18653, Exhibit D KA TEREV:MARCH 2023 Travel Expenditures for Contractors All requests for reimbursement of travel expenses submitted to the State System of Higher Education (State System) must comply with the guidelines listed herein. The Contractor's allowable reimbursable expenses, as listed and within the limits set below, will be reimbursed by the State System within 30 days after receipt. Detailed itemized receipts for all travel expenses must be included with the Contractor's invoice. The Contractor shall be reimbursed for travel expenses incurred by the Contractor only (not applicable to family members or friends). All reimbursements shall be limited to the most economical means of travel available. The State System shall reimburse the Contractor for all reasonable and necessary travel expenses incurred on behalf of the State System. The State System reserves the right to reduce reimbursement to the Contractor for any unreasonable and unnecessary travel expenses. All reimbursements will be made to the Contractor (company), not to the individual employees of the Contractor. The State System adopts the U.S. General Services Administration's (GSA) per mile and per diem rates. All expenses for a trip must be submitted on one invoice. Each traveler shall incur their own expenses, including meals, lodging, and transportation. If separate billing is not possible when a Contractor's employees travel together (for example for shared meals such as pizza), the traveler who submits the expense, along with an itemized receipt and a list of diners sharing the meal, will be reimbursed. A. Air Travel Expenses The Contractor is expected to secure the lowest available commercial discount or coach airfare at the time of booking the travel. Detailed itemized receipts are required for reimbursable expenses. 1. Reimbursable Expenses (including taxes) a. Flight fare (most economical). b. Airport parking. c. Baggage handling/storage fees. 2. Nonreimbursable Expenses a. Business class, first class, preferred seating, and all other upgrades. b. Missed/changed flight fees (unless caused by the State System). c. Travel/baggage insurance. d. Trip protection insurance. e. Air carrier incidentals (movies, snacks, etc.). B. Ground Transportation Expenses Train, Bus, Rental Car, and Personal Vehicle The Contractor must use the most economical mode of ground transportation available. The Contractor may rent a car at their destination, but only if it is the most economical means of ground travel for the duration of the travel period. Public transportation and shuttle services should be considered wherever/whenever possible. Ground transportation expenses must be reasonable and appropriately and adequately documented. Except for personal vehicle mileage, detailed itemized receipts are required for reimbursable expenses. Page 1 of 3 461 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262A08BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION CW18653, Exhibit D KA-TE-1.2 REV:MARCH 2023 1. Reimbursable Expenses (including taxes) a. Taxis/cabs, Uber, etc. b. Public transportation, such as trains and buses. c. Rental vehicles—Travelers may rent a vehicle to the destination when driving is more convenient and less expensive than airline or rail travel. Rental vehicles should not be used for "downtown" areas where other transportation options are readily available. Gasoline purchased in conjunction with the use of a rental vehicle will be reimbursed. Mileage for rental vehicles is not reimbursable. Rental vehicle use is restricted to business use only. The Contractor shall select a vehicle model that is the most economical available. d. Personal vehicles—The Contractor will be reimbursed at the prevailing rate per mile in accordance with GSA's Privately Owned Vehicle (POV) Mileage Reimbursement Rates based on mileage from home or office to destination, whichever is closer. Mileage will be reviewed for reasonableness based on mapping software. It is recognized that actual mileage may vary based on alternative routes taken (e.g., to avoid traffic, tolls, or parking fees). The Contractor shall provide an explanation for mileage with a variance greater than 20 percent. e. Tolls and parking. 2. Nonreimbursable Expenses a. Limousines or private car services. b. Traffic, parking, or E-Z Pass/toll violations. c. E-Z Pass administrative or convenience fees assessed by rental car companies when cash toll lanes are available. d. Rental vehicle insurance or mileage. C. Travel Lodging Expenses Travel lodging expenses for overnight stays will be reimbursed if they are reasonable and appropriately and adequately documented. The Contractor should book standard room accommodations at nonluxury/moderately priced hotels within the maximum GSA per diem rates. The Contractor shall be reimbursed for state taxes. Taxes are excluded from the maximum allowable rates for lodging. If the State System requests that the Contractor lodge in a particular hotel in order to participate in a conference or meeting at or near the hotel location, lodging expenses will be fully reimbursed. 1. Reimbursable Expenses (including taxes) a. Lodging. b. Hotel parking. 2. Nonreimbursable Expenses a. Incidentals such as bar items, laundry service, movies, etc. b. No-show charges. c. Hotel safety deposit boxes. Detailed itemized receipts are required for lodging. If lodging is not available at the per diem rate, the Contractor will provide written justification with their invoice for the higher expense. Only the per diem rate will be reimbursed if reasonable written justification is not provided. Justification may include, but is not limited to, proximity to work site, availability, and safety. Page 2 of 3 462 DocuSign Envelope ID:FB46BF1C-23E9-45FF-A267-F4AA262AO8BC PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION CW 18653, Exhibit D KA-TE-1,2 REV:MARCH 2023 D. Subsistence The State System will reimburse subsistence expenses up to the maximum per diem rate in the area in which the travel occurs. The maximum allowable per diem rates will be calculated in accordance with the State System's Subsistence Calculator for the duration of each trip, beginning when the traveler embarks on travel until the traveler returns from travel. Departure and return dates and times must be provided for each traveler for each trip. Meals that are provided at no cost, or included as part of an event or meeting, are not reimbursable. The Contractor shall include their subsistence calculation with their invoice. For overnight travel not part of a full 24-hour period, the subsistence rate shall be prorated as follows: Time Traveled Reimbursement Amount 0 minutes to less than 3 hours None 3 hours to less than 6 hours 25.0% 6 hours to less than 15 hours 62.5% 15 hours to less than 24 hours 100.0% The maximum allowable reimbursement per diem rate will be reduced for meals provided at no cost(i.e., meals are included in the cost of lodging or included at a meeting). The maximum allowable amount will be reduced by the following rates: 21 percent for breakfast; 21 percent for lunch; and 58 percent for dinner. No reimbursement will be made by the State System for subsistence when the Contractor's travel does not occur overnight. 1. Reimbursable Expenses The actual cost of meals and other subsistence expenses (meals, tips, and tax), up to the per diem. Gratuities for meals are part of the meal expense. Meal receipts are not required. The Contractor shall use the State System's Subsistence Calculator to determine per diem rates. 2. Nonreimbursable Expenses a. Alcohol. b. Snacks and other meals outside of the provided per diem. Page 3 of 3 463 RFP Doc528712455,Appendix E Exhibit A Response for National Cooperative Contract 1.0 Scope of National Cooperative Contract Capitalized terms not otherwise defined herein shall have the meanings given to them in the Master Agreement or in the Administration Agreement between Supplier and OMNIA Partners. 1.1 Requirement The Pennsylvania State System of Higher Education (hereinafter defined and referred to as "Principal Procurement Agency"), on behalf of itself and the National Intergovernmental Purchasing Alliance Company, a Delaware corporation d/b/a OMNIA Partners, Public Sector ("OMNIA Partners"), is requesting proposals for Parking Management Solutions.The intent of this Request for Proposal is any contract between Principal Procurement Agency and Supplier resulting from this Request for Proposal ("Master Agreement")be made available to other public agencies nationally, including state and local governmental entities, public and private primary, secondary and higher education entities, non-profit entities, and agencies for the public benefit Public Agencies"),through OMNIA Partners' cooperative purchasing program. The Principal Procurement Agency has executed a Principal Procurement Agency Certificate with OMNIA Partners, an example of which is included as Exhibit D, and has agreed to pursue the Master Agreement. Use of the Master Agreement by any Public Agency is preceded by their registration with OMNIA Partners as a Participating Public Agency in OMNIA Partners' cooperative purchasing program. Registration with OMNIA Partners as a Participating Public Agency is accomplished by Public Agencies entering into a Master Intergovernmental Cooperative Purchasing Agreement, an example of which is attached as Exhibit C, and by using the Master Agreement, any such Participating Public Agency agrees that it is registered with OMNIA Partners, whether pursuant to the terms of the Master Intergovernmental Purchasing Cooperative Agreement or as otherwise agreed to. The terms and pricing established in the resulting Master Agreement between the Supplier and the Principal Procurement Agency will be the same as that available to Participating Public Agencies through OMNIA Partners. All transactions,purchase orders, invoices, payments etc., will occur directly between the Supplier and each Participating Public Agency individually, and neither OMNIA Partners, any Principal Procurement Agency nor any Participating Public Agency, including their respective agents, directors, employees or representatives, shall be liable to Supplier for any acts, liabilities, damages, etc., incurred by any other Participating Public Agency. Supplier is responsible for knowing the tax laws in each state. Page 2 of 81 464 RFP Doc528712455,Appendix E This Exhibit A defines the expectations for qualifying Suppliers based on OMNIA Partners' requirements to market the resulting Master Agreement nationally to Public Agencies. Each section in this Exhibit A refers to the capabilities, requirements, obligations, and prohibitions of competing Suppliers on a national level in order to serve Participating Public Agencies through OMNIA Partners. These requirements are incorporated into and are considered an integral part of this RFP. OMNIA Partners reserves the right to determine whether to make the Master Agreement awarded by the Principal Procurement Agency available to Participating Public Agencies, in its sole and absolute discretion, and any party submitting a response to this RFP acknowledges that any award by the Principal Procurement Agency does not obligate OMNIA Partners to make the Master Agreement available to Participating Procurement Agencies. 1.2 Marketing, Sales and Administrative Support During the term of the Master Agreement OMNIA Partners intends to provide marketing, sales, partnership development and administrative support for Supplier pursuant to this section that directly promotes the Supplier's products and services to Participating Public Agencies through multiple channels, each designed to promote specific products and services to Public Agencies on a national basis. OMNIA Partners will assign the Supplier a Director of Partner Development who will serve as the main point of contact for the Supplier and will be responsible for managing the overall relationship between the Supplier and OMNIA Partners. The Director of Partner Development will work with the Supplier to develop a comprehensive strategy to promote the Master Agreement and will connect the Supplier with appropriate stakeholders within OMNIA Partners including, Sales, Marketing, Contracting, Training, and Operations & Support. The OMNIA Partners marketing team will work in conjunction with Supplier to promote the Master Agreement to both existing Participating Public Agencies and prospective Public Agencies through channels that may include: A. Marketing collateral (print, electronic, email, presentations) B. Website C. Trade shows/conferences/meetings D. Advertising E. Social Media The OMNIA Partners sales teams will work in conjunction with Supplier to promote the Master Agreement to both existing Participating Public Agencies and prospective Public Agencies through initiatives that may include: A. Individual sales calls Page 3 of 81 I 465 RFP Doc528712455,Appendix E B. Joint sales calls C. Communications/customer service D. Training sessions for Public Agency teams E. Training sessions for Supplier teams The OMNIA Partners contracting teams will work in conjunction with Supplier to promote the Master Agreement to both existing Participating Public Agencies and prospective Public Agencies through: A. Serving as the subject matter expert for questions regarding joint powers authority and state statutes and regulations for cooperative purchasing B. Training sessions for Public Agency teams C. Training sessions for Supplier teams D. Regular business reviews to monitor program success E. General contract administration 1.3 Estimated Volume The dollar volume purchased under the Master Agreement is estimated to be approximately $50 million annually. While no minimum volume is guaranteed to Supplier, the estimated annual volume is projected based on the current annual volumes among the Principal Procurement Agency, other Participating Public Agencies that are anticipated to utilize the resulting Master Agreement to be made available to them through OMNIA Partners, and volume growth into other Public Agencies through a coordinated marketing approach between Supplier and OMNIA Partners. 1.4 Award Basis The basis of any contract award resulting from this RFP made by Principal Procurement Agency will, at OMNIA Partners' option, be the basis of award on a national level through OMNIA Partners. If multiple Suppliers are awarded by Principal Procurement Agency under the Master Agreement,those same Suppliers will be required to extend the Master Agreement to Participating Public Agencies through OMNIA Partners. Utilization of the Master Agreement by Participating Public Agencies will be at the discretion of the individual Participating Public Agency. Page 4 of 81 466 RFP Doc528712455,Appendix E Certain terms of the Master Agreement specifically applicable to the Principal Procurement Agency (e.g., governing law) are subject to modification for each Participating Public Agency as Supplier and such Participating Public Agency may agree without being in conflict with the Master Agreement as a condition of the Participating Agency's purchase and not a modification of the Master Agreement applicable to all Participating Agencies. Participating Agencies may request to enter into a separate supplemental agreement to further define the level of service requirements over and above the minimum defined in the Master Agreement (e.g., governing law, invoice requirements, order requirements, specialized delivery, diversity requirements such as minority and woman owned businesses, historically underutilized business, etc.) ("Supplemental Agreement"). It shall be the responsibility of the Supplier to comply, when applicable, with the prevailing wage legislation in effect in the jurisdiction of the Participating Agency. It shall further be the responsibility of the Supplier to monitor the prevailing wage rates as established by the appropriate department of labor for any increase in rates during the term of the Master Agreement and adjust wage rates accordingly. In instances where supplemental terms and conditions create additional risk and cost for Supplier, Supplier and Participating Public Agency may negotiate additional pricing above and beyond the stated contract not-to-exceed pricing so long as the added price is commensurate with the additional cost incurred by the Supplier. Any supplemental agreement developed as a result of the Master Agreement is exclusively between the Participating Agency and the Supplier(Contract Sales are reported to OMNIA Partners). All signed Supplemental Agreements and purchase orders issued and accepted by the Supplier may survive expiration or termination of the Master Agreement. Participating Agencies' purchase orders may exceed the term of the Master Agreement if the purchase order is issued prior to the expiration of the Master Agreement. Supplier is responsible for reporting all sales and paying the applicable Administrative Fee for sales that use the Master Agreement as the basis for the purchase order, even though Master Agreement may have expired. 1.5 Objectives of Cooperative Program This RFP is intended to achieve the following objectives regarding availability through OMNIA Partners' cooperative program: A. Provide a comprehensive competitively solicited and awarded national agreement offering the Products covered by this solicitation to Participating Public Agencies; B. Establish the Master Agreement as the Supplier's primary go to market strategy to Public Agencies nationwide; C. Achieve cost savings for Supplier and Public Agencies through a single solicitation process that will reduce the Supplier's need to respond to multiple solicitations and Public Agencies need to conduct their own solicitation process; D. Combine the aggregate purchasing volumes of Participating Public Agencies to achieve cost effective pricing. Page 5 of 81 467 RFP Doc528712455,Appendix E 2.0 REPRESENTATIONS AND COVENANTS As a condition to Supplier entering into the Master Agreement, which would be available to all Public Agencies, Supplier must make certain representations, warranties and covenants to both the Principal Procurement Agency and OMNIA Partners designed to ensure the success of the Master Agreement for all Participating Public Agencies as well as the Supplier. 2.1 Corporate Commitment Supplier commits that (1) the Master Agreement has received all necessary corporate authorizations and support of the Supplier's executive management, (2) the Master Agreement is Supplier's primary "go to market" strategy for Public Agencies, (3) the Master Agreement will be promoted to all Public Agencies, including any existing customers, and Supplier will transition existing customers, upon their request, to the Master Agreement, and (4) that the Supplier has read and agrees to the terms and conditions of the Administration Agreement with OMNIA Partners and will execute such agreement concurrent with and as a condition of its execution of the Master Agreement with the Principal Procurement Agency. Supplier will identify an executive corporate sponsor and a separate national account manager within the RFP response that will be responsible for the overall management of the Master Agreement. 2.2 Pricing Commitment Supplier commits the not-to-exceed pricing provided under the Master Agreement pricing is its lowest available(net to buyer)to Public Agencies nationwide and further commits that if a Participating Public Agency is eligible for lower pricing through a national, state, regional or local or cooperative contract, the Supplier will match such lower pricing to that Participating Public Agency under the Master Agreement. 2.3 Sales Commitment Supplier commits to aggressively market the Master Agreement as its go to market strategy in this defined sector and that its sales force will be trained, engaged and committed to offering the Master Agreement to Public Agencies through OMNIA Partners nationwide. Supplier commits that all Master Agreement sales will be accurately and timely reported to OMNIA Partners in accordance with the OMNIA Partners Administration Agreement. Supplier also commits its sales force will be compensated, including sales incentives,for sales to Public Agencies under the Master Agreement in a consistent or better manner compared to sales to Public Agencies if the Supplier were not awarded the Master Agreement. 3.0 SUPPLIER RESPONSE Page 6 of 81 468 RFP Doc528712455,Appendix E Supplier must supply the following information for the Principal Procurement Agency to determine Supplier's qualifications to extend the resulting Master Agreement to Participating Public Agencies through OMNIA Partners. 3.1 Company A. Brief history and description of Supplier to include experience providing similar products and services. For more than two decades, IPS has been committed to the design, engineering, and manufacturing of intelligent parking technologies that shape the industry such as payment processing systems, SaaS management software, and low-power wireless telecommunications. Based in San Diego, CA, IPS is the proud inventor of the credit card-enabled single-space parking meter and has more wireless parking devices deployed across the US than our competitors combined. To date, IPS has sold more than 300,000 wireless devices in over 300 cities worldwide. IPS drives the Smart Cities evolution as an innovator and trusted provider of Smart Parking technology. IPS offers the industry's only Fully Integrated Parking Management Suite. Several IPS customers have already subscribed to the complete product suite for the ease of city-wide parking data integration and access to all parking applications via one cloud-based platform. The Suite of Smart Parking products includes single- and multi-space meters, sensors, enforcement and permitting solutions, and mobile payments that connect to one, powerful integrated Data Management System DMS). The secure, cloud-based DMS aggregates the data from all integrated devices into meaningful analytics and reports. Importantly, all data and card processing services are hosted in the USA and do not leave the country for the benefit and security of our customers. B. Total number and location of salespersons employed by Supplier. IPS employs 14 salespeople nationwide. There are 195 employees nationwide. C. Number and location of support centers (if applicable) and location of corporate office. Corporate Headquarters— San Diego, CA West Coast— Seattle, WA East Coast—Baltimore, MD D. Annual sales for the three previous fiscal years. This information is confidential and can be provided upon award. a. Submit FEIN and Dunn & Bradstreet report. FEIN -23-302-8164 E. Describe any green or environmental initiatives or policies. PRODUCTS AND COMPONENTS Solar power: IPS meters are powered by a patented combination solar power and battery system. The solar panel allows for constant recharging of the battery with Page 7 of 81 469 RFP Doc528712455,Appendix E ambient light,resulting in maximum battery life. A Los Angeles department report estimated that IPS solar-powered meters keep approximately 60,000 AA batteries out of LA landfills each year. Equipment longevity: IPS reduces the waste of discarded equipment by building more durable products to maximize product life. Many of our first-generation machines are still in the field. By contrast, clients have had to replace our competitors' machines within only a few years, resulting in unnecessary waste. Stainless steel is a standard feature, which will maximize longevity and save both waste and money. Hardware upcycling: Our Upgrade Kits allow cities to reuse old meter and pay station hardware. Expanding the useful life of older equipment helps reduce the demand for new materials, as well as keeping discarded equipment out of landfills. Battery recycling: IPS partners with battery recycling partners to offer battery recycling services both internally and to our customers. IPS has never used environmentally toxic nickel-cadmium batteries. Plastics recycling: Plastic components and Lexan coverings from old meters are recycled into new plastic parts whenever possible, reducing the amount of plastic in local landfills. Reducing CO2 Emissions: Using a combination of our meter, sensor, and mobile app technologies, green cities can offer their parking patrons "wayfinding"—the ability to find available spaces with a phone app—thereby reducing the carbon waste of congestion and circling. In the US alone, a report conducted by Verizon Wireless calculated an annualized reduction of 34,192 metric tons of CO2 from IPS meters. Remote Monitoring: Our web-based Enforcement Management System gives a birds-eye view of maintenance needs and parking violations, allowing Maintenance Staff and Parking Enforcement Officers to immediately spot citable vehicles, significantly reducing the amount of field patrolling. Online Enforcement & Permitting Processing: Our online portals allow the public to pay citations or apply for permits entirely online,eliminating paper forms and reducing trips to municipal offices. INTERNAL INITIATIVES LED lights: IPS equips our corporate offices with state-of-the-art LED lighting, which conserves 60 percent more energy than conventional lighting. Auto shut-off: To conserve electricity, our corporate offices have motion detector sensors to turn off lights automatically. To conserve water, the faucets in our bathrooms have auto shut-off valves. Waste prevention: To reduce the amount of paper we use,IPS employs the"Think Before You Print" philosophy—we have set the printers in all of our corporate offices to default to two-sided paper. We use recyclable paper and materials whenever possible and send all corporate communications via electronic media. Our shipping department constantly re-uses and repurposes our suppliers' packaging. Page 8 of 81 470 RFP Doc528712455,Appendix E F. Describe any diversity programs or partners supplier does business with and how Participating Agencies may use diverse partners through the Master Agreement. Indicate how, if at all, pricing changes when using the diversity program. If there are any diversity programs, provide a list of diversity alliances and a copy of their certifications. IPS is the manufacturer of the products and services offered as part of this Master Agreement and does not intend to utilize any partner suppliers to meet the requirements of this Master Agreement, other than License Plate Camera systems provided by Motorola/Vigilant Solutions. IPS Group Inc promotes a diverse workforce and is an equal opportunity employer. We also have a formal Affirmative Action Program for Minorities and Women. As part of IPS's commitment to this overall process, it will seek to ensure affirmative action to provide equality of opportunity in all aspects of employment, and that all personnel activities, such as the recruitment, selection, training, compensation, benefits, discipline, promotion, transfer, layoff, and termination processes remain free of illegal discrimination and harassment based upon race, color, religion, sex, sexual orientation, gender identity, and national origin. G. Indicate if supplier holds any of the below certifications in any classified areas and include proof of such certification in the response: a. Minority Women Business Enterprise Yes ® No If yes, list certifying agency: b. Small Business Enterprise (SBE) or Disadvantaged Business Enterprise DBE) Yes No If yes, list certifying agency: c. Historically Underutilized Business (HUB)Yes }Io If yes, list certifying agency: d. Historically Underutilized Business Zone Enterprise (HUBZone) Yes No If yes, list certifying agency: e. Other recognized diversity certificate holder Yes No If yes, list certifying agency: H. List any relationships with subcontractors or affiliates intended to be used when providing services and identify if subcontractors meet minority-owned standards. If any, list which certifications subcontractors hold and certifying agency. IPS will be working with MotorolaNigilant Solutions to supply License Plate Recognition (LPR) only. I. Describe how supplier differentiates itself from its competitors. Page 9 of 81 471 RFP Doc528712455,Appendix E FULLY INTEGRATED MANAGEMENT SYSTEM: IPS is the only supplier to provide a best-in-class product suite, fully connected and powered by one back-end software solution that intelligently manages all aspects of a parking program. The system is built from the ground up and offers complete system-wide control at your fingertips. Unlike some solutions that promote surface level integrated solutions with basic data sharing, IPS offers a deeply connected system of future- proof technology that harmoniously complement each other as part of a truly comprehensive Smart Parking solution. This includes meters with more flexible payment options offered than any other in the industry; mobile payment/pay-by- cell, in-vehicle payment, cloud-based parking enforcement and citation management, permit management and more. J. Describe any present or past litigation, bankruptcy or reorganization involving supplier. IPS is not currently involved in any litigation, or any matter that will affect our ability to perform or meet the obligations of this project. K. Felony Conviction Notice: Indicate if the supplier a. is a publicly held corporation and this reporting requirement is not applicable; X b.is not owned or operated by anyone who has been convicted of a felony;is owned or operated by and individual(s) who has been convicted of a felony and provide the names and convictions. c. Describe any debarment or suspension actions taken against supplier 3.2 Distribution,Logistics A. Each offeror awarded an item under this solicitation may offer their complete product and service offering/a balance of line. Describe the full line of products and services offered by supplier. Fully Integrated Parking Management Suite which includes: Single-Space Parking Meters Multi-Space Pay Stations High Precision Vehicle Detection Enforcement Management Permit Management Seamless Third-Party Integrations Credit Processing Services In-Vehicle Payment Mobile Payment Page 10 of 81 472 RFP Doc528712455,Appendix E B. Describe how supplier proposes to distribute the products/service nationwide. Include any states where products and services will not be offered under the Master Agreement, including U.S. Territories and Outlying Areas. IPS ships its parking meters directly from our headquarters in San Diego, CA, nationwide, including all 50 states, Puerto Rico, and Canada. C. Describe how Participating Agencies are ensured they will receive the Master Agreement pricing; include all distribution channels such as direct ordering, retail or in-store locations, through distributors, etc. Describe how Participating Agencies verify and audit pricing to ensure its compliance with the Master Agreement. IPS will guarantee and honor the Master Agreement pricing by providing the participating agencies a copy of the approved pricing list from the Master Agreement. There are no distribution channels or direct retail or in-store location to purchase IPS meter products and services. Participating Agencies can verify and audit IPS pricing by checking the IPS quote and matching that against the Master Agreement pricing form. IPS is a participating member of the NCPA purchase cooperative and have experience in monitoring and reporting such information to ensure that Agencies will receive the Master Agreement pricing. D. Identify all other companies that will be involved in processing, handling or shipping the products/service to the end user. IPS does all of the design, engineering, and manufacturing of our fully integrated intelligent parking technologies. There are no other companies involved in the processing, handling or shipping of the products/service to the end user. E. Provide the number, size and location of Supplier's distribution facilities, warehouses and retail network as applicable. IPS uses it's San Diego based Headquarters with two buildings and approximately 80,000 Sq feet of warehouse spaces as its main distribution facility. Additionally, IPS has warehouse locations in the Seattle, WA,and Baltimore, MD for additional distribution centers as needed. There are no retail facilities for IPS products. i Corporate Headquarters—San Diego, CA ii West Coast Warehouse— Seattle, WA iii East Coast Warehouse—Baltimore, MD 3.3 Marketing and Sales A. Provide a detailed ninety-day plan beginning from award date of the Master Agreement describing the strategy to immediately implement the Master Agreement as supplier's primary go to market strategy for Public Agencies to supplier's teams nationwide, to include, but not limited to: Page 11 of 81 473 RFP Doc528712455,Appendix E i. Executive leadership endorsement and sponsorship of the award as the public sector go-to-market strategy within first 10 days ii. Training and education of Supplier's national sales force with participation from the Supplier's executive leadership, along with the OMNIA Partners team within first 90 days IPS will train all internal staff within 10 days of the signed award agreement. As we already have a trained direct sales team, IPS can ensure that this is completed in an expedited fashion. B. Provide a detailed ninety-day plan beginning from award date of the Master Agreement describing the strategy to market the Master Agreement to current Participating Public Agencies, existing Public Agency customers of Supplier, as well as to prospective Public Agencies nationwide immediately upon award, to include, but not limited to: i. Creation and distribution of a co-branded press release to trade publications ii. Announcement, Master Agreement details and contact information published on the Supplier's website within first 90 days iii. Design, publication and distribution of co-branded marketing materials within first 90 days iv. Commitment to attendance and participation with OMNIA Partners at national (i.e. NIGP Annual Forum, NPI Conference, etc.), regional (i.e. Regional NIGP Chapter Meetings, Regional Cooperative Summits, etc.) and supplier-specific trade shows, conferences and meetings throughout the term of the Master Agreement v.Commitment to attend,exhibit and participate at the NIGP Annual Forum in an area reserved by OMNIA Partners for partner suppliers. Booth space will be purchased and staffed by Supplier. In addition, Supplier commits to provide reasonable assistance to the overall promotion and marketing efforts for the NIGP Annual Forum, as directed by OMNIA Partners. vi. Design and publication of national and regional advertising in trade publications throughout the term of the Master Agreement vii. Ongoing marketing and promotion of the Master Agreement throughout its term (case studies, collateral pieces, presentations, promotions, etc.) viii. Dedicated OMNIA Partners internes web-based homepage on Supplier's website with: OMNIA Partners standard logo; Copy of original Request for Proposal; Copy of Master Agreement and amendments between Principal Procurement Agency and Supplier; Summary of Products and pricing; Page 12 of 81 474 RFP Doc528712455,Appendix E Marketing Materials Electronic link to OMNIA Partners' website including the online registration page; A dedicated toll-free number and email address for OMNIA Partners Within 90 days of signatures for a fully executed agreement, IPS will complete all of the tasks listed above,including the national sales training program. OMNIA staff can join this training session if possible. IPS is also an NCPA registered vendor and very experienced in the sales training, marketing and reporting requirements of such Master Agreements. C. Describe how Supplier will transition any existing Public Agency customers' accounts to the Master Agreement available nationally through OMNIA Partners. Include a list of current cooperative contracts (regional and national) Supplier holds and describe how the Master Agreement will be positioned among the other cooperative agreements. IPS is also an NCPA registered vendor and very experienced in the sales training, marketing and reporting requirements of such Master Agreements. Transitions to this Master Agreement vs other cooperative agreements will ultimately be at the request and decision of our government and university clients. While some agreements are specific to a region, IPS will position OMNIA as a national agreement. D. Acknowledge Supplier agrees to provide its logo(s)to OMNIA Partners and agrees to provide permission for reproduction of such logo in marketing communications and promotions. Acknowledge that use of OMNIA Partners logo will require permission for reproduction, as well. IPS acknowledges this requirement. E. Confirm Supplier will be proactive in direct sales of Supplier's goods and services to Public Agencies nationwide and the timely follow up to leads established by OMNIA Partners. All sales materials are to use the OMNIA Partners logo. At a minimum, the Supplier's sales initiatives should communicate: i. Master Agreement was competitively solicited and publicly awarded by a Principal Procurement Agency ii. Best government pricing iii. No cost to participate iv. Non-exclusive IPS confirms. IPS will train all internal staff within 10 days of the signed award agreement. As we already have a trained direct sales team, IPS can ensure that this is completed in an expedited fashion. IPS is also an NCPA registered vendor and very experienced in the sales training, marketing and reporting requirements of such Master Agreements. Page 13 of 81 475 RFP Doc528712455,Appendix E F. Confirm Supplier will train its national sales force on the Master Agreement. At a minimum, sales training should include: i. Key features of Master Agreement ii. Working knowledge of the solicitation process iii. Awareness of the range of Public Agencies that can utilize the Master Agreement through OMNIA Partners iv. Knowledge of benefits of the use of cooperative contracts IPS confirms. IPS will train all internal staff within 10 days of the signed award agreement. As we already have a trained direct sales team, IPS can ensure that this is completed in an expedited fashion. IPS is also an NCPA registered vendor and very experienced in the sales training, marketing and reporting requirements of such Master Agreements. G. Provide the name, title, email and phone number for the person(s), who will be responsible for: Executive Support: Chad Randall, CEO (877) 630—6638 chad.randall@ipsgroupinc.com Marketing: Adriana Albrecht. Marketing Manager 877) 630—6638 adriana.albrecht@,ipsgroupinc.com Sales: Mike Chiodo, Sr VP National Sales (877) 630—6638 mike.chiodo@ipsgroup.com Sales Support: Mike Chiodo, Sr VP National Sales (877) 630—6638 mike.chiodo@,ipsgroup.com Financial Reporting: Matt Spooner, CFO (877) 630—6638 matthew.spooner@ipsgroupinc.com Accounts Payable: Matt Spooner, CFO (877) 630—6638 matthew.spooner@,ipsgroupinc.com Contracts: Brian Webber, Legal Counsel (877) 630—6638 brian.webber@ipsgroupinc.com H. Describe in detail how Supplier's national sales force is structured, including contact information for the highest-level executive in charge of the sales team. Page 14 of 81 476 RFP Doc528712455,Appendix E IPS has regional sales managers located across the USA. See a complete list at: https://ipsgroupinc.com/contact-us/ I. Explain in detail how the sales teams will work with the OMNIA Partners team to implement, grow and service the national program. If awarded, IPS will hold a kick-off call with OMNIA to introduce our sales and marketing points of contact within the first 10 days. This will serve as the basis for our ongoing implementation,growth and management of the national program. Monthly or Quarterly calls or reporting can be established to further update OMNIA with our progress. I. Explain in detail how Supplier will manage the overall national program throughout the term of the Master Agreement, including ongoing coordination of marketing and sales efforts,timely new Participating Public Agency account setup, timely contract administration, etc. If awarded, IPS will hold a kick-off call with OMNIA to introduce our sales and marketing points of contact within the first 10 days. This will serve as the basis for our ongoing implementation,growth and management of the national program. Monthly or Quarterly calls or reporting can be established to further update OMNIA with our progress. Once a new Participating Public Agency is established, IPS will provide reporting for all newly onboarded clients. The IPS contract administration process is very straightforward,and we have our own internal legal counsel to assist to expedite the contracting process. J. State the amount of Supplier's Public Agency sales for the previous fiscal year. Provide a list of Supplier's top 10 Public Agency customers, the total purchases for each for the previous fiscal year along with a key contact for each. This is company confidential information. However, IPS is a current member of the NCPA, and therefore, with the recent partnership between OMNIA and NCPA, it is likely that this information can be shared within your organizations without compromising confidentiality during a public procurement process. If awarded, IPS can provide this information to OMNIA under NDA. K. Describe Supplier's information systems capabilities and limitations regarding order management through receipt of payment, including description of multiple platforms that may be used for any of these functions. Purchase orders are submitted directly to IPS. Payments from clients may take place with either check or ACH electronic payment. There are no limitations to systems or capabilities that would limit our ability to scale this program nationally, as we are already a nation provider. L. Provide the Contract Sales (as defined in Section 12 of the OMNIA Partners Administration Agreement) that Supplier will guarantee each year under the Master Agreement for the initial three years of the Master Agreement("Guaranteed Contract Sales"). Page 15 of 81 477 RFP Doc528712455,Appendix E 00 in year one 00 in year two 00 in year three To the extent Supplier guarantees minimum Contract Sales,the Administrative Fee shall be calculated based on the greater of the actual Contract Sales and the Guaranteed Contract Sales. While IPS cannot guarantee the amount of business that our customers will purchase from us, IPS anticipates the following: 500,000 - in year one 1,000,000 - in year two 2.000,000 - in year three M. Even though it is anticipated many Public Agencies will be able to utilize the Master Agreement without further formal solicitation,there may be circumstances where Public Agencies will issue their own solicitations.The following options are available when responding to a solicitation for Products covered under the Master Agreement. i. Respond with Master Agreement pricing (Contract Sales reported to OMNIA Partners). ii. If competitive conditions require pricing lower than the standard Master Agreement not-to-exceed pricing, Supplier may respond with lower pricing through the Master Agreement. If Supplier is awarded the contract, the sales are reported as Contract Sales to OMNIA Partners under the Master Agreement. iii. Respond with pricing higher than Master Agreement only in the unlikely event that the Public Agency refuses to utilize Master Agreement (Contract Sales are not reported to OMNIA Partners). iv. If alternative or multiple proposals are permitted, respond with pricing higher than Master Agreement, and include Master Agreement as the alternate or additional proposal. Detail Supplier's strategies under these options when responding to a solicitation. Depending on the circumstances, and the requirements of the competitive procurement process, IPS will consider all options for responding as detailed above. Page 16 of 81 478 RFP Doc528712455,Appendix E Exhibit F Federal Funds Certifications FEDERAL CERTIFICATIONS ADDENDUM FOR AGREEMENT FUNDED BY U.S. FEDERAL GRANT TO WHOM IT MAY CONCERN: Participating Agencies may elect to use federal funds to purchase under the Master Agreement.This form should be completed and returned. DEFINITIONS Contract means a legal instrument by which a non—Federal entity purchases property or services needed to carry out the project or program under a Federal award.The term as used in this part does not include a legal instrument,even if the non—Federal entity considers it a contract,when the substance of the transaction meets the definition of a Federal award or subaward Contractor means an entity that receives a contract as defined in Contract. Cooperative agreement means a legal instrument of financial assistance between a Federal awarding agency or pass-through entity and a non—Federal entity that,consistent with 31 U.S.C.6302-6305: a) Is used to enter into a relationship the principal purpose of which is to transfer anything of value from the Federal awarding agency or pass-through entity to the non—Federal entity to carry out a public purpose authorized by a law of the United States (see 31 U.S.C. 6101(3)); and not to acquire property or services for the Federal government or pass-through entity's direct benefit or use; b) Is distinguished from a grant in that it provides for substantial involvement between the Federal awarding agency or pass-through entity and the non—Federal entity in carrying out the activity contemplated by the Federal award. c)The term does not include: 1)A cooperative research and development agreement as defined in 15 U.S.C.3710a;or 2)An agreement that provides only: i) Direct United States Government cash assistance to an individual; ii)A subsidy; iii)A loan; iv)A loan guarantee;or v) Insurance. Federal awarding agency means the Federal agency that provides a Federal award directly to a non—Federal entity Federal award has the meaning,depending on the context, in either paragraph(a)or(b)of this section: a)(1)The Federal financial assistance that a non—Federal entity receives directly from a Federal awarding agency or indirectly from a pass-through entity,as described in§200.101 Applicability;or 2)The cost-reimbursement contract under the Federal Acquisition Regulations that a non—Federal entity receives directly from a Federal awarding agency or indirectly from a pass-through entity,as described in§ 200.101 Applicability. b) The instrument setting forth the terms and conditions. The instrument is the grant agreement, cooperative agreement,other agreement for assistance covered in paragraph (b)of§200.40 Federal financial assistance, or the cost-reimbursement contract awarded under the Federal Acquisition Regulations. c) Federal award does not include other contracts that a Federal agency uses to buy goods or services from a contractor or a contract to operate Federal government owned,contractor operated facilities(GOCOs). d)See also definitions of Federal financial assistance,grant agreement,and cooperative agreement. Non—Federal entity means a state,local government,Indian tribe,institution of higher education(IHE),or nonprofit organization that carries out a Federal award as a recipient or subrecipient. Page 23 of 81 479 RFP Doc528712455,Appendix E Nonprofit organization means any corporation,trust,association,cooperative,or other organization, not including IHEs, that: a) Is operated primarily for scientific,educational, service,charitable,or similar purposes in the public interest; b) Is not organized primarily for profit;and c) Uses net proceeds to maintain, improve,or expand the operations of the organization. Obligations means, when used in connection with a non–Federal entity's utilization of funds under a Federal award, orders placed for property and services, contracts and subawards made, and similar transactions during a given period that require payment by the non–Federal entity during the same or a future period. Pass-through entity means a non–Federal entity that provides a subaward to a subrecipient to carry out part of a Federal program. Recipient means a non–Federal entity that receives a Federal award directly from a Federal awarding agency to carry out an activity under a Federal program.The term recipient does not include subrecipients. Simplified acquisition threshold means the dollar amount below which a non–Federal entity may purchase property or services using small purchase methods. Non–Federal entities adopt small purchase procedures in order to expedite the purchase of items costing less than the simplified acquisition threshold.The simplified acquisition threshold is set by the Federal Acquisition Regulation at 48 CFR Subpart 2.1 (Definitions)and in accordance with 41 U.S.C. 1908.As of the publication of this part,the simplified acquisition threshold is$250,000,but this threshold is periodically adjusted for inflation. (Also see definition of§200.67 Micro-purchase.) Subaward means an award provided by a pass-through entity to a subrecipient for the subrecipient to carry out part of a Federal award received by the pass-through entity. It does not include payments to a contractor or payments to an individual that is a beneficiary of a Federal program.A subaward may be provided through any form of legal agreement, including an agreement that the pass-through entity considers a contract. Subrecipient means a non–Federal entity that receives a subaward from a pass-through entity to carry out part of a Federal program;but does not include an individual that is a beneficiary of such program.A subrecipient may also be a recipient of other Federal awards directly from a Federal awarding agency. Termination means the ending of a Federal award, in whole or in part at any time prior to the planned end of period of performance. The following provisions may be required and apply when Participating Agency expends federal funds for any purchase resulting from this procurement process. Per FAR 52.204-24 and FAR 52.204-25, solicitations and resultant contracts shall contain the following provisions. 52.204-24 Representation Regarding Certain Telecommunications and Video Surveillance Services or Equipment(Oct 2020) The Offeror shall not complete the representation at paragraph(d)(1)of this provision if the Offeror has represented that it"does not provide covered telecommunications equipment or services as a part of its offered products or services to the Government in the performance of any contract, subcontract, or other contractual instrument" in paragraph (c)(1) in the provision at 52.204-26, Covered Telecommunications Equipment or Services—Representation, or in paragraph (v)(2)(i) of the provision at 52.212-3, Offeror Representations and Certifications-Commercial Items. The Offeror shall not complete the representation in paragraph d)(2) of this provision if the Offeror has represented that it"does not use covered telecommunications equipment or services, or any equipment, system, or service that uses covered telecommunications equipment or services" in paragraph (c)(2) of the provision at 52.204-26,or in paragraph(v)(2)(ii)of the provision at 52.212-3. a)Definitions.As used in this provision— Backhaul, covered telecommunications equipment or services, critical technology, interconnection arrangements, reasonable inquiry, roaming, and substantial or essential component have the meanings provided in the clause 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. Page 24 of 81 480 RFP Doc528712455,Appendix E b)Prohibition. 1)Section 889(a)(1)(A) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115-232) prohibits the head of an executive agency on or after August 13, 2019,from procuring or obtaining, or extending or renewing a contract to procure or obtain,any equipment,system,or service that uses covered telecommunications equipment or services as a substantial or essential component of any system,or as critical technology as part of any system.Nothing in the prohibition shall be construed to— i)Prohibit the head of an executive agency from procuring with an entity to provide a service that connects to the facilities of a third-party,such as backhaul,roaming,or interconnection arrangements;or ii)Cover telecommunications equipment that cannot route or redirect user data traffic or cannot permit visibility into any user data or packets that such equipment transmits or otherwise handles. 2)Section 889(a)(1)(B)of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115- 232)prohibits the head of an executive agency on or after August 13,2020,from entering into a contract or extending or renewing a contract with an entity that uses any equipment,system,or service that uses covered telecommunications equipment or services as a substantial or essential component of any system,or as critical technology as part of any system.This prohibition applies to the use of covered telecommunications equipment or services, regardless of whether that use is in performance of work under a Federal contract. Nothing in the prohibition shall be construed to— i) Prohibit the head of an executive agency from procuring with an entity to provide a service that connects to the facilities of a third-party,such as backhaul,roaming,or interconnection arrangements;or ii)Cover telecommunications equipment that cannot route or redirect user data traffic or cannot permit visibility into any user data or packets that such equipment transmits or otherwise handles. c)Procedures.The Offeror shall review the list of excluded parties in the System for Award Management (SAM) https://www.sam.qov)for entities excluded from receiving federal awards for"covered telecommunications equipment or services". d)Representation.The Offeror represents that— 1)It D will, will not provide covered telecommunications equipment or services to the Government in the performance of any contract,subcontract or other contractual instrument resulting from this solicitation.The Offeror shall provide the additional disclosure information required at paragraph (e)(1)of this section if the Offeror responds"will"in paragraph (d)(1)of this section; and 2)After conducting a reasonable inquiry,for purposes of this representation,the Offeror represents that— It does,does not use covered telecommunications equipment or services,or use any equipment,system,or service that uses covered telecommunications equipment or services. The Offeror shall provide the additional disclosure information required at paragraph(e)(2)of this section if the Offeror responds"does"in paragraph(d)(2)of this section. e)Disclosures. 1)Disclosure for the representation in paragraph(d)(1)of this provision.If the Offeror has responded"will"in the representation in paragraph(d)(1)of this provision,the Offeror shall provide the following information as part of the offer. i)For covered equipment— A)The entity that produced the covered telecommunications equipment (include entity name, unique entity identifier,CAGE code,and whether the entity was the original equipment manufacturer(OEM)or a distributor,if known); B)A description of all covered telecommunications equipment offered (include brand; model number, such as OEM number,manufacturer part number,or wholesaler number;and item description,as applicable);and C)Explanation of the proposed use of covered telecommunications equipment and any factors relevant to determining if such use would be permissible under the prohibition in paragraph(b)(1)of this provision. ii)For covered services— A) If the service is related to item maintenance:A description of all covered telecommunications services offered include on the item being maintained: Brand; model number, such as OEM number, manufacturer part number, or wholesaler number;and item description,as applicable);or B) If not associated with maintenance, the Product Service Code (PSC) of the service being provided; and explanation of the proposed use of covered telecommunications services and any factors relevant to determining if such use would be permissible under the prohibition in paragraph(b)(1)of this provision. 2) Disclosure for the representation in paragraph (d)(2) of this provision. If the Offeror has responded "does" in the representation in paragraph(d)(2)of this provision,the Offeror shall provide the following information as part of the offer: i)For covered equipment— A)The entity that produced the covered telecommunications equipment (include entity name, unique entity identifier,CAGE code,and whether the entity was the OEM or a distributor,if known); Page 25 of 81 481 RFP Doc528712455,Appendix E B)A description of all covered telecommunications equipment offered (include brand; model number, such as OEM number,manufacturer part number,or wholesaler number;and item description,as applicable);and C)Explanation of the proposed use of covered telecommunications equipment and any factors relevant to determining if such use would be permissible under the prohibition in paragraph(b)(2)of this provision. ii) For covered services— A) If the service is related to item maintenance:A description of all covered telecommunications services offered include on the item being maintained: Brand; model number, such as OEM number, manufacturer part number, or wholesaler number;and item description,as applicable);or B) If not associated with maintenance,the PSC of the service being provided; and explanation of the proposed use of covered telecommunications services and any factors relevant to determining if such use would be permissible under the prohibition in paragraph(b)(2)of this provision. 52.204-25 Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment Aug 2020). a)Definitions.As used in this clause— Backhaul means intermediate links between the core network,or backbone network,and the small subnetworks at the edge of the network(e.g.,connecting cell phones/towers to the core telephone network).Backhaul can be wireless(e.g.,microwave)or wired(e.g.,fiber optic,coaxial cable, Ethernet). Covered foreign country means The People's Republic of China. Covered telecommunications equipment or services means– 1)Telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation(or any subsidiary or affiliate of such entities); 2) For the purpose of public safety, security of Government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities); 3)Telecommunications or video surveillance services provided by such entities or using such equipment;or 4)Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by,or otherwise connected to,the government of a covered foreign country. Critical technology means– 1) Defense articles or defense services included on the United States Munitions List set forth in the International Traffic in Arms Regulations under subchapter M of chapter I of title 22,Code of Federal Regulations; 2) Items included on the Commerce Control List set forth in Supplement No. 1 to part 774 of the Export Administration Regulations under subchapter C of chapter VII of title 15,Code of Federal Regulations,and controlled- i)Pursuant to multilateral regimes, including for reasons relating to national security, chemical and biological weapons proliferation,nuclear nonproliferation,or missile technology;or ii)For reasons relating to regional stability or surreptitious listening; 3)Specially designed and prepared nuclear equipment, parts and components, materials, software, and technology covered by part 810 of title 10,Code of Federal Regulations(relating to assistance to foreign atomic energy activities); 4) Nuclear facilities,equipment, and material covered by part 110 of title 10, Code of Federal Regulations (relating to export and import of nuclear equipment and material); 5)Select agents and toxins covered by part 331 of title 7,Code of Federal Regulations,part 121 of title 9 of such Code, or part 73 of title 42 of such Code;or 6) Emerging and foundational technologies controlled pursuant to section 1758 of the Export Control Reform Act of 2018(50 U.S.C.4817). Interconnection arrangements means arrangements governing the physical connection of two or more networks to allow the use of another's network to hand off traffic where it is ultimately delivered(e.g.,connection of a customer of telephone provider A to a customer of telephone company B)or sharing data and other information resources. Reasonable inquiry means an inquiry designed to uncover any information in the entity's possession about the identity of the producer or provider of covered telecommunications equipment or services used by the entity that excludes the need to include an internal or third-party audit. Page 26 of 81 482 RFP Doc528712455,Appendix E Roaming means cellular communications services(e.g.,voice,video,data)received from a visited network when unable to connect to the facilities of the home network either because signal coverage is too weak or because traffic is too high. Substantial or essential component means any component necessary for the proper function or performance of a piece of equipment,system,or service. b)Prohibition. 1)Section 889(a)(1)(A) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115-232) prohibits the head of an executive agency on or after August 13, 2019,from procuring or obtaining, or extending or renewing a contract to procure or obtain,any equipment,system,or service that uses covered telecommunications equipment or services as a substantial or essential component of any system,or as critical technology as part of any system.The Contractor is prohibited from providing to the Government any equipment,system,or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system, unless an exception at paragraph(c)of this clause applies or the covered telecommunication equipment or services are covered by a waiver described in FAR 4.2104. 2)Section 889(a)(1)(B)of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115- 232)prohibits the head of an executive agency on or after August 13,2020,from entering into a contract,or extending or renewing a contract,with an entity that uses any equipment,system,or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system, unless an exception at paragraph (c)of this clause applies or the covered telecommunication equipment or services are covered by a waiver described in FAR 4 2104.This prohibition applies to the use of covered telecommunications equipment or services, regardless of whether that use is in performance of work under a Federal contract. c)Exceptions.This clause does not prohibit contractors from providing— 1)A service that connects to the facilities of a third-party,such as backhaul,roaming,or interconnection arrangements; or 2)Telecommunications equipment that cannot route or redirect user data traffic or permit visibility into any user data or packets that such equipment transmits or otherwise handles. d)Reporting requirement. 1)In the event the Contractor identifies covered telecommunications equipment or services used as a substantial or essential component of any system,or as critical technology as part of any system,during contract performance,or the Contractor is notified of such by a subcontractor at any tier or by any other source,the Contractor shall report the information in paragraph(d)(2)of this clause to the Contracting Officer,unless elsewhere in this contract are established procedures for reporting the information;in the case of the Department of Defense, the Contractor shall report to the website at https://dibnet.dod.mil. For indefinite delivery contracts,the Contractor shall report to the Contracting Officer for the indefinite delivery contract and the Contracting Officer(s)for any affected order or, in the case of the Department of Defense, identify both the indefinite delivery contract and any affected orders in the report provided at https:lldibnetdodi.rnil. 2)The Contractor shall report the following information pursuant to paragraph(d)(1)of this clause i)Within one business day from the date of such identification or notification: the contract number; the order number(s), if applicable; supplier name; supplier unique entity identifier(if known); supplier Commercial and Government Entity CAGE)code(if known);brand;model number(original equipment manufacturer number,manufacturer part number,or wholesaler number);item description;and any readily available information about mitigation actions undertaken or recommended. ii)Within 10 business days of submitting the information in paragraph (d)(2)(i) of this clause: any further available information about mitigation actions undertaken or recommended.In addition,the Contractor shall describe the efforts it undertook to prevent use or submission of covered telecommunications equipment or services, and any additional efforts that will be incorporated to prevent future use or submission of covered telecommunications equipment or services. e)Subcontracts.The Contractor shall insert the substance of this clause, including this paragraph (e) and excluding paragraph (b)(2), in all subcontracts and other contractual instruments, including subcontracts for the acquisition of commercial items. The following certifications and provisions may be required and apply when Participating Agency expends federal funds for any purchase resulting from this procurement process. Pursuant to 2 C.F.R. § 200.326, all contracts, including small purchases, awarded by the Participating Agency and the Participating Agency's subcontractors shall contain the procurement provisions of Page 27 of 81 483 RFP Doc528712455,Appendix E Appendix II to Part 200,as applicable. APPENDIX II TO 2 CFR PART 200 A)Contracts for more than the simplified acquisition threshold currently set at$250,000,which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council Councils) as authorized by 41 U.S.C. 1908, must address administrative,contractual, or legal remedies in instances where contractors violate or breach contract terms,and provide for such sanctions and penalties as appropriate. Pursuant to Federal Rule (A) above,when a Participating Agency expends federal funds, the Participating Agency reserves all rights and privileges under the applicable laws and regulations with respect to this procurement in the event of breach of contract by either party. Does offeror agree?YES Ck' Initials of Authorized Representative of offeror B) Termination for cause and for convenience by the grantee or subgrantee including the manner by which it will be effected and the basis for settlement.(All contracts in excess of$10,000) Pursuant to Federal Rule (B)above,when a Participating Agency expends federal funds,the Participating Agency reserves the right to immediately terminate any agreement in excess of$10,000 resulting from this procurement process in the event of a breach or default of the agreement by Offeror as detailed in the terms of the contract. Does offeror agree? YES CR Initials of Authorized Representative of offeror C) Equal Employment Opportunity. Except as otherwise provided under 41 CFR Part 60, all contracts that meet the definition of"federally assisted construction contract"in 41 CFR Part 60-1.3 must include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 CFR 12319,12935, 3 CFR Part,1964-1965 Comp.,p. 339),as amended by Executive Order 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity,"and implementing regulations at 41 CFR part 60, "Office of Federal Contract Compliance Programs,Equal Employment Opportunity,Department of Labor." Pursuant to Federal Rule(C) above,when a Participating Agency expends federal funds on any federally assisted construction contract,the equal opportunity clause is incorporated by reference herein. Does offeror agree to abide by the above? YES C' Initials of Authorized Representative of offeror D) Davis-Bacon Act, as amended (40 U.S.C. 3141-3148). When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act(40 U.S.C. 3141-3144, and 3146-3148)as supplemented by Department of Labor regulations 29 CFR Part 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction").In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week.The non-Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation.The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non Federal entity must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision for compliance with the Copeland "Anti-Kickback"Act (40 U.S.C. 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States"). The Act provides that each contractor or subrecipient must be prohibited from inducing,by any means,any person employed in the construction,completion,or repair of public work,to give up any part of the compensation to which he or she is otherwise entitled.The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. Pursuant to Federal Rule (D) above, when a Participating Agency expends federal funds during the term of an award for all contracts and subgrants for construction or repair,offeror will be in compliance with all applicable Davis-Bacon Act provisions. Does offeror agree?YES CR Initials of Authorized Representative of offeror Page 28 of 81 484 RFP Doc528712455,Appendix E E) Contract Work Hours and Safety Standards Act (40 U.S.C. 3701-3708).Where applicable, all contracts awarded by the non-Federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations(29 CFR Part 5).Under 40 U.S.C.3702 of the Act,each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. Pursuant to Federal Rule (E) above, when a Participating Agency expends federal funds, offeror certifies that offeror will be in compliance with all applicable provisions of the Contract Work Hours and Safety Standards Act during the term of an award for all contracts by Participating Agency resulting from this procurement process. Does offeror agree? YES Ck Initials of Authorized Representative of offeror F) Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the definition of "funding agreement" under 37 CFR §401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that "funding agreement," the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants,Contracts and Cooperative Agreements,"and any implementing regulations issued by the awarding agency. Pursuant to Federal Rule (F) above,when federal funds are expended by Participating Agency,the offeror certifies that during the term of an award for all contracts by Participating Agency resulting from this procurement process, the offeror agrees to comply with all applicable requirements as referenced in Federal Rule(F)above. Does offeror agree? YES Initials of Authorized Representative of offeror G) Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251-1387), as amended—Contracts and subgrants of amounts in excess of$150,000 must contain a provision that requires the non- Federal award to agree to comply with all applicable standards,orders or regulations issued pursuant to the Clean Air Act(42 U.S.C. 7401-7671q)and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251- 1387).Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency EPA) Pursuant to Federal Rule (G) above,when federal funds are expended by Participating Agency,the offeror certifies that during the term of an award for all contracts by Participating Agency member resulting from this procurement process, the offeror agrees to comply with all applicable requirements as referenced in Federal Rule(G)above. Does offeror agree? YES C' Initials of Authorized Representative of offeror H)Debarment and Suspension(Executive Orders 12549 and 12689)—A contract award(see 2 CFR 180.220)must not be made to parties listed on the government wide exclusions in the System for Award Management(SAM), in accordance with the Executive Office of the President Office of Management and Budget (OMB) guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies,as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Pursuant to Federal Rule (H) above,when federal funds are expended by Participating Agency, the offeror certifies that during the term of an award for all contracts by Participating Agency resulting from this procurement process, the offeror certifies that neither it nor its principals is presently debarred,suspended,proposed for debarment,declared ineligible,or voluntarily excluded from participation by any federal department or agency. If at any time during the term of an award the offeror or its principals becomes debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any I I Page 29 of 81 I 485 RFP Doc528712455,Appendix E federal department or agency,the offeror will notify the Participating Agency. Does offeror agree? YES CR' Initials of Authorized Representative of offeror I) Byrd Anti-Lobbying Amendment (31 U.S.C. 1352)—Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. Pursuant to Federal Rule (I) above, when federal funds are expended by Participating Agency, the offeror certifies that during the term and after the awarded term of an award for all contracts by Participating Agency resulting from this procurement process, the offeror certifies that it is in compliance with all applicable provisions of the Byrd Anti-Lobbying Amendment(31 U.S.C. 1352). The undersigned further certifies that: 1) No Federal appropriated funds have been paid or will be paid for on behalf of the undersigned,to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of congress, or an employee of a Member of Congress in connection with the awarding of a Federal contract,the making of a Federal grant, the making of a Federal loan,the entering into a cooperative agreement,and the extension,continuation,renewal,amendment, or modification of a Federal contract,grant,loan,or cooperative agreement. 2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of congress, or an employee of a Member of Congress in connection with this Federal grant or cooperative agreement,the undersigned shall complete and submit Standard Form-LLL,"Disclosure Form to Report Lobbying",in accordance with its instructions. 3) The undersigned shall require that the language of this certification be included in the award documents for all covered sub-awards exceeding $100,000 in Federal funds at all appropriate tiers and that all subrecipients shall certify and disclose accordingly. Does offeror agree? YES Ck Initials of Authorized Representative of offeror RECORD RETENTION REQUIREMENTS FOR CONTRACTS INVOLVING FEDERAL FUNDS When federal funds are expended by Participating Agency for any contract resulting from this procurement process, offeror certifies that it will comply with the record retention requirements detailed in 2 CFR§200.333. The offeror further certifies that offeror will retain all records as required by 2 CFR § 200.333 for a period of three years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports,as applicable,and all other pending matters are closed. Does offeror agree? YES CR Initials of Authorized Representative of offeror CERTIFICATION OF COMPLIANCE WITH THE ENERGY POLICY AND CONSERVATION ACT When Participating Agency expends federal funds for any contract resulting from this procurement process,offeror certifies that it will comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act(42 U.S.C.6321 et seq.;49 C.F.R.Part 18). Does offeror agree? YES Initials of Authorized Representative of offeror CERTIFICATION OF COMPLIANCE WITH BUY AMERICA PROVISIONS To the extent purchases are made with Federal Highway Administration,Federal Railroad Administration,or Federal Transit Administration funds,offeror certifies that its products comply with all applicable provisions of the Buy America Act and agrees to provide such certification or applicable waiver with respect to specific products to any Participating Agency upon request. Purchases made in accordance with the Buy America Act must still follow the applicable procurement rules calling for free and open competition. Does offeror agree? YES Ck Initials of Authorized Representative of offeror Page 30 of 81 486 RFP Doc528712455,Appendix E CERTIFICATION OF COMPLIANCE WITH BUY AMERICAN PROVISIONS 7 CFR Part 210.21 School Lunch Procurement. The school food authority must include the following provisions in all cost reimbursable contracts, including contracts with cost reimbursable provisions,and in solicitation documents prepared to obtain offers for such contracts: i)Allowable costs will be paid from the nonprofit school food service account to the contractor net of all discounts, rebates and other applicable credits accruing to or received by the contractor or any assignee under the contract,to the extent those credits are allocable to the allowable portion of the costs billed to the school food authority; ii) A)The contractor must separately identify for each cost submitted for payment to the school food authority the amount of that cost that is allowable(can be paid from the nonprofit school food service account)and the amount that is unallowable(cannot be paid from the nonprofit school food service account);or B)The contractor must exclude all unallowable costs from its billing documents and certify that only allowable costs are submitted for payment and records have been established that maintain the visibility of unallowable costs,including directly associated costs in a manner suitable for contract cost determination and verification; iii)The contractor's determination of its allowable costs must be made in compliance with the applicable Departmental and Program regulations and Office of Management and Budget cost circulars; iv)The contractor must identify the amount of each discount, rebate and other applicable credit on bills and invoices presented to the school food authority for payment and individually identify the amount as a discount,rebate,or in the case of other applicable credits,the nature of the credit. If approved by the State agency,the school food authority may permit the contractor to report this information on a less frequent basis than monthly, but no less frequently than annually; v)The contractor must identify the method by which it will report discounts,rebates and other applicable credits allocable to the contract that are not reported prior to conclusion of the contract;and vi)The contractor must maintain documentation of costs and discounts,rebates and other applicable credits,and must furnish such documentation upon request to the school food authority,the State agency,or the Department. Unless Supplier is exempt(See FAR 25.103),when authorized by statute or explicitly indicated by Participating Public Agency, Buy American requirements will apply where only unmanufactured construction material mined or produced in the United States shall be used (see Subpart 25.6—American Recovery and Reinvestment Act-Buy American statute for additional details). CERTIFICATION OF ACCESS TO RECORDS—2 C.F.R.§200.336 Offeror agrees that the Inspector General of the Agency or any of their duly authorized representatives shall have access to any documents, papers, or other records of offeror that are pertinent to offeror's discharge of its obligations under the Contract for the purpose of making audits, examinations,excerpts, and transcriptions.The right also includes timely and reasonable access to offeror's personnel for the purpose of interview and discussion relating to such documents. Does offeror agree? YES Cle Initials of Authorized Representative of offeror Page 31 of 81 487 RFP Doc528712455,Appendix E CERTIFICATION OF APPLICABILITY TO SUBCONTRACTORS Offeror agrees that all contracts it awards pursuant to the Contract shall be bound by the foregoing terms and conditions. Does offeror agree? YES CR Initials of Authorized Representative of offeror Offeror agrees to comply with all federal,state,and local laws,rules,regulations and ordinances,as applicable.It is further acknowledged that offeror certifies compliance with all provisions,laws,acts,regulations,etc.as specifically noted above. Offeror's Name: IPS GROUP, INC Address,City,State,and Zip Code: 7737 Kenamar Court, San Diego, CA 92121 Phone Number: (877)-630-6638 Fax Number: (858 )-742 3553 Printed Name and Title of Authorized Representative: Chad Randall , CEO Email Address: chad.randall@ipsgroupinc.com aakSignatureofAuthorizedRepresentative:P Date: 3/14/2023 Page 32 of 81 488 RFP Doc528712455,Appendix E FEMA SPECIAL CONDITIONS Awarded Supplier(s) may need to respond to events and losses where products and services are needed for the immediate and initial response to emergency situations such as, but not limited to, water damage, fire damage, vandalism cleanup, biohazard cleanup, sewage decontamination, deodorization, and/or wind damage during a disaster or emergency situation. By submitting a proposal, the Supplier is accepted these FEMA Special Conditions required by the Federal Emergency Management Agency (FEMA). Contract" in the below pages under FEMA SPECIAL CONDITIONS is also referred to and defined as the Master Agreement". Contractor" in the below pages under FEMA SPECIAL CONDITIONS is also referred to and defined as Supplier" or"Awarded Supplier". Conflicts of Interest No employee, officer, or agent may participate in the selection, award, or administration of a contract supported by a FEMA award if he or she has a real or apparent conflict of interest. Such a conflict would arise when the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ any of these parties, has a financial or other interest in or a tangible personal benefit from a firm considered for award. 2 C.F.R. § 200.318(c)(1); See also Standard Form 424D, ¶ 7; Standard Form 424B, ¶ 3. i. FEMA considers a "financial interest" to be the potential for gain or loss to the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ any of these parties as a result of the particular procurement. The prohibited financial interest may arise from ownership of certain financial instruments or investments such as stock, bonds, or real estate, or from a salary, indebtedness, job offer, or similar interest that might be affected by the particular procurement. ii. FEMA considers an "apparent" conflict of interest to exist where an actual conflict does not exist, but where a reasonable person with knowledge of the relevant facts would question the impartiality of the employee, officer, or agent participating in the procurement. c. Gifts. The officers, employees, and agents of the Participating Public Agency nor the Participating Public Agency ("NFE") must neither solicit nor accept gratuities, favors, or anything of monetary value from contractors or parties to subcontracts. However, NFE's may set standards for situations in which the financial interest is de minimus, not substantial, or the gift is an unsolicited item of nominal value. 2 C.F.R. § 200.318(c)(1). d. Violations. The NFE's written standards of conduct must provide for disciplinary actions to be applied for violations of such standards by officers, employees, or agents of the NFE. 2 C.F.R. § 200.318(c)(1). For example, the penalty for a NFE's employee may be dismissal, and the penalty for a contractor might be the termination of the contract. Contractor Integrity A contractor must have a satisfactory record of integrity and business ethics. Contractors that are debarred or suspended, as described in and subject to the debarment and suspension regulations implementing Executive Order 12549, Debarment and Suspension (1986) and Executive Order 12689, Debarment and Suspension(1989)at 2 C.F.R. Part 180 and the Department of Homeland Security's regulations at 2 C.F.R. Part 3000 (Non-procurement Debarment and Suspension), must be rejected and cannot receive contract awards at any level. Public Policy A contractor must comply with the public policies of the Federal Government and state, local government, or tribal government. This includes, among other things, past and current compliance with the: a. Equal opportunity and nondiscrimination laws b. Five affirmative steps described at 2 C.F.R. §200.321(b)for all subcontracting under contracts supported by FEMA financial assistance; and FEMA Procurement Guidance June 21, 2016 Page IV- 7 c. Applicable prevailing wage laws, regulations, and executive orders Affirmative Steps Page 33 of 81 489 RFP Doc528712455,Appendix E For any subcontracting opportunities, Contractor must take the following Affirmative steps: 1. Placing qualified small and minority businesses and women's business enterprises on solicitation lists; 2. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; 3. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; 4. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; and 5. Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. Bid Guarantee For proposals that are to include construction/reconstruction/renovation and related services, bids must be accompanied by Certified or Cashier's Check or an approved Bid Bond in the amount of not less than five percent(5%)of the total bid. Surety shall provide a copy of the Power of Attorney authorizing the Executing Agent the authority to execute the bid bond documents and bind the surety to the bid bond conditions. The bid bond shall have a corporate Surety that is licensed to conduct business in the state of the lead agency and authorized to underwrite bonds in the amount of the bid bond. Prevailing Wage Requirements When applicable, the awarded Contractor(s)and any and all subcontractor(s)agree to comply with all laws regarding prevailing wage rates including the Davis-Bacon Act, applicable to this solicitation and/or Participating Public Agencies. The Participating Public Agency shall notify the Contractor of the applicable pricing/prevailing wage rates and must apply any local wage rates requested. The Contractor and any subcontractor(s) shall comply with the prevailing wage rates set by the Participating Public Agency. Federal Requirements If products and services are issued in response to an emergency or disaster recovery the items below, located in this FEMA Special Conditions section of the Federal Funds Certifications, are activated and required when federal funding may be utilized. 2 C.F.R. § 200.326 and 2 C.F.R. Part 200,Appendix II, Required Contract Clauses 1. CONTRACT REMEDIES Contracts for more than the federal simplified acquisition threshold (SAT),the dollar amount below which an NFE may purchase property or services using small purchase methods, currently set at 250,000 for procurements made on or after June 20, 2018,4 must address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms and must provide for sanctions and penalties as appropriate. 1.1 Applicability This contract provision is required for contracts over the SAT, currently set at $250,000 for procurements made on or after June 20, 2018. Although not required for contracts at or below the SAT, FEMA suggests including a remedies provision. 1.2 Additional Considerations For FEMA's Assistance to Firefighters Grant(AFG)Program, recipients must include a penalty clause in all contracts for any AFG-funded vehicle, regardless of dollar amount. In that situation, the contract must include a clause addressing that non-delivery by the contract's specified date or other vendor nonperformance will require a penalty of no less than $100 per day until such time that the vehicle, compliant with the terms of the contract, has been accepted by the recipient. This penalty clause should, however, account for force majeure or acts of God. AFG recipients should refer to the Page 34 of 81 490 RFP Doc528712455,Appendix E Exhibit F Federal Funds Certifications FEDERAL CERTIFICATIONS ADDENDUM FOR AGREEMENT FUNDED BY U.S. FEDERAL GRANT TO WHOM IT MAY CONCERN: Participating Agencies may elect to use federal funds to purchase under the Master Agreement.This form should be completed and returned. DEFINITIONS Contract means a legal instrument by which a non—Federal entity purchases property or services needed to carry out the project or program under a Federal award.The term as used in this part does not include a legal instrument, even if the non—Federal entity considers it a contract,when the substance of the transaction meets the definition of a Federal award or subaward Contractor means an entity that receives a contract as defined in Contract. Cooperative agreement means a legal instrument of financial assistance between a Federal awarding agency or pass-through entity and a non—Federal entity that,consistent with 31 U.S.C.6302-6305: a) Is used to enter into a relationship the principal purpose of which is to transfer anything of value from the Federal awarding agency or pass-through entity to the non—Federal entity to carry out a public purpose authorized by a law of the United States (see 31 U.S.C. 6101(3)); and not to acquire property or services for the Federal government or pass-through entity's direct benefit or use; b) Is distinguished from a grant in that it provides for substantial involvement between the Federal awarding agency or pass-through entity and the non—Federal entity in carrying out the activity contemplated by the Federal award. c)The term does not include: 1)A cooperative research and development agreement as defined in 15 U.S.C. 3710a;or 2)An agreement that provides only: i) Direct United States Government cash assistance to an individual; ii)A subsidy; iii)A loan; iv)A loan guarantee;or v) Insurance. Federal awarding agency means the Federal agency that provides a Federal award directly to a non—Federal entity Federal award has the meaning, depending on the context, in either paragraph(a)or(b)of this section: a)(1)The Federal financial assistance that a non—Federal entity receives directly from a Federal awarding agency or indirectly from a pass-through entity,as described in§200.101 Applicability;or 2) The cost-reimbursement contract under the Federal Acquisition Regulations that a non—Federal entity receives directly from a Federal awarding agency or indirectly from a pass-through entity,as described in§ 200.101 Applicability. b) The instrument setting forth the terms and conditions. The instrument is the grant agreement. cooperative agreement,other agreement for assistance covered in paragraph (b)of§200.40 Federal financial assistance, or the cost-reimbursement contract awarded under the Federal Acquisition Regulations. c) Federal award does not include other contracts that a Federal agency uses to buy goods or services from a contractor or a contract to operate Federal government owned,contractor operated facilities(GOCOs). d)See also definitions of Federal financial assistance,grant agreement, and cooperative agreement. Non—Federal entity means a state,local government,Indian tribe,institution of higher education(IHE),or nonprofit organization that carries out a Federal award as a recipient or subrecipient. Page 23 of 81 491 RFP Doc528712455,Appendix E Nonprofit organization means any corporation,trust,association,cooperative,or other organization, not including IHEs,that: a) Is operated primarily for scientific,educational,service,charitable,or similar purposes in the public interest; b) Is not organized primarily for profit;and c) Uses net proceeds to maintain,improve,or expand the operations of the organization. Obligations means, when used in connection with a non–Federal entity's utilization of funds under a Federal award, orders placed for property and services, contracts and subawards made, and similar transactions during a given period that require payment by the non–Federal entity during the same or a future period. Pass-through entity means a non–Federal entity that provides a subaward to a subrecipient to carry out part of a Federal program. Recipient means a non–Federal entity that receives a Federal award directly from a Federal awarding agency to carry out an activity under a Federal program.The term recipient does not include subrecipients. Simplified acquisition threshold means the dollar amount below which a non–Federal entity may purchase property or services using small purchase methods. Non–Federal entities adopt small purchase procedures in order to expedite the purchase of items costing less than the simplified acquisition threshold.The simplified acquisition threshold is set by the Federal Acquisition Regulation at 48 CFR Subpart 2.1 (Definitions)and in accordance with 41 U.S.C. 1908.As of the publication of this part,the simplified acquisition threshold is$250,000, but this threshold is periodically adjusted for inflation. (Also see definition of§200.67 Micro-purchase.) Subaward means an award provided by a pass-through entity to a subrecipient for the subrecipient to carry out part of a Federal award received by the pass-through entity. It does not include payments to a contractor or payments to an individual that is a beneficiary of a Federal program. A subaward may be provided through any form of legal agreement, including an agreement that the pass-through entity considers a contract. Subrecipient means a non–Federal entity that receives a subaward from a pass-through entity to carry out part of a Federal program;but does not include an individual that is a beneficiary of such program.A subrecipient may also be a recipient of other Federal awards directly from a Federal awarding agency. Termination means the ending of a Federal award, in whole or in part at any time prior to the planned end of period of performance. The following provisions may be required and apply when Participating Agency expends federal funds for any purchase resulting from this procurement process. Per FAR 52.204-24 and FAR 52.204-25, solicitations and resultant contracts shall contain the following provisions. 52.204-24 Representation Regarding Certain Telecommunications and Video Surveillance Services or Equipment(Oct 2020) The Offeror shall not complete the representation at paragraph(d)(1)of this provision if the Offeror has represented that it"does not provide covered telecommunications equipment or services as a part of its offered products or services to the Government in the performance of any contract, subcontract, or other contractual instrument" in paragraph (c)(1) in the provision at 52.204-26, Covered Telecommunications Equipment or Services—Representation, or in paragraph (v)(2)(i) of the provision at 52.212-3, Offeror Representations and Certifications-Commercial Items. The Offeror shall not complete the representation in paragraph d)(2) of this provision if the Offeror has represented that it"does not use covered telecommunications equipment or services,or any equipment, system, or service that uses covered telecommunications equipment or services" in paragraph (c)(2) of the provision at 52.204-26,or in paragraph(v)(2)(ii)of the provision at 52.212-3. a)Definitions.As used in this provision— Backhaul, covered telecommunications equipment or services, critical technology, interconnection arrangements, reasonable inquiry, roaming, and substantial or essential component have the meanings provided in the clause 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. Page 24 of 81 492 RFP Doc528712455,Appendix E b)Prohibition. 1)Section 889(a)(1)(A) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115-232) prohibits the head of an executive agency on or after August 13, 2019, from procuring or obtaining, or extending or renewing a contract to procure or obtain,any equipment,system,or service that uses covered telecommunications equipment or services as a substantial or essential component of any system,or as critical technology as part of any system.Nothing in the prohibition shall be construed to— i)Prohibit the head of an executive agency from procuring with an entity to provide a service that connects to the facilities of a third-party,such as backhaul,roaming,or interconnection arrangements;or ii)Cover telecommunications equipment that cannot route or redirect user data traffic or cannot permit visibility into any user data or packets that such equipment transmits or otherwise handles. 2)Section 889(a)(1)(B) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115- 232)prohibits the head of an executive agency on or after August 13,2020,from entering into a contract or extending or renewing a contract with an entity that uses any equipment,system,or service that uses covered telecommunications equipment or services as a substantial or essential component of any system,or as critical technology as part of any system.This prohibition applies to the use of covered telecommunications equipment or services, regardless of whether that use is in performance of work under a Federal contract. Nothing in the prohibition shall be construed to— i)Prohibit the head of an executive agency from procuring with an entity to provide a service that connects to the facilities of a third-party,such as backhaul, roaming,or interconnection arrangements;or ii)Cover telecommunications equipment that cannot route or redirect user data traffic or cannot permit visibility into any user data or packets that such equipment transmits or otherwise handles. c)Procedures.The Offeror shall review the list of excluded parties in the System for Award Management (SAM) https://www.sam.qov)for entities excluded from receiving federal awards for"covered telecommunications equipment or services". d)Representation.The Offeror represents that— 1)It o will,u will not provide covered telecommunications equipment or services to the Government in the performance of any contract,subcontract or other contractual instrument resulting from this solicitation.The Offeror shall provide the additional disclosure information required at paragraph (e)(1)of this section if the Offeror responds"will"in paragraph (d)(1)of this section; and 2)After conducting a reasonable inquiry,for purposes of this representation,the Offeror represents that— It u does, a does not use covered telecommunications equipment or services,or use any equipment,system,or service that uses covered telecommunications equipment or services. The Offeror shall provide the additional disclosure information required at paragraph(e)(2)of this section if the Offeror responds"does"in paragraph(d)(2)of this section. e)Disclosures. 1)Disclosure for the representation in paragraph(d)(1)of this provision.If the Offeror has responded"will"in the representation in paragraph(d)(1)of this provision,the Offeror shall provide the following information as part of the offer. i)For covered equipment— A)The entity that produced the covered telecommunications equipment (include entity name, unique entity identifier,CAGE code,and whether the entity was the original equipment manufacturer(OEM)or a distributor,if known); B)A description of all covered telecommunications equipment offered (include brand; model number, such as OEM number,manufacturer part number,or wholesaler number;and item description,as applicable);and C)Explanation of the proposed use of covered telecommunications equipment and any factors relevant to determining if such use would be permissible under the prohibition in paragraph(b)(1)of this provision. ii)For covered services— A) If the service is related to item maintenance:A description of all covered telecommunications services offered include on the item being maintained: Brand; model number, such as OEM number, manufacturer part number, or wholesaler number;and item description,as applicable);or B) If not associated with maintenance, the Product Service Code (PSC) of the service being provided; and explanation of the proposed use of covered telecommunications services and any factors relevant to determining if such use would be permissible under the prohibition in paragraph(b)(1)of this provision. 2)Disclosure for the representation in paragraph (d)(2) of this provision. If the Offeror has responded "does" in the representation in paragraph(d)(2)of this provision,the Offeror shall provide the following information as part of the offer: i)For covered equipment— A)The entity that produced the covered telecommunications equipment (include entity name, unique entity identifier,CAGE code,and whether the entity was the OEM or a distributor,if known); Page 25 of 81 493 RFP Doc528712455,Appendix E B)A description of all covered telecommunications equipment offered (include brand; model number, such as OEM number,manufacturer part number,or wholesaler number;and item description,as applicable);and C)Explanation of the proposed use of covered telecommunications equipment and any factors relevant to determining if such use would be permissible under the prohibition in paragraph(b)(2)of this provision. ii)For covered services— A) If the service is related to item maintenance:A description of all covered telecommunications services offered include on the item being maintained: Brand; model number, such as OEM number, manufacturer part number, or wholesaler number;and item description,as applicable);or B) If not associated with maintenance, the PSC of the service being provided;and explanation of the proposed use of covered telecommunications services and any factors relevant to determining if such use would be permissible under the prohibition in paragraph(b)(2)of this provision. 52.204-25 Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment Aug 2020). a)Definitions.As used in this clause— Backhaul means intermediate links between the core network,or backbone network,and the small subnetworks at the edge of the network(e.g.,connecting cell phones/towers to the core telephone network).Backhaul can be wireless(e.g.,microwave)or wired(e.g.,fiber optic,coaxial cable, Ethernet). Covered foreign country means The People's Republic of China. Covered telecommunications equipment or services means– 1)Telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation(or any subsidiary or affiliate of such entities); 2) For the purpose of public safety, security of Government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities); 3)Telecommunications or video surveillance services provided by such entities or using such equipment;or 4)Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by,or otherwise connected to,the government of a covered foreign country. Critical technology means– 1) Defense articles or defense services included on the United States Munitions List set forth in the International Traffic in Arms Regulations under subchapter M of chapter I of title 22, Code of Federal Regulations; 2) Items included on the Commerce Control List set forth in Supplement No. 1 to part 774 of the Export Administration Regulations under subchapter C of chapter VII of title 15,Code of Federal Regulations,and controlled- i)Pursuant to multilateral regimes, including for reasons relating to national security, chemical and biological weapons proliferation,nuclear nonproliferation,or missile technology;or ii) For reasons relating to regional stability or surreptitious listening; 3)Specially designed and prepared nuclear equipment, parts and components, materials, software, and technology covered by part 810 of title 10,Code of Federal Regulations(relating to assistance to foreign atomic energy activities); 4) Nuclear facilities, equipment, and material covered by part 110 of title 10, Code of Federal Regulations (relating to export and import of nuclear equipment and material); 5)Select agents and toxins covered by part 331 of title 7,Code of Federal Regulations,part 121 of title 9 of such Code, or part 73 of title 42 of such Code;or 6)Emerging and foundational technologies controlled pursuant to section 1758 of the Export Control Reform Act of 2018(50 U.S.C.4817). Interconnection arrangements means arrangements governing the physical connection of two or more networks to allow the use of another's network to hand off traffic where it is ultimately delivered(e.g.,connection of a customer of telephone provider A to a customer of telephone company B)or sharing data and other information resources. Reasonable inquiry means an inquiry designed to uncover any information in the entity's possession about the identity of the producer or provider of covered telecommunications equipment or services used by the entity that excludes the need to include an internal or third-party audit. Page 26 of 81 494 RFP Doc528712455,Appendix E Roaming means cellular communications services(e.g.,voice,video,data)received from a visited network when unable to connect to the facilities of the home network either because signal coverage is too weak or because traffic is too high. Substantial or essential component means any component necessary for the proper function or performance of a piece of equipment,system,or service. b)Prohibition. 1)Section 889(a)(1)(A) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115-232) prohibits the head of an executive agency on or after August 13, 2019, from procuring or obtaining, or extending or renewing a contract to procure or obtain,any equipment,system,or service that uses covered telecommunications equipment or services as a substantial or essential component of any system,or as critical technology as part of any system.The Contractor is prohibited from providing to the Government any equipment,system,or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system, unless an exception at paragraph(c)of this clause applies or the covered telecommunication equipment or services are covered by a waiver described in FAR 4.2104. 2)Section 889(a)(1)(B) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115- 232)prohibits the head of an executive agency on or after August 13,2020,from entering into a contract,or extending or renewing a contract,with an entity that uses any equipment,system,or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system, unless an exception at paragraph(c)of this clause applies or the covered telecommunication equipment or services are covered by a waiver described in FAR 4.2104. This prohibition applies to the use of covered telecommunications equipment or services, regardless of whether that use is in performance of work under a Federal contract. c)Exceptions.This clause does not prohibit contractors from providing— 1)A service that connects to the facilities of a third-party,such as backhaul,roaming,or interconnection arrangements; or 2)Telecommunications equipment that cannot route or redirect user data traffic or permit visibility into any user data or packets that such equipment transmits or otherwise handles. d) Reporting requirement. 1)In the event the Contractor identifies covered telecommunications equipment or services used as a substantial or essential component of any system,or as critical technology as part of any system,during contract performance,or the Contractor is notified of such by a subcontractor at any tier or by any other source,the Contractor shall report the information in paragraph(d)(2)of this clause to the Contracting Officer, unless elsewhere in this contract are established procedures for reporting the information;in the case of the Department of Defense, the Contractor shall report to the website at https://dibnet.dod.mil. For indefinite delivery contracts,the Contractor shall report to the Contracting Officer for the indefinite delivery contract and the Contracting Officer(s)for any affected order or, in the case of the Department of Defense, identify both the indefinite delivery contract and any affected orders in the report provided at https://dibnet.dod.mil. 2)The Contractor shall report the following information pursuant to paragraph(d)(1)of this clause i)Within one business day from the date of such identification or notification: the contract number; the order number(s), if applicable; supplier name; supplier unique entity identifier(if known); supplier Commercial and Government Entity CAGE)code(if known);brand;model number(original equipment manufacturer number,manufacturer part number,or wholesaler number);item description;and any readily available information about mitigation actions undertaken or recommended. ii)Within 10 business days of submitting the information in paragraph (d)(2)(i) of this clause: any further available information about mitigation actions undertaken or recommended.In addition,the Contractor shall describe the efforts it undertook to prevent use or submission of covered telecommunications equipment or services, and any additional efforts that will be incorporated to prevent future use or submission of covered telecommunications equipment or services. e)Subcontracts.The Contractor shall insert the substance of this clause, including this paragraph (e) and excluding paragraph (b)(2), in all subcontracts and other contractual instruments, including subcontracts for the acquisition of commercial items. The following certifications and provisions may be required and apply when Participating Agency expends federal funds for any purchase resulting from this procurement process. Pursuant to 2 C.F.R. § 200.326, all contracts, including small purchases, awarded by the Participating Agency and the Participating Agency's subcontractors shall contain the procurement provisions of Page 27 of 81 495 RFP Doc528712455,Appendix E Appendix II to Part 200,as applicable. APPENDIX II TO 2 CFR PART 200 A)Contracts for more than the simplified acquisition threshold currently set at$250,000,which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council Councils) as authorized by 41 U.S.C. 1908, must address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms,and provide for such sanctions and penalties as appropriate. Pursuant to Federal Rule (A) above,when a Participating Agency expends federal funds,the Participating Agency reserves all rights and privileges under the applicable laws and regulations with respect to this procurement in the event of breach of contract by either party. Does offeror agree?YES C. Initials of Authorized Representative of offeror B) Termination for cause and for convenience by the grantee or subgrantee including the manner by which it will be effected and the basis for settlement.(All contracts in excess of$10,000) Pursuant to Federal Rule(B)above,when a Participating Agency expends federal funds,the Participating Agency reserves the right to immediately terminate any agreement in excess of$10,000 resulting from this procurement process in the event of a breach or default of the agreement by Offeror as detailed in the terms of the contract. Does offeror agree? YES Initials of Authorized Representative of offeror C) Equal Employment Opportunity. Except as otherwise provided under 41 CFR Part 60, all contracts that meet the definition of"federally assisted construction contract"in 41 CFR Part 60-1.3 must include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 CFR 12319, 12935,3 CFR Part, 1964-1965 Comp.,p.339),as amended by Executive Order 11375,"Amending Executive Order 11246 Relating to Equal Employment Opportunity," and implementing regulations at 41 CFR part 60, "Office of Federal Contract Compliance Programs,Equal Employment Opportunity,Department of Labor." Pursuant to Federal Rule(C) above,when a Participating Agency expends federal funds on any federally assisted construction contract,the equal opportunity clause is incorporated by reference herein. Does offeror agree to abide by the above? YES C2 Initials of Authorized Representative of offeror D) Davis-Bacon Act, as amended (40 U.S.C. 3141-3148). When required by Federal program legislation, all prime construction contracts in excess of$2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations 29 CFR Part 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction").In accordance with the statute,contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation.The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non Federal entity must report all suspected or reported violations to the Federal awarding agency.The contracts must also include a provision for compliance with the Copeland "Anti-Kickback"Act (40 U.S.C. 3145), as supplemented by Department of Labor regulations(29 CFR Part 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States").The Act provides that each contractor or subrecipient must be prohibited from inducing,by any means,any person employed in the construction, completion,or repair of public work,to give up any part of the compensation to which he or she is otherwise entitled.The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. Pursuant to Federal Rule (D) above, when a Participating Agency expends federal funds during the term of an award for all contracts and subgrants for construction or repair,offeror will be in compliance with all applicable Davis-Bacon Act provisions. Does offeror agree?YES C7 Initials of Authorized Representative of offeror Page 28 of 81 496 RFP Doc528712455,Appendix E E) Contract Work Hours and Safety Standards Act (40 U.S.C. 3701-3708).Where applicable, all contracts awarded by the non-Federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations(29 CFR Part 5).Under 40 U.S.C.3702 of the Act,each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. Pursuant to Federal Rule (E) above, when a Participating Agency expends federal funds, offeror certifies that offeror will be in compliance with all applicable provisions of the Contract Work Hours and Safety Standards Act during the term of an award for all contracts by Participating Agency resulting from this procurement process. Does offeror agree? YES Ck Initials of Authorized Representative of offeror F) Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the definition of "funding agreement" under 37 CFR §401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that "funding agreement," the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants,Contracts and Cooperative Agreements,"and any implementing regulations issued by the awarding agency. Pursuant to Federal Rule (F) above,when federal funds are expended by Participating Agency,the offeror certifies that during the term of an award for all contracts by Participating Agency resulting from this procurement process, the offeror agrees to comply with all applicable requirements as referenced in Federal Rule(F)above. Does offeror agree? YES Ck Initials of Authorized Representative of offeror G) Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251-1387), as amended—Contracts and subgrants of amounts in excess of$150,000 must contain a provision that requires the non- Federal award to agree to comply with all applicable standards,orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q)and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251- 1387).Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency EPA) Pursuant to Federal Rule (G) above,when federal funds are expended by Participating Agency,the offeror certifies that during the term of an award for all contracts by Participating Agency member resulting from this procurement process, the offeror agrees to comply with all applicable requirements as referenced in Federal Rule(G)above. Does offeror agree? YES Ck Initials of Authorized Representative of offeror H)Debarment and Suspension(Executive Orders 12549 and 12689)—A contract award(see 2 CFR 180.220)must not be made to parties listed on the government wide exclusions in the System for Award Management(SAM),in accordance with the Executive Office of the President Office of Management and Budget (OMB) guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies,as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Pursuant to Federal Rule (H) above,when federal funds are expended by Participating Agency,the offeror certifies that during the term of an award for all contracts by Participating Agency resulting from this procurement process, the offeror certifies that neither it nor its principals is presently debarred,suspended,proposed for debarment.declared ineligible,or voluntarily excluded from participation by any federal department or agency. If at any time during the term of an award the offeror or its principals becomes debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any Page 29 of 81 497 RFP Doc528712455,Appendix E federal department or agency,the offeror will notify the Participating Agency. Does offeror agree? YES CR Initials of Authorized Representative of offeror I) Byrd Anti-Lobbying Amendment(31 U.S.C. 1352)—Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. Pursuant to Federal Rule (I) above, when federal funds are expended by Participating Agency, the offeror certifies that during the term and after the awarded term of an award for all contracts by Participating Agency resulting from this procurement process, the offeror certifies that it is in compliance with all applicable provisions of the Byrd Anti-Lobbying Amendment(31 U.S.C. 1352). The undersigned further certifies that: 1) No Federal appropriated funds have been paid or will be paid for on behalf of the undersigned,to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of congress, or an employee of a Member of Congress in connection with the awarding of a Federal contract,the making of a Federal grant, the making of a Federal loan,the entering into a cooperative agreement,and the extension,continuation,renewal,amendment, or modification of a Federal contract,grant,loan,or cooperative agreement. 2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of congress, or an employee of a Member of Congress in connection with this Federal grant or cooperative agreement,the undersigned shall complete and submit Standard Form-LLL,"Disclosure Form to Report Lobbying",in accordance with its instructions. 3) The undersigned shall require that the language of this certification be included in the award documents for all covered sub-awards exceeding $100,000 in Federal funds at all appropriate tiers and that all subrecipients shall certify and disclose accordingly. Does offeror agree? YES C' Initials of Authorized Representative of offeror RECORD RETENTION REQUIREMENTS FOR CONTRACTS INVOLVING FEDERAL FUNDS When federal funds are expended by Participating Agency for any contract resulting from this procurement process, offeror certifies that it will comply with the record retention requirements detailed in 2 CFR§200.333.The offeror further certifies that offeror will retain all records as required by 2 CFR § 200.333 for a period of three years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports,as applicable,and all other pending matters are closed. Does offeror agree? YES C' Initials of Authorized Representative of offeror CERTIFICATION OF COMPLIANCE WITH THE ENERGY POLICY AND CONSERVATION ACT When Participating Agency expends federal funds for any contract resulting from this procurement process,offeror certifies that it will comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act(42 U.S.C.6321 et seq.;49 C.F.R.Part 18). Does offeror agree? YES C ; 1 Initials of Authorized Representative of offeror CERTIFICATION OF COMPLIANCE WITH BUY AMERICA PROVISIONS To the extent purchases are made with Federal Highway Administration, Federal Railroad Administration,or Federal Transit Administration funds,offeror certifies that its products comply with all applicable provisions of the Buy America Act and agrees to provide such certification or applicable waiver with respect to specific products to any Participating Agency upon request.Purchases made in accordance with the Buy America Act must still follow the applicable procurement rules calling for free and open competition. Does offeror agree? YES Ck Initials of Authorized Representative of offeror Page 30 of 81 498 RFP Doc528712455,Appendix E CERTIFICATION OF COMPLIANCE WITH BUY AMERICAN PROVISIONS 7 CFR Part 210.21 School Lunch Procurement. The school food authority must include the following provisions in all cost reimbursable contracts,including contracts with cost reimbursable provisions,and in solicitation documents prepared to obtain offers for such contracts: i)Allowable costs will be paid from the nonprofit school food service account to the contractor net of all discounts, rebates and other applicable credits accruing to or received by the contractor or any assignee under the contract,to the extent those credits are allocable to the allowable portion of the costs billed to the school food authority; ii) A)The contractor must separately identify for each cost submitted for payment to the school food authority the amount of that cost that is allowable(can be paid from the nonprofit school food service account)and the amount that is unallowable(cannot be paid from the nonprofit school food service account);or B)The contractor must exclude all unallowable costs from its billing documents and certify that only allowable costs are submitted for payment and records have been established that maintain the visibility of unallowable costs,including directly associated costs in a manner suitable for contract cost determination and verification; iii)The contractor's determination of its allowable costs must be made in compliance with the applicable Departmental and Program regulations and Office of Management and Budget cost circulars; iv)The contractor must identify the amount of each discount,rebate and other applicable credit on bills and invoices presented to the school food authority for payment and individually identify the amount as a discount,rebate,or in the case of other applicable credits,the nature of the credit. If approved by the State agency,the school food authority may permit the contractor to report this information on a less frequent basis than monthly,but no less frequently than annually: v)The contractor must identify the method by which it will report discounts,rebates and other applicable credits allocable to the contract that are not reported prior to conclusion of the contract;and vi)The contractor must maintain documentation of costs and discounts, rebates and other applicable credits,and must furnish such documentation upon request to the school food authority,the State agency,or the Department. Unless Supplier is exempt(See FAR 25.103),when authorized by statute or explicitly indicated by Participating Public Agency, Buy American requirements will apply where only unmanufactured construction material mined or produced in the United States shall be used(see Subpart 25.6—American Recovery and Reinvestment Act-Buy American statute for additional details). CERTIFICATION OF ACCESS TO RECORDS—2 C.F.R.§200.336 Offeror agrees that the Inspector General of the Agency or any of their duly authorized representatives shall have access to any documents, papers, or other records of offeror that are pertinent to offeror's discharge of its obligations under the Contract for the purpose of making audits, examinations,excerpts,and transcriptions.The right also includes timely and reasonable access to offeror's personnel for the purpose of interview and discussion relating to such documents. Does offeror agree? YES Ck Initials of Authorized Representative of offeror Page 31 of 81 499 RFP Doc528712455,Appendix E CERTIFICATION OF APPLICABILITY TO SUBCONTRACTORS Offeror agrees that all contracts it awards pursuant to the Contract shall be bound by the foregoing terms and conditions. Does offeror agree? YES C Initials of Authorized Representative of offeror Offeror agrees to comply with all federal,state,and local laws,rules,regulations and ordinances,as applicable.It is further acknowledged that offeror certifies compliance with all provisions,laws,acts,regulations,etc.as specifically noted above. Offeror's Name: IPS GROUP, INC Address,City,State,and Zip Code: 7737 Kenamar Court, San Diego, CA 92121 Phone Number: (877)-630-6638 Fax Number: (858)-742 3553 Printed Name and Title of Authorized Representative: Chad Randall , CEO Email Address: chad.randall@ipsgroupinc.com P 2a6SignatureofAuthorizedRepresentative:Date: 3/14/2023 Page 32 of 81 500 RFP Doc528712455,Appendix E FEMA SPECIAL CONDITIONS Awarded Supplier(s) may need to respond to events and losses where products and services are needed for the immediate and initial response to emergency situations such as, but not limited to, water damage, fire damage, vandalism cleanup, biohazard cleanup, sewage decontamination, deodorization, and/or wind damage during a disaster or emergency situation. By submitting a proposal, the Supplier is accepted these FEMA Special Conditions required by the Federal Emergency Management Agency (FEMA). Contract" in the below pages under FEMA SPECIAL CONDITIONS is also referred to and defined as the Master Agreement". Contractor" in the below pages under FEMA SPECIAL CONDITIONS is also referred to and defined as Supplier" or"Awarded Supplier". Conflicts of Interest No employee, officer, or agent may participate in the selection, award, or administration of a contract supported by a FEMA award if he or she has a real or apparent conflict of interest. Such a conflict would arise when the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ any of these parties, has a financial or other interest in or a tangible personal benefit from a firm considered for award. 2 C.F.R. § 200.318(c)(1); See also Standard Form 424D, ¶ 7; Standard Form 424B, ¶ 3. i. FEMA considers a "financial interest" to be the potential for gain or loss to the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ any of these parties as a result of the particular procurement. The prohibited financial interest may arise from ownership of certain financial instruments or investments such as stock, bonds, or real estate, or from a salary, indebtedness, job offer, or similar interest that might be affected by the particular procurement. ii. FEMA considers an "apparent" conflict of interest to exist where an actual conflict does not exist, but where a reasonable person with knowledge of the relevant facts would question the impartiality of the employee, officer, or agent participating in the procurement. c. Gifts. The officers, employees, and agents of the Participating Public Agency nor the Participating Public Agency ("NFE") must neither solicit nor accept gratuities, favors, or anything of monetary value from contractors or parties to subcontracts. However, NFE's may set standards for situations in which the financial interest is de minimus, not substantial, or the gift is an unsolicited item of nominal value. 2 C.F.R. § 200.318(c)(1). d. Violations. The NFE's written standards of conduct must provide for disciplinary actions to be applied for violations of such standards by officers, employees, or agents of the NFE. 2 C.F.R. § 200.318(c)(1). For example, the penalty for a NFE's employee may be dismissal, and the penalty for a contractor might be the termination of the contract. Contractor Integrity A contractor must have a satisfactory record of integrity and business ethics. Contractors that are debarred or suspended, as described in and subject to the debarment and suspension regulations implementing Executive Order 12549, Debarment and Suspension (1986) and Executive Order 12689, Debarment and Suspension(1989)at 2 C.F.R. Part 180 and the Department of Homeland Security's regulations at 2 C.F.R. Part 3000 (Non-procurement Debarment and Suspension), must be rejected and cannot receive contract awards at any level. Public Policy A contractor must comply with the public policies of the Federal Government and state, local government, or tribal government. This includes, among other things, past and current compliance with the: a. Equal opportunity and nondiscrimination laws b. Five affirmative steps described at 2 C.F.R. §200.321(b)for all subcontracting under contracts supported by FEMA financial assistance; and FEMA Procurement Guidance June 21, 2016 Page IV- 7 c. Applicable prevailing wage laws, regulations, and executive orders Affirmative Steps Page 33 of 81 501 RFP Doc528712455,Appendix E For any subcontracting opportunities, Contractor must take the following Affirmative steps: 1. Placing qualified small and minority businesses and women's business enterprises on solicitation lists; 2. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; 3. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; 4. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; and 5. Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. Bid Guarantee For proposals that are to include construction/reconstruction/renovation and related services, bids must be accompanied by Certified or Cashier's Check or an approved Bid Bond in the amount of not less than five percent(5%)of the total bid. Surety shall provide a copy of the Power of Attorney authorizing the Executing Agent the authority to execute the bid bond documents and bind the surety to the bid bond conditions. The bid bond shall have a corporate Surety that is licensed to conduct business in the state of the lead agency and authorized to underwrite bonds in the amount of the bid bond. Prevailing Wage Requirements When applicable, the awarded Contractor(s)and any and all subcontractor(s)agree to comply with all laws regarding prevailing wage rates including the Davis-Bacon Act, applicable to this solicitation and/or Participating Public Agencies. The Participating Public Agency shall notify the Contractor of the applicable pricing/prevailing wage rates and must apply any local wage rates requested. The Contractor and any subcontractor(s) shall comply with the prevailing wage rates set by the Participating Public Agency. Federal Requirements If products and services are issued in response to an emergency or disaster recovery the items below, located in this FEMA Special Conditions section of the Federal Funds Certifications, are activated and required when federal funding may be utilized. 2 C.F.R. § 200.326 and 2 C.F.R. Part 200, Appendix II, Required Contract Clauses 1. CONTRACT REMEDIES Contracts for more than the federal simplified acquisition threshold (SAT),the dollar amount below which an NFE may purchase property or services using small purchase methods, currently set at 250,000 for procurements made on or after June 20, 2018,4 must address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms and must provide for sanctions and penalties as appropriate. 1.1 Applicability This contract provision is required for contracts over the SAT, currently set at $250,000 for procurements made on or after June 20, 2018.Although not required for contracts at or below the SAT, FEMA suggests including a remedies provision. 1.2 Additional Considerations For FEMA's Assistance to Firefighters Grant(AFG) Program, recipients must include a penalty clause in all contracts for any AFG-funded vehicle, regardless of dollar amount. In that situation, the contract must include a clause addressing that non-delivery by the contract's specified date or other vendor nonperformance will require a penalty of no less than $100 per day until such time that the vehicle, compliant with the terms of the contract, has been accepted by the recipient. This penalty clause should, however, account for force majeure or acts of God. AFG recipients should refer to the Page 34 of 81 502 RFP Doc528712455,Appendix E applicable year's Notice of Funding Opportunity (NOFO) for additional information, which can be accessed at FEMA.gov. 2.TERMINATION FOR CAUSE AND CONVENIENCE a Standard. All contracts in excess of$10,000 must address termination for cause and for convenience by the non-Federal entity, including the manner by which it will be effected and the basis for settlement. See 2 C.F.R. Part 200, Appendix II(B). b Applicability. This requirement applies to all FEMA grant and cooperative agreement programs. 3.EQUAL EMPLOYMENT OPPORTUNITY When applicable: a Standard. Except as otherwise provided under 41 C.F.R. Part 60, all contracts that meet the definition of"federally assisted construction contract"in 41 C.F.R. 60-1.3 must include the equal opportunity clause provided under 41 C.F.R. §60- 1.4(b), in accordance with Executive Order 11246,Equal Employment Opportunity(30 Fed. Reg. 12319, 12935, 3 C.F.R. Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375,Amending Executive Order 11246 Relating to Equal Employment Opportunity, and implementing regulations at 41 C.F.R. Part 60 (Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor). See 2 C.F.R. Part 200, Appendix II(C). b. Key Definitions. i. Federally Assisted Construction Contract. The regulation at 41 C.F.R. § 60- 1.3 defines a "federally assisted construction contract" as any agreement or modification thereof between any applicant and a person for construction work which is paid for in whole or in part with funds obtained from the Government or borrowed on the credit of the Government pursuant to any Federal program involving a grant, contract, loan, insurance, or guarantee, or undertaken pursuant to any Federal program involving such grant, contract, loan, insurance, or guarantee, or any application or modification thereof approved by the Government for a grant, contract, loan, insurance, or guarantee under which the applicant itself participates in the construction work. ii. Construction Work. The regulation at 41 C.F.R. § 60-1.3 defines "construction work" as the construction, rehabilitation, alteration, conversion, extension, demolition or repair of buildings, highways,or other changes or improvements to real property, including facilities providing utility services. The term also includes the supervision, inspection, and other onsite functions incidental to the actual construction. c. Applicability. This requirement applies to all FEMA grant and cooperative agreement programs. d. Required Language. The regulation at 41 C.F.R. Part 60-1.4(b) requires the insertion of the following contract clause. Page 35 of 81 503 RFP Doc528712455,Appendix E applicable year's Notice of Funding Opportunity (NOFO) for additional information, which can be accessed at FEMA.gov. 2.TERMINATION FOR CAUSE AND CONVENIENCE a Standard. All contracts in excess of$10,000 must address termination for cause and for convenience by the non-Federal entity, including the manner by which it will be effected and the basis for settlement. See 2 C.F.R. Part 200, Appendix II(B). b. Applicability. This requirement applies to all FEMA grant and cooperative agreement programs. 3.EQUAL EMPLOYMENT OPPORTUNITY When applicable: a Standard. Except as otherwise provided under 41 C.F.R. Part 60, all contracts that meet the definition of"federally assisted construction contract"in 41 C.F.R. 60-1.3 must include the equal opportunity clause provided under 41 C.F.R. §60- 1.4(b), in accordance with Executive Order 11246,Equal Employment Opportunity(30 Fed. Reg. 12319, 12935, 3 C.F.R. Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375,Amending Executive Order 11246 Relating to Equal Employment Opportunity, and implementing regulations at 41 C.F.R. Part 60 (Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor). See 2 C.F.R. Part 200, Appendix 11(C). b. Key Definitions. i. Federally Assisted Construction Contract. The regulation at 41 C.F.R. §60- 1.3 defines a "federally assisted construction contract" as any agreement or modification thereof between any applicant and a person for construction work which is paid for in whole or in part with funds obtained from the Government or borrowed on the credit of the Government pursuant to any Federal program involving a grant, contract, loan, insurance, or guarantee, or undertaken pursuant to any Federal program involving such grant, contract, loan, insurance, or guarantee, or any application or modification thereof approved by the Government for a grant, contract, loan, insurance, or guarantee under which the applicant itself participates in the construction work. ii. Construction Work. The regulation at 41 C.F.R. § 60-1.3 defines "construction work" as the construction, rehabilitation, alteration, conversion, extension, demolition or repair of buildings, highways,or other changes or improvements to real property, including facilities providing utility services. The term also includes the supervision, inspection, and other onsite functions incidental to the actual construction. c Applicability. This requirement applies to all FEMA grant and cooperative agreement programs. d Required Language. The regulation at 41 C.F.R. Part 60-1.4(b) requires the insertion of the following contract clause. Page 35 of 81 504 RFP Doc528712455,Appendix E During the performance of this contract, the contractor agrees as follows: 1) The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. 3) The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about,discussed,or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor's legal duty to furnish information. 4) The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the contractor's commitments under this section and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 5) The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 6) The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor,or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. 7) In the event of the contractor's noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders,this contract may be canceled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. Page 36 of 81 505 RFP Doc528712455,Appendix E 8) The contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the contractor may request the United States to enter into such litigation to protect the interests of the United States. The applicant further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the applicant so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the contract. The applicant agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of contractors and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency's primary responsibility for securing compliance. The applicant further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the applicant agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: Cancel, terminate, or suspend in whole or in part this grant(contract, loan, insurance, guarantee); refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings. 4. DAVIS-BACON ACT a Standard. All prime construction contracts in excess of $2,000 awarded by non- Federal entities must include a provision for compliance with the Davis-Bacon Act(40 U.S.C.§§3141- 3144 and 3146-3148)as supplemented by Department of Labor regulations at 29 C.F.R. Part 5 (Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction). See 2 C.F.R. Part 200,Appendix II(D). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. Page 37 of 81 506 RFP Doc528712455,Appendix E b. Applicability. The Davis-Bacon Act applies to the Emergency Management Preparedness Grant Program, Homeland Security Grant Program, Nonprofit Security Grant Program, Tribal Homeland Security Grant Program, Port Security Grant Program, and Transit Security Grant Program. c. Requirements. If applicable, the non-federal entity must do thefollowing: i. The non-Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. ii. Additionally, pursuant 2 C.F.R. Part 200, Appendix II(D), contracts subject to the Davis-Bacon Act, must also include a provision for compliance with the Copeland Anti-Kickback"Act(40 U.S.C. § 3145), as supplemented by Department of Labor regulations at 29 C.F.R. Part 3 (Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States). The Copeland Anti- Kickback Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non- Federal entity must report all suspected or reported violations to FEMA. iii. Include a provision for compliance with the Davis-Bacon Act (40 U.S.C. 3141- 3144, and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). Suggested Language. The following provides a sample contract clause: Compliance with the Davis-Bacon Act. a. All transactions regarding this contract shall be done in compliance with the Davis-Bacon Act(40 U.S.C. 3141-3144, and 3146-3148) and the requirements of 29C.F.R. pt. 5 as may be applicable. The contractor shall comply with 40 U.S.C. 3141- 3144, and 3146-3148 and the requirements of 29 C.F.R. pt. 5 as applicable. b. Contractors are required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. c Additionally, contractors are required to pay wages not less than once a week. 5.COPELAND ANTI-KICKBACK ACT a Standard. Recipient and subrecipient contracts must include a provision for compliance with the Copeland"Anti-Kickback"Act(40 U.S.C. 3145),as supplemented by Department of Labor regulations (29 CFR Part 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States"). Page 38 of 81 507 RFP Doc528712455,Appendix E Exhibit G New Jersey Business Compliance NEW JERSEY BUSINESS COMPLIANCE Suppliers intending to do business in the State of New Jersey must comply with policies and procedures required under New Jersey statues. All offerors submitting proposals must complete the following forms specific to the State of New Jersey. Completed forms should be submitted with the offeror's response to the RFP. Failure to complete the New Jersey packet will impact OMNIA Partners' ability to promote the Master Agreement in the State of New Jersey. DOC #1 Ownership Disclosure Form DOC#2 Non-Collusion Affidavit DOC#3 Affirmative Action Affidavit DOC#4 Political Contribution Disclosure Form DOC#5 Stockholder Disclosure Certification DOC#6 Certification of Non-Involvement in Prohibited Activities in Iran DOC#7 New Jersey Business Registration Certificate DOC#8 EEOAA Evidence DOC#9 MacBride Principals Form New Jersey suppliers are required to comply with the following New Jersey statutes when applicable: all anti-discrimination laws, including those contained in N.J.S.A. 10:2-1 through N.J.S.A. 10:2-14,N.J.S.A. 10:5-1, and N.J.S.A. 10:5-31 through 10:5-38; Prevailing Wage Act,N.J.S.A. 34:11-56.26, for all contracts within the contemplation of the Act; Public Works Contractor Registration Act,N.J.S.A. 34:11-56.26; and Bid and Performance Security, as required by the applicable municipal or state statutes. P-Al Page 51 of 81 508 RFP Doc528712455,Appendix E DOC #1 STATEMENT OF OWNERSHIP DISCLOSURE N.J.S.A. 52:25-24.2 (P.L. 1977, c.33, as amended by P.L. 2016, c.43) This statement shall be completed, certified to, and included with all bid and proposal submissions. Failure to submit the required information is cause for automatic rejection of the hid or proposal. Name of Organization: IPS GROUP, INC Organization Address: 7737 Kenamar Court, San Diego, CA 92121 Part I Check the box that represents the type of business organization: O Sole Proprietorship (skip Parts II and III, execute certification in Part IV) ElNon-ProfitCorporation (skip Parts II and III, execute certification in Part IV) For-Profit Corporation (any type) El Limited Liability Company (LLC) O Partnership 0 Limited Partnership ['Limited Liability Partnership (LLP) Other (be specific): Corporation Part II The list below contains the names and addresses of all stockholders in the corporation who own 10 percent or more of its stock, of any class, or of all individual partners in the partnership who own a 10 percent or greater interest therein, or of all members in the limited liability company who own a 10 percent or greater interest therein, as the case may be. (COMPLETE THE LIST BELOW IN THIS SECTION) OR El No one stockholder in the corporation owns 10 percent or more of its stock, of any class, or no individual partner in the partnership owns a 10 percent or greater interest therein, or no member in the limited liability company owns a 10 percent or greater interest therein, as the case may be. (SKIP TO PART IV) Please attach additional sheets if more space is needed): Name of Individual or Business Entity Home Address(for Individuals)or Business Address IPS Holdco,LLC,wholly owned subsidiary 251 Little Falls Drive of Windjammer Capital Investors. Wilmington, Delaware 19808 Page 52 of 81 509 RFP Doc528712455,Appendix E Part III DISCLOSURE OF 10% OR GREATER OWNERSHIP IN THE STOCKHOLDERS, PARTNERS OR LLC MEMBERS LISTED IN PART II If a bidder has a direct or indirect parent entity which is publicly traded, and any person holds a 10 percent or greater beneficial interest in the publicly traded parent entity as of the last annual federal Security and Exchange Commission (SEC) or foreign equivalent filing, ownership disclosure can be met by providing links to the website(s) containing the last annual filing(s) with the federal Securities and Exchange Commission (or foreign equivalent) that contain the name and address of each person holding a 10% or greater beneficial interest in the publicly traded parent entity, along with the relevant page numbers of the filing(s) that contain the information on each such person. Attach additional sheets if more space is needed. Website(URL)containing the last annual SEC(or foreign equivalent)filing Page#'s Please list the names and addresses of each stockholder, partner or member owning a 10 percent or greater interest in any corresponding corporation, partnership and/or limited liability company (LLC) listed in Part II other than for any publicly traded parent entities referenced above. The disclosure shall be continued until names and addresses of every noncorporate stockholder, and individual partner, and member exceeding the 10 percent ownership criteria established pursuant to N.J.S.A. 52:25-24.2 has been listed. Attach additional sheets if more space is needed. Stockholder/Partner/Member and Corresponding Home Address(for Individuals)or Business Address Entity Listed in Part II IPS Holdco, LLC,wholly owned subsidiary of 251 Little Falls Drive Windjammer Capital Investors.Wilmington,Delaware 19808 Part IV Certification I, being duly sworn upon my oath, hereby represent that the foregoing information and any attachments thereto to the best of my knowledge are true and complete. I acknowledge: that I am authorized to execute this certification on behalf of the bidder/proposer; that the <name of contracting unit>is relying on the information contained herein and that I am under a continuing obligation from the date of this certification through the completion of any contracts with <type of contracting unit>to notify the <type of contracting unit>in writing of any changes to the information contained herein; that I am aware that it is a criminal offense to make a false statement or misrepresentation in this certification, and if I do so, I am subject to criminal prosecution under the law and that it will constitute a material breach of my agreement(s)with the, permitting the <type of contracting unit>to declare any contract(s) resulting from this certification void and unenforceable. Full Name(Print): Chad Randall Title: CEO Signature: p 2e4 Date:3/14/2023 Page 53 of 81 510 RFP Doc528712455,Appendix E DOC #2 NON-COLLUSION AFFIDAVIT STANDARD BID DOCUMENT REFERENCE Reference: VII-H Name of Form: NON-COLLUSION AFFIDAVIT Statutory Reference:No specific statutory reference State Statutory Reference N.J.S.A. 52:34-15 Instructions Reference: Statutory and Other Requirements VII-H The Owner's use of this form is optional. It is used to ensure that Description: the bidder has not participated in any collusion with any other bidder or Owner representative or otherwise taken any action in restraint of free and competitive bidding. Page 54 of 81 511 RFP Doc528712455.Appendix E NON-COLLUSION AFFIDAVIT State of New Jersey County of ss: I, Chad Randall residing in San Diego name of affiant) name of municipality) in the County of San Diego and State of California of full age, being duly sworn according to law on my oath depose and say that: 1 am Chief Executive Officer of the firm of IPS GROUP, INC title or position)name of firm) the bidder making this Proposal for the bid entitled Parking Management Solutions,and that I executed the said proposal with title of bid proposal) full authority to do so that said bidder has not, directly or indirectly entered into any agreement, participated in any collusion, or otherwise taken any action in restraint of free,competitive bidding in connection with the above named project; and that all statements contained in said proposal and in this affidavit are true and correct, and made with full knowledge that the Pennsylvania's State System of Higher Education relies upon the truth of the statements contained in said Proposal name of contracting unit) and in the statements contained in this affidavit in awarding the contract for the said project. I further warrant that no person or selling agency has been employed or retained to solicit or secure such contract upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, except bona fide employees or bona fide established commercial or selling agencies maintained by Subscribed and sworn to before me this day Signature 2 Type or print name of affiant under signature) Notary public of digetelttikMyCo ' ssion expires Seal) Page 55 of 81 512 rK+.......uo.Rlo MWMMmIY.YIMKooutr-co...orT'N..Ku.oNrmix...,..antlo:x.T.mcmis..Nnv.':,\nl>:r, -v:wUD'.el nK[MM40GYCu[+PwiinlKu[un[,rl.nlrc a N.i.ntcLNWir x.lD..nKKvfMl..u:if.[:•Nw.IC4NYKUTnIWVDrt;u,pmlD:KrnMrJmlNi1 A notary public or other officer completing this certificate verifies only the CALIFORNIA ALL-PURPOSE I= identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document. CERTIFICATE OF i State of California ACKNOWLEDGMENT ccs iqoCountyof 2 /I'14-llx On ci.tL -aOAT before me, L( ie.- ' i here insert name and title of the offi r) personally appeared h4001 p44(A0-1--eP. E1 3 i Iwho proved to me on the basis of satisfactory evidence to be the person(s)whose name(s)is/are subscribed to t the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted,executed the instrument. F i I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.F M MARY hill. i •,,+.^Y Notary Public•California WITNESS myhand and official seal. x'•"'11 i 5an0Lpotounty j'/' Commlubfl M 2432803 11 erg: My Comm.Expires Dec 30,2026 ISignature VI CAttj i Seal) f OPTIONAL INFORMATION 1 Although the information in this section is not required by law, it could prevent fraudulent removal and reattachment of this i acknowledgment to an unauthorized document and may prove useful to persons relying on the attached document. A r Description of Attached Document Additional Information The preceding Certificate of Acknowledgment is attached to a document Method of Signer Identification 3 titled/for the purpose of Proved to me on the basis of satisfactory evidence: L 0 form(s)of identification 0 credible witness(es) i Notarial event is detailed in notary journal on: 9 icontaining pages,and dated Page# Entry# 1, The signer(s) capacity or authority is/are as: Notary contact: Individual(s) Other 1 Attorney-in-Fact Additional Signer(s) [1] Signer(s)Thumbprint(s) a Corporate Officer(s) x# 0 1 ritle(s) ElT z 3 [l] Guardian/Conservator Partner-Limited/General 1 x Trustee(s) Other: i representing: Name(s)of Person(s)or Entity(ies)Signer is Representing i i i wmxiwewxuarocivar.r..xnrolwowM.w*,arYaxauir.m>w,auwurrrniu.>m..nn.n•..yr.:.unnDa,wales.'..rn;aw rn.',ua.vnuu.mn,mmlwaa nunwrtuvrrc>.v,srnolwnnrY,>,nDlwo-D.var.xii.n,.}unxlwnnru uw:l..wn.'uv,cn•curr..uD.xiwunxnn.xhwoY.:.; C Copyright 2007-2014 Notary Rotary,Inc.PO Box 41400,Des Moines,IA 50311.0507 All Rights Reserved. Item Number 101772. Please contact your Authorized Reseller to purchase copies of this form, 513 RFP Doc528712455,Appendix E DOC#3 AFFIRMATIVE ACTION AFFIDAVIT P.L. 1975, C.127) Company Name: IPS GROUP, INC Street:7737 Kenamar Court City, State, Zip Code: San Diego, CA 92121 Proposal Certification: Indicate below company's compliance with New Jersey Affirmative Action regulations. Company's proposal will be accepted even if company is not in compliance at this time. No contract and/or purchase order may be issued, however, until all Affirmative Action requirements are met. Required Affirmative Action Evidence: Procurement, Professional & Service Contracts (Exhibit A) Vendors must submit with proposal: 1. A photocopy of a valid letter that the contractor is operating under an existing Federally approved or sanctioned affirmative action program(good for one year from the date of the letter); I OR 2. A photocopy of a Certificate of Employee Information Report approval, issued in accordance with N.J.A.C. 17:27-4; OR 3. A photocopy of an Employee Information Report(Form AA302)provided by the Division of Contract Compliance and Equal Employment Opportunity in Public Contracts and distributed to the public agency to be completed by the contractor in accordance with N.J.A.C. 17:27-4. Public Work—Over$50,000 Total Project Cost: A. No approved Federal or New Jersey Affirmative Action Plan. We will complete Report Form AA201. A project contract ID number will be assigned to your firm upon receipt of the completed Initial Project Workforce Report (AA201) for this contract. B. Approved Federal or New Jersey Plan —certificate enclosed I further certify that the statements and information contained herein, are complete and correct to the best of my knowledge and belief 3/14/2023 Chad Randall , CEO Date Authorized Signature and Title Page 56 of 81 514 RFP Doc528712455,Appendix E DOC #3, continued P.L. 1995, c. 127 (N.J.A.C. 17:27) MANDATORY AFFIRMATIVE ACTION LANGUAGE PROCUREMENT,PROFESSIONAL AND SERVICE CONTRACTS During the performance of this contract,the contractor agrees as follows: The contractor or subcontractor, where applicable, will not discriminate against any employee or applicant for employment because of age, race, creed, color, national origin, ancestry, marital status, sex, affectional or sexual orientation. The contractor will take affirmative action to ensure that such applicants are recruited and employed, and that employees are treated during employment,without regard to their age,race, creed,color,national origin,ancestry, marital status, sex, affectional or sexual orientation. Such action shall include, but not be limited to the following: employment,upgrading,demotion,or transfer;recruitment or recruitment advertising;layoff or termination;rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places,available to employees and applicants for employment,notices to be provided by the Public Agency Compliance Officer setting forth provisions of this non-discrimination clause. The contractor or subcontractor,where applicable will, in all solicitations or advertisement for employees placed by or on behalf of the contractor,state that all qualified applicants will receive consideration for employment without regard to age,race,creed,color,national origin,ancestry,marital status,sex,affectional or sexual orientation. The contractor or subcontractor,where applicable,will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice, to be provided by the agency contracting officer advising the labor union or workers'representative of the contractor's commitments under this act and shall post copies of the notice in conspicuous places available to employees and applicants for employment. The contractor or subcontractor,where applicable,agrees to comply with any regulations promulgated by the Treasurer pursuant to P.L. 1975,c. 127,as amended and supplemented from time to time and the Americans with Disabilities Act. The contractor or subcontractor agrees to attempt in good faith to employ minority and female workers trade consistent with the applicable county employment goal prescribed by N.J.A.C. 17:27-5.2 promulgated by the Treasurer pursuant to P.L. 1975,C.127,as amended and supplemented from time to time or in accordance with a binding determination of the applicable county employment goals determined by the Affirmative Action Office pursuant to N.J.A.C. 17:27-5.2 promulgated by the Treasurer pursuant to P.L. 1975,C.127,as amended and supplemented from time to time. The contractor or subcontractor agrees to inform in writing appropriate recruitment agencies in the area, including employment agencies,placement bureaus,colleges,universities, labor unions,that it does not discriminate on the basis of age, creed, color, national origin, ancestry, marital status, sex, affectional or sexual orientation, and that it will discontinue the use of any recruitment agency which engages in direct or indirect discriminatory practices. The contractor or subcontractor agrees to revise any of it testing procedures, if necessary, to assure that all personnel testing conforms with the principles of job-related testing,as established by the statutes and court decisions of the state of New Jersey and as established by applicable Federal law and applicable Federal court decisions. The contractor or subcontractor agrees to review all procedures relating to transfer,upgrading,downgrading and lay-off to ensure that all such actions are taken without regard to age,creed,color,national origin,ancestry,marital status,sex, affectional or sexual orientation,and conform with the applicable employment goals,consistent with the statutes and court decisions of the State of New Jersey,and applicable Federal law and applicable Federal court decisions. The contractor and its subcontractors shall furnish such reports or other documents to the Affirmative Action Office as may be requested by the office from time to time in order to carry out the purposes of these regulations, and public agencies shall furnish such information as may be requested by the Affirmative Action Office for conducting a compliance investigation pursuant to Subchapter 10 of the Administrative Code(NJAC 17:27). I . Signature of Procurement Agent Page 57 of 81 515 RFP Doc528712455,Appendix E DOC#4 C. 271 POLITICAL CONTRIBUTION DISCLOSURE FORM Public Agency Instructions This page provides guidance to public agencies entering into contracts with business entities that are required to file Political Contribution Disclosure forms with the agency. It is not intended to be provided to contractors.What follows are instructions on the use of form local units can provide to contractors that are required to disclose political contributions pursuant to N.J.S.A. 19:44A-20.26 (P.L. 2005, c.271, s.2). Additional information on the process is available in Local Finance Notice 2006-1 (http://www.nj.gov/dca/divisions/dlgs/resources/lfns2006.html). Please refer back to these instructions for the appropriate links,as the Local Finance Notices include links that are no longer operational. 1. The disclosure is required for all contracts in excess of$17,500 that are not awarded pursuant to a"fair and open" process(N.J.S.A. 19:44A-20.7). 2. Due to the potential length of some contractor submissions, the public agency should consider allowing data to be submitted in electronic form(i.e.,spreadsheet,pdf file,etc.). Submissions must be kept with the contract documents or in an appropriate computer file and be available for public access. The form is worded to accept this alternate submission. The text should be amended if electronic submission will not be allowed. 3. The submission must be received from the contractor and on file at least 10 days prior to award of the contract. Resolutions of award should reflect that the disclosure has been received and is on file. 4. The contractor must disclose contributions made to candidate and party committees covering a wide range of public agencies,including all public agencies that have elected officials in the county of the public agency,state legislative positions, and various state entities. The Division of Local Government Services recommends that contractors be provided a list of the affected agencies. This will assist contractors in determining the campaign and political committees of the officials and candidates affected by the disclosure. a. The Division has prepared model disclosure forms for each county. They can be downloaded from the"County PCD Forms" link on the Pay-to-Play web site at http://www.nj.gov/dca/divisions/digs/programs/lpcl.html#12. They will be updated from time-to-time as necessary. b. A public agency using these forms should edit them to properly reflect the correct legislative district(s). As the forms are county-based, they list all legislative districts in each county. Districts that do not represent the public agency should be removed from the lists. c. Some contractors may find it easier to provide a single list that covers all contributions,regardless of the county. These submissions are appropriate and should be accepted. d. The form may be used"as-is",subject to edits as described herein. e. The "Contractor Instructions" sheet is intended to be provided with the form. It is recommended that the Instructions and the form be printed on the same piece of paper. The form notes that the Instructions are printed on the back of the form;where that is not the case,the text should be edited accordingly. f. The form is a Word document and can be edited to meet local needs,and posted for download on web sites,used as an e-mail attachment,or provided as a printed document. 5. It is recommended that the contractor also complete a"Stockholder Disclosure Certification." This will assist the local unit in its obligation to ensure that contractor did not make any prohibited contributions to the committees listed on the Business Entity Disclosure Certification in the 12 months prior to the contract (See Local Finance Notice 2006-7 for additional information on this obligation at http://www.nj.gov/dca/divisions/digs/resourcesilfns_2006.html). A sample Certification form is part of this package and the instruction to complete it is included in the Contractor Instructions. NOTE: This section is not applicable to Boards of Education. Page 58 of 81 516 RFP Doc528712455,Appendix E DOC #4, continued C. 271 POLITICAL CONTRIBUTION DISCLOSURE FORM Contractor Instructions Business entities (contractors) receiving contracts from a public agency that are NOT awarded pursuant to a "fair and open"process(defined at N.J.S.A. 19:44A-20.7)are subject to the provisions of P.L.2005,c.271,s.2(N.J.S.A. 19:44A- 20.26). This law provides that 10 days prior to the award of such a contract, the contractor shall disclose contributions to: any State,county,or municipal committee of a political party any legislative oglQship committee* any continuing political committee(a.k.a.,political action committee) any candidate committee of a candidate for,or holder of,an elective office: o of the public entity awarding the contract o of that county in which that public entity is located o of another public entity within that county o or of a legislative district in which that public entity is located or,when the public entity is a county,of any legislative district which includes all or part of the county The disclosure must list reportable contributions to any of the committees that exceed$300 per election cycle that were made during the 12 months prior to award of the contract. See N.J.S.A. 19:44A-8 and 19:44A-16 for more details on reportable contributions. N.J.S.A. 19:44A-20.26 itemizes the parties from whom contributions must be disclosed when a business entity is not a natural person. This includes the following: individuals with an"interest"ownership or control of more than 10%of the profits or assets of a business entity or 10%of the stock in the case of a business entity that is a corporation for profit all principals,partners,officers,or directors of the business entity or their spouses any subsidiaries directly or indirectly controlled by the business entity IRS Code Section 527 New Jersey based organizations, directly or indirectly controlled by the business entity and filing as continuing political committees,(PACs). When the business entity is a natural person,"a contribution by that person's spouse or child,residing therewith,shall be deemed to be a contribution by the business entity." [N.J.S.A. 19:44A-20.26(b)] The contributor must be listed on the disclosure. Any business entity that fails to comply with the disclosure provisions shall be subject to a fine imposed by ELEC in an amount to be determined by the Commission which may be based upon the amount that the business entity failed to report. The enclosed list of agencies is provided to assist the contractor in identifying those public agencies whose elected official and/or candidate campaign committees are affected by the disclosure requirement. It is the contractor's responsibility to identify the specific committees to which contributions may have been made and need to be disclosed. The disclosed information may exceed the minimum requirement. The enclosed form,a content-consistent facsimile,or an electronic data file containing the required details(along with a signed cover sheet) may be used as the contractor's submission and is disclosable to the public under the Open Public Records Act. The contractor must also complete the attached Stockholder Disclosure Certification. This will assist the agency in meeting its obligations under the law. NOTE: This section does not apply to Board of Education contracts. N.J.S.A. 19:44A-3(s): "The term "legislative leadership committee" means a committee established, authorized to be established,or designated by the President of the Senate, the Minority Leader of the Senate,the Speaker of the General Assembly or the Minority Leader of the General Assembly pursuant to section 16 of P.L.1993,c.65(C.19:44A-10.1)for the purpose of receiving contributions and making expenditures." Page 59 of 81 517 RFP Doc528712455,Appendix E DOC #4, continued C. 271 POLITICAL CONTRIBUTION DISCLOSURE FORM Required Pursuant to N.J.S.A. 19:44A-20.26 This form or its permitted facsimile must be submitted to the local unit no later than 10 days prior to the award of the contract. Part I —Vendor Information Vendor Name: IPS GROUP, INC Address: 7737 Kenamar Court City: San Diego State: CA zip: 92121 The undersigned being authorized to certify,hereby certifies that the submission provided herein represents compliance with the provisions of N.J.S.A. 19:44A-20.26 and as represented by the Instructions accompanying this form. l . ege,2 Chad Randall CEO Signature Printed Name Title Part II — Contribution Disclosure Disclosure requirement: Pursuant to N.J.S.A. 19:44A-20.26 this disclosure must include all reportable political contributions (more than $300 per election cycle) over the 12 months prior to submission to the committees of the government entities listed on the form provided by the local unit. Check here if disclosure is provided in electronic form Contributor Name Recipient Name Date Dollar Amount N/A Check here if the information is continued on subsequent page(s) Page 60 of 81 518 RFP Doc528712455,Appendix E DOC #4, continued List of Agencies with Elected Officials Required for Political Contribution Disclosure N.J.S.A. 19:44A-20.26 County Name: State: Governor,and Legislative Leadership Committees Legislative District#s: State Senator and two members of the General Assembly per district. County: Freeholders County Clerk Sheriff County Executive} Surrogate Municipalities(Mayor and members of governing body,regardless of title): USERS SHOULD CREATE THEIR OWN FORM, OR DOWNLOAD FROM THE PAY TO PLAY SECTION OF THE DLGS WEBSITE A COUNTY-BASED, CUSTOMIZABLE FORM. Page 61 of 81 519 RFP Doc528712455,Appendix E DOC #5 STOCKHOLDER DISCLOSURE CERTIFICATION Name o usiness: 0 I certify that the list below contains the names and home addresses of all stockholders holding 10% or more of the issued and outstanding stock of the undersigned. OR raI certify that no one stockholder owns 10%or more of the issued and outstanding stock of the undersigned. Check the box that represents the type of business organization: ElPartnership Corporation 13SoleProprietorship D Limited Partnership OLimited Liability Corporation DLimited Liability Partnership O Subchapter S Corporation Sign and notarize the form below, and, if necessary,complete the stockholder list below. Stockholders: Name: j Q }-}QL b C O LL C.., Wholly Name: owns 1. $L,bs;dury c4 Wind fat " c- c-014c.— iclVesko(s Home Address: Home Address: g51 1-14+1e. *M/s Dn ve vs;Ln in,+on , DeetworC.. ( (b6 c . Name: Name: Home Address: Home Address: Name: Name: Home Address: Home Address: Subscribed and sworn before me this_day of 2_. Affiant) Notary Public) 0141j4 My Commission expires: 61t6LL Print name&title of affiant) Corporate Seal) Page 62 of 81 520 i xe.me.e.rw......,.>.rx.. ...u....,.r...uw .,..„ ..o.uncumucos .minor„...w....o..,.. .r, .,,t..w„ w.. c.... ax....,<.,..,ew.u.,...suoca..+...r.,.w.,# A notary public or other officer completing this certificate verifies only the CALIFORNIA ALL-PURPOSE I? L identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document. CERTIFICATE O F A State of California ACKNOWLEDGMENT F. F.i County of Citit4.44,10 z t ci FJ On Q>r3 before me, W- l 0 f t_ . Pit S.' aka,.ei ere inser name and title of the' cer) personally appeared 1 ,i who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s)is/are subscribed to E the within instrument and acknowledged to me that he/she/they executed the same in his/her/their t authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity i1uponbehalfofwhichtheperson(s) acted,executed the instrument. I certify under PENALTY OF PERJURY under the laws of the i State of California that the foregoing paragraph is true and correct. 1"•:.:? M,U(Y HILI. a t;, Notary Public-California 1 4u" San Diego County I t. WITNESS my hand and official seal.j\\ .nMycomm., • ommssiont 2 32803 E.:1ires Dec 30,tote R 1 Signatur- j i v 1 Seal) i OPTIONAL INFORMATION I I Although the information in this section is not required by low,it could prevent fraudulent removal and reattachment of this ' acknowledgment to an unauthorized document and moy prove useful to persons relying on the attached document. t.i Description of Attached Document Additional Information A The preceding Certificate of Acknowledgment is attached to a document Method of Signer identification titled/for the purpose of Proved to me on the basis of satisfactory evidence: i LC)form(s)of identification 0 credible witness(es) r Notarial event is detailed in notary journal on: i containingpages,and dated Page ft Entry a I' g The signer(s)capacity or authority is/are as: Notary contact: T Individual(s) Other r Attorney-in-Fact Additional Signer(s) Signer(s)Thumbprint(s) Corporate Officer(s) Title(s) El l l4 Guardian/Conservator Partner-Limited/General a Trustee(s) Other: i-5 representing: Name(s)of Person(s)or Entity(les)Signer Is Representing i 0 nman.e..r.inimmacsan n.os.....,.. anonova.o.. .,misc.s.....,mw cova...eer.e..r rvamoye w,.ao,.e.w..e..,.,..mi...,four c+,.a,a+ 0 Copyright 2007.2014 Notary Rotary.Inc.PO Box 41400,Des Moines.IA 50311-0507. All Rights Reserved Item Number 101772. Please contact your Authorized Reseller to purchase copies of this form,521 RFP Doc528712455,Appendix E DOC#6 Certification of Non-Involvement in Prohibited Activities in Iran Pursuant to N.J.S.A. 52:32-58, Offerors must certify that neither the Offeror, nor any of its parents, subsidiaries, and/or affiliates (as defined in N.J.S.A. 52:32 —56(e) (3)), is listed on the Department of the Treasury's List of Persons or Entities Engaging in Prohibited Investment Activities in Iran and that neither is involved in any of the investment activities set forth in N.J.S.A. 52:32 —56(f). Offerors wishing to do business in New Jersey through this contract must fill out the Certification of Non-Involvement in Prohibited Activities in Iran here: http://www.state.nj.us/humanservices/dfd/info/standard/fdc/disclosure investmentact.pdf. Offerors should submit the above form completed with their proposal. Page 63 of 81 522 DISCLOSURE OF INVESTMENT ACTIVITIES IN IRAN FORM STATE OF NEW JERSEY DEPARTMENT OF THE TREASURY-DIVISION OF PURCHASE AND PROPERTY 33 WEST STATE STREET,P.O.BOX 230 TRENTON,NEW JERSEY 08625-0230 BID SOLICITATION#AND TITLE: RFP#D00528712455 Parking Management Solutions VENDOR NAME: IPS Group,Inc Pursuant to N.J.S.A.52:32-57,et seq.(P.L.2012,c.25 and P.L.2021,c.4)any person or entity that submits a bid or proposal or otherwise proposesto enter into or renew a contract must certify that neither the person nor entity,nor any of its parents,subsidiaries,or affiliates,is identified on the New Jersey Department of the Treasury's Chapter 25 List as a person or entity engaged in investment activities in Iran. The Chapter 25 list is found on the Division's website at https://www.state.nj.us/treasury/purchase/pdf/Chapter25List.pdf. Vendors/Bidders must review this list prior to completing the below certification. If the Director of the Division of Purchase and Property finds a person or entity to be in violation of the law,s/he shall take action as may be appropriate and provided by law,rule or contract, including but not limited to,imposing sanctions,seeking compliance,recovering damages,declaring the party in default and seeking debarment or suspension of the party. CHECK THE APPROPRIATE BOX ri I certify,pursuant to N.J.S.A.52:32-57,et seq.(P.L.2012,c.25 and P.L.2021,c.4),that neither the Vendor/Bidder listed above nor any of its parents,subsidiaries,or affiliates is listed on the New Jersey Department of the Treasury's Chapter 25 List of entities determined to be engaged in prohibited activities in Iran. OR flI am unable to certify as above because the Vendor/Bidder and/or one or more of its parents,subsidiaries,or affiliates is listed on the New Jersey Department of the Treasury's Chapter 25 List I will provide a detailed,accurate and precise description of the activities of the Vendor/Bidder,or one of its parents, subsidiaries or affiliates,has engaged in regarding investment activities in Iran by completing the information requested below. Entity Engaged in Investment Activities Relationship to Vendor/Bidder Description of Activities Duration of Engagement Anticipated Cessation Date Attach Additional Sheets If Necessary. CERTIFICATION I,the undersigned,certify that I am authorized to execute this certification on behalf of the Vendor,that the foregoing information and any attachments hereto,to the best of my knowledge are true and complete.I acknowledge that the State of New Jersey is relying on the information contained herein,and that the Vendor is under a continuing obligationfromthedateofthiscertificationthroughthecompletionofanycontract(s)with the State to notify the State in writing of any changes to the information contained herein;that I am aware that it is a criminal offense to make a false statement or misrepresentation in this certification.If I do so,I may be subject to criminal prosecution under the law,and it will constitute a material breach of my contract(s)with the State,permitting the State to declare any contract(s)resulting from this certification void and unenforceable. 03/14/2023 Signature Date Chad Randall, CEO Print Name and Title DPP Rev 12 13 2021 523 RFP Doc528712455,Appendix E DOC#7 NEW JERSEY BUSINESS REGISTRATION CERTIFICATE N.J.S.A. 52:32-44) Offerors wishing to dinusiness in New Jersey must submit their State Division of Revenue issued Business Registration Certificate with their proposal here. Failure to do so will disqualify the Offeror from offering products or services in New Jersey through any resulting contract. https://www.niportal.com/DOR/BusinessRegistration/ Page 64 of 81 524 4 'iy STATE OF NEW JERSEY BUSINESS REGISTRATION CERTIFICATE Taxpayer Name: IPS GROUP INC. Trade Name: Address: 7737 KENAMAR COURT SAN DIEGO, CA 92121 Certificate Number: 1660909 Effective Date: August 25, 2011 Date of Issuance: March 14, 2023 For Office Use Only: 20230314205524943 525 RFP Doc528712455,Appendix E DOC#8 EEOAA EVIDENCE Equal Employment Opportunity/Affirmative Action Goods, Professional Services & General Service Projects EEO/AA Evidence Vendors are required to submit evidence of compliance with N.J.S.A. 10:5-31 et seq. and N.J.A.C. 17:27 in order to be considered a responsible vendor. One of the following must be included with submission: Copy of Letter of Federal Approval Certificate of Employee Information Report Fully Executed Form AA302 Fully Executed EEO-1 Report See the guidelines at: https://www.state.nj.us/treasury/contract compliance/documents/pdf/guidelines/pa.pdf for further information. I certify that my bid package includes the required evidence per the above list and State website. Name: IPS GROUP, INC Title: Chief Executive Officer C T. Signature: Date: 3/14/2023 Page 65 of 81 526 Form AA302 STATE OF NEW JERSEY Rev.02/22 Division of Purchase&Property Contract Compliance Audit Unit EEO Monitoring Program EMPLOYEE INFORMATION REPORT MPORrANTREAD INSTRUCTIONS CAREFU IYBEFORE COMPLETING FORM. FAILURE TO PROPERLY COMPLETE THE ENTIRE FORM AND TO SUBMIT THE REQUIRED S150.0)FEE MAY DELAY ISSUANCEOFYOURCERTIFICATE. DO NOT SUBMIT EEO-1REPORTFORSECTION B.ITEM 11.For Insbudons on completing the lone.go to: littpsq/www.mgov,ireasitry.contracl comphanceldocuments/pdt'forms,aa302ms.pdf SECTION A-COMPANY IDENTIFICATION i,FIU.NO.OR SOCIAL SECURITY 2. TYPE OF BUSINESS 3.TOTAL NO EMPLOYEES IN THE ENTIRE 2'1.. 3 o q _ p O ry ®I.MFG 2. SERVICE 3.WHOLESALE COMPANY 4 O to 4.RETAIL 0 5.OTHERIF 5 I.COM PANli NAME COMPANY E-MAIL GtotIi>, c chcid • R d II(' iis'{'MtanR nr c . N, . 2.STREET CITY COUNTY STATE ZIP CODE 1 IA'3.a- \ckc ( Ck- sAtJ 0%EvD saooi.6v CA 5iet1 3. NAME OF PARENT OR AFFILIATED COMPANY(IF NONE,SO INDICATE) CITYSTATE ZIP CODE j \-}oLdc0 u-G, whorty Owned 307s;Jotry a,( wiCld/Id, MRer Ce.rl6X fruit_ lANDs EGe- 9 21x.1 7.CHECK ONE:IS THE COMPANY. EZ SINGLE-ESTABLISHMENT EMPLOYER 0 MULTI-ESTABLISHMENT EMPLOYER S. IF MULTI-ESTABLISHMENT EMPLOYER, STATE TILE NUMBER OF ESTABLISHMENTS IN NJ 9.TOTAL NUMBER OF EMPLOYEES AT ESTABLISIIMENT WIIICII I1AS BEEN AWARDED THE CONTRACT 11 p IC. PUBLIC AGENCY AWARDING CONTRACT 9 crrs COUNTY STATE. ZIP CODE Official Use Only DATE RECEIVED INAUG.DATE ASSIGNED CERTIFICATION NUMBER SECTION B-EMPLOYMENT DATA I I.Report all permanent,temporary and pan-tune employees ON YOUR OWN PAYROLL. Enter the appropriate figures on all lines and in all columns.Where there arc no employees in a particular category,enter a zero.Include ALI.employees,not just those in minority/non-minority categories,in columns I.2,&3 DONOTSUBMIT ANEEO-IREPORT. JOB ALL CATEGORES EMPLOY PERMANENT MINORITY/NON-MINORITY EMPLOYEE BREAKDOWN EESCOL.I COL 2 COL.3 MALE FEMALE Total Male Female Cols.2 AMER NON 2 OR AMER NON 2 OR 3) BLACK HISPANIC INDIAN ASIAN AMIIN MOREBLACK HISPANICf INDIAN ASIAN MIN, MORE Officials/ a. al . 1 0 11 u )J 0 0 0 0 1 t oManagers1lJ { W Professionals5ti 14,4 10 0 o D _ IA 3'I 0 O a 0 1 -1 o Technicians 4 31 a 5 a 0 +3 . 1'] 0 0 a 0 0 0 0 U Sales Workers V 11 , ü O O y\_1 ^ Q 1 0 0 A C) Office&Clerical (:),0o Q1\ I to U _ (1 . 0 1 1 9 D a y c CraftworkersSkilled) 0 0 0 0 0 0 _ 0 0 0 0 0 0 0 0 0 Oper(Semi skes 1A-1 30/ 15 3 1 O t l to C) (7 Co D b 3 Lab( Semi-skilbd) j` Unskilled)3 0 0 1 0 1 1 0 0 0 0 ,^ 0 ^Unskilled)C V i1 Service Workers 0 0 0 ` 0 10 0 0 0 0 j( 0 0 /)_ TOTAL 6)0 0 tisct t (O 5 0) so tll5 1 01 15 ll 11 ID t5 (Q Total employment From previous Report(if any) The data below shall NOT be included in the figures for the appropriate categories above. Temporary&Part- Time Employees 12. HOW WAS INFORMATION AS TO RACE OR ETHNIC GROUP IN SECTION B OBTAINED? 14 IS THIS THE FIRST 15.IF NO.DATE LAST I Visual Survey ty2. Employment Record 03.Other(Specify) Employee Information REPORT SUBMITTED etReport Submitted? MO. DAY YEAR 13 DATES OF PAYROLL PERIOD USED From. ' eb 1a To. .....b .,n) I.YES)c 2.NO_i SECTION C-SIGNATUREAND IDENTIFICATION 16 NAME OF PERSON COMPLETING FORM(Print or Type) SIGNAT•, TITLE DATE e bac t,1 f p MOIDAY IYEAR s 3 151 Ftp 17. ADDRF- S NO.&STREET CITY COU .'Y STATE. CODE PHONE(AREA CODE,NO.,EXTENSION) 4 3 1(enkti.w c1- SRNc\4,6-„ 5,.,, 0;(3A (-Pt-- Ski se-1 3-. 6>, _ 6'6 5% - ro 527 RFP Doc528712455,Appendix E DOC#9 MACBRIDE-PRINCIPLES STATE OF NEW JERSEY DEPARTMENT OF THE TREASURY DIVISION OF PURCHASE AND PROPERTY f! IPSg1,' 33 WEST STATE STREET, P.O. BOX 230 TRENTON,NEW JERSEY 08625-0230 MACBRIDE PRINCIPALS FORM BID SOLICITATION#: VENDOR/BIDDER: VENDOR'SBIDDER'S REQUIREMENT TO PROVIDE A CERTIFICATION IN COMPLIANCE WITH THE MACBRIDE PRINCIPALS AND NORTHERN IRELAND ACT OF 1989 Pursuant to Public Law 1995, c. 134, a responsible Vendor/Bidder selected, after public bidding, by the Director of the Division of Purchase and Property, pursuant to N.J.S.A. 52:34-12,must complete the certification below by checking one of the two options listed below and signing where indicated. If a Vendor/Bidder that would otherwise be awarded a purchase,contract or agreement does not complete the certification,then the Director may determine, in accordance with applicable law and rules,that it is in the best interest of the State to award the purchase,contract or agreement to another Vendor/Bidder that has completed the certification and has submitted a bid within five(5) percent of the most advantageous bid. If the Director finds contractors to be in violation of the principals that are the subject of this law, he/she shall take such action as may be appropriate and provided by law, rule or contract, including but not limited to, imposing sanctions, seeking compliance, recovering damages, declaring the party in default and seeking debarment or suspension of the party. I, the undersigned, on behalf the Vendor/Bidder, certify pursuant to N.J.S.A. 52:34-12.2 that: CHECK THE APPROPRIATE BOA( The Vendor/Bidder has no business operations in Northern Ireland; or OR The Vendor/Bidder will take lawful steps in good faith to conduct any business operations it has in Northern Ireland in accordance with the MacBride principals of nondiscrimination in employment as set forth in section 2 of P.L. 1987, c. 177 (N.J.S.A. 52:18A-89.5) and in conformance with the United Kingdom's Fair Employment (Northern Ireland) Act of 1989,and permit independent monitoring of its compliance with those principals. CERTIFICATION I,the undersigned,certify that I am authorized to execute this certification on behalf of the Vendor/Bidder,that the foregoing information and any attachments hereto, to the best of my knowledge are true and complete. I acknowledge that the State of New Jersey is relying on the information contained herein, and that the Vendor/Bidder is under a continuing obligation from the date of this certification through the completion of any contract(s) with the State to notify the State in writing of any changes to the information contained herein; that I am aware that it is a criminal offense to make a false statement or misrepresentation in this certification.If I do so,I will be subject to criminal prosecution under the law,and it will constitute a material breach of my agreement(s) with the State, permitting the State to declare any contract(s) resulting from this certificationnn,n, ton be void and unenforceable. OaT. 2k3/14/2023 Signature Date Chad Randall , Chief Executive Officer Print Name and Title Page 66 of 81 528 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD COMMONWEALTH OF PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653-A2 THIS AMENDMENT, made and entered into between Pennsylvania's State System of Higher Education, 2300 Varian Way, Suite 207, Harrisburg, PA 17110, an agency of the Commonwealth of Pennsylvania(hereinafter"State System"or the"Commonwealth"), and IPS Group, Inc., 7737 Kenamar Court, San Diego, CA 92121, acting through its proper officials, hereinafter referred to as "Contractor") (Federal I.D. #23-3028164). Both the State System and Contractor, when used together, are hereinafter referred to as Parties." The State System is an instrumentality of the Commonwealth of Pennsylvania, established by and existing pursuant to Article XX-A of the Public School Code of 1949, as amended, 24 P.S. § 20-2001-A, et sem., and is authorized thereby to enter into this Contract. The parties entered into an agreement for Parking Management Solution services on July 12, 2023, in Contract Number CW 18653; and The Parties are mutually agreeable to amend the contract to reflect the pricing change as listed in Attachment A, OMNIA PASSHE CW 18653 Parking Management Solutions January 2025. In consideration of the foregoing and the mutual promises hereinafter expressed and intending to be legally bound hereby, the Parties hereby do agree to the following amendment: 1. TERM OF THE AGREEMENT. The term of this Agreement, and all preceding Amendments, shall remain unchanged. 2. TERMS OF THE ORIGINAL AGREEMENT. All other terms and conditions of the original contract and preceding amendments not modified in this amendment shall remain in full force and effect and be considered incorporated herein as part of the Amended Contract. Said Original Contract, including preceding amendments, is attached hereto, incorporated herein and marked Attachment B. IN WITNESS WHEREOF, the Parties hereto have caused this Amendment to be executed pursuant to due and legal action authorizing the same to be done the date first written above. Page 1 of 2 529 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD FOR THE CONTRACTOR: FOR THE STATE SYSTEM: A. DoonnSigned by. AUt ' I 4/2/2025 2h C86t 8A471-.Individual or Partner or Member Date Director,"l'rocurement Shared Date if Contractor is an individual or partnership Services or limited liability company) APPROVED AS TO FISCAL RESPONSIBILITY, BUDGETARY APPROPRIATENESS ANJ) MILABILITY OF FUNDScuSyney: 4/2/2025 tHh3[.6tt U.. Signed by: Director oinancial Management Date L L P faatta 4/2/2025 APPROVED AS TO FORM AND ic6ACtO vToa7. LEGALITY President or Vice President Date DocuSigned by: Circle Title) Itt.lctuu t, Ft,V/Asbin, 4/4/2025 7obe e„se.,e.n e State System Legal Counsel Date DocuSigned by: tvituA' ',kt,r 4/2/2025 N/A-Sow Funding Amendment Only LULlrttt/sABa` Secretary or Treasurer Date Deputy Attorney General Date Circle Title) N/A-sow Funding Amendment only Office of General Counsel Date Note regarding signatures above.If a corporation,two signatures are required,one being the President or Vice President,the second being the Secretary or Treasurer. Signatory authority of either signatures can be delegated provided there is a certified Board resolution presented with this contract. Ii tial Fully Executed Contract Received by State System Legal Counsel Administrator Page 2 of 2 530 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653-A2, Attachment A 531 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653-A2,Attachment A lP5 tt!N N' OMNIA PASSHE CW18653 Parking Management Solutions January 2025 SINGLE-SPACE METERS Product/Service Price Per Unit MST"IPS Credit Card-Enabled Single-Space Meter 550.0012-month warranty, NFC contactless, RFID tag) M7'" IPS Credit Card-Enabled Single-Space Meter 12-month warranty, NFC contactless, RFID tag) 590.00 Optional:Add BLE capability 65.00 Shipping(Ex Works—to be quoted based on ship to zip code) TBQ Installation (to be quoted based on scope) TBQ Optional: Extended Warranty(12-month period) 50.00 Optional: Extended Warranty(48-month period) 170.00 Ongoing Fees Option 1 Option 2 Secure Wireless Gateway/Data Fee and Meter Management System Software 6.90 9.35LicenseFee(per meter per month) Secure Credit Card Gateway Fee(per transaction) 0.13 0.07 Optional:Convenience fee pricing structure that eliminates all capital and To be quoted upon requestongoingfeeexpenses To be quoted based onOptional: Merchant Processing Fees(per transaction) volume To be quoted based on theOptional:API or Data Integration Services need VEHICLE DETECTION SENSORS CAPITAL AND ONGOING COSTS Product/Service Price per unit Dome or Pole Mount Vehicle Detection Sensors(includes 12-month warranty) 305.00 Shipping(Ex Works—to be quoted based on ship to zip code) TBQ Installation (to be quoted based on scope) TBQ Spare Battery Replacement(per D-cell) 25.00 Vehicle Detection Sensors Ongoing Costs Cost per space per month Management System/Base Data Fee 3.60 Optional: Real-Time Reporting Fee 3.10 Page 1 of 16 532 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653-A2,Attachment A P5 aAF. SINGLE-SPACE METERS SPARE PARTS Singel Space Meter Spare Part Pricing MSTM/M7TM Single Space Electronic Meter Mechanism 550.00/$590.00 Card Entry Keypad Assy 69.00 Hybrid Card Reader 79.00 Coin Validator 99.00 Complete Top Cover(with Lexan insert) 89.00 Lexan for Top Cover 27.00 Coin Entry Slot 2.50 M5 Battery Pack(H3) 50.00 M5 Battery Pack(H5) (available on the 147/247 models only) 61.00 Solar Panel/Communications Board 195.00 Main Board 195.00 Display Board (+$40 for color) 125.00 Display Board with NFC(+$40 for color) 155.00 BLE Beacon Upgrade 70.00 RFID Tag 11.00 MK5 Batter Charger(daisy chain charging unit) 135.00 Card Reader Cleaning Card featuring Waffletechnology®(40)per box 60.00., 1 a. ics tax sj'-applieabiej and s ii,Niiiy 1.4r Sarges will be added to - greemenE-pricing-due-to-inc-reeses in inflation-as-published by the-LIS-Bureau-ef Labor Statistics-for-Afi#ems Consumer Price Index for All-Urban Consumers-(CP!-U)-for the U.S. Bowed by the-contract terms and conditions: F.O.B Destination kl State System Universities are tax exempt,and will provide their tax exempt Initial information upon issuance of purchase order. Pr Pricing may be amended in accordance with CW18653-A1. Page 2 of 16 533 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653-A2,Attachment A IPS METER HOUSINGS&ACCESSORIES Product/Service Price per unit IPS Zinc top over Iron Vault-M90 style(large vault,std. IPS locks, black/grey color) 295.00 IPS All Iron-M95 style(large vault,std. IPS locks, black/grey color)295.00 High Capacity Coin Can with IPS locks holds approx. $65-fits M90 or M95 style housings) 55.00 Small Capacity Coin Can with IPS locks 40.00holdsapprox. $45) Standard IPS Locks 30.00 Standard IPS Keys 15.00 Yoke Assembly(Twin Mounting Adapter)std. black color(add$15 if new mounting hardware is required 95.00 Meter Poles(Schedule 40-2" ID-Galvanized) 60.00 Surface Mount Meter Pole 175.00 Vintage Sleeve—std. black color 60.00 Vintage Base-std. black color 70.00 Collar for Vintage Sleeve—std. black color 40.00 Medeco/Abloy Mechanical Lock(lock only) 60.00 Medeco E-Lock(lock only) TBQ NOTE: additional Medeco e-lock accessories require separate quote) Shipping and Installation (per unit)—During normal business hours. Ex Works—to be quoted based on final scope of work. TBQ COLLECTION SYSTEMS&ACCESSORIES Product/Service Price per unit Collection Cart Only(standard) 525.00 Collection Cart Only(with enhanced suspension) 825.00 Standard Collection Head 525.00 Coin Collection Canister-Steel or Aluminum 525.00 Page 3 of 16 534 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653-A2,Attachment A P5 MULTI-SPACE METERS Multi-Space Price Per Unit IPS MS3TM Multi-Space Pay Station—Pay and Display, Pay-by-Space,or Pay-by- Plate(Color Display,Card and Coin,Solar powered, NFC, Includes 12-month 6,950.00 warranty) IPS Multi-Space X-gen (MSX'") Card Only—Pay-by-Space or Pay-by-Plate(Color Touch Display, NFC Card only,Solar powered, Includes 12-month warranty) 3,995.00 IPS Upgrade Kit Pay Station—Pay and Display, Pay-by-Space,or Pay-by-Plate(Solar To be Quoted based on powered, Includes 12-month warranty) features and volume Optional:Contactless Card Reader(NFC) Included Optional:Add for Bill Note Acceptor(BNA)and 1 Stacker 1,425.00 Optional:Additional Coin Box 200.00 Optional:Additional BNA Stacker 265.00 Optional:MS3T" Extended Parts Warranty(per 12-month period) 395.00 Optional: MSX'" Extended Parts Warranty(per 12-month period) 395.00 Multi-Space Ongoing Costs On-Street Off-Street Secure Wireless Gateway/Data Fee and Meter Management System Software License Fee(per meter per month) 60.00 30.00/$60.00 Secure Credit Card Gateway Fee Included 0.13/$0.07 per transaction) Optional:Convenience fee pricing structure that eliminates all capital and ongoing fee expenses To be quoted upon request Optional: Merchant Processing Fees(per transaction) To be quoted based on volume Optional: API or Data Integration Services To be quoted based on need COUPON SMARTER Price per unit CouponSmarter for MSM's 5.00 per meter/month CouponSmarter for SSPM's 0.50 per meter/month Minimum Monthly Charge per client 100.00 NOTE:This pricing-is-F08-IP - • and shipping charges will be added lfinal toincreasesInflation ti fished bylfululiilvai-, • .: .% . . ': • ::•• % . . .. .Lic in a$Fiupublished by the-US Bureau of fotAll Urban Consumers(Cni'U)fOI the U.S. City-Average co ••. and conditions.I F.O.B Destination kl State System Universities are tax exempt,and will provide their tax exempt inTormation upon issuance orRUYcnase artier.r'rrctng may ne Page 4 of 16 amended in accordance with CW18653-A1.Ger 535 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653-A2,Attachment A 11W aqta.q MULTI-SPACE METER SPARE PARTS Multi-Space Meter Spare Part Pricing MS1T"/Upgrades MS3TM/Upgrades MSX'' Complete Front Door Replacement n/a n/a 1,995.00 Standard Card Reader Assembly 155.00 155.00 n/a AC power upgrade kit 155.00 155.00 155.00 Coin Validator Assembly 99.00 99.00 n/a Solar Panel Replacement Kit 925.00 925.00 595.00 Main Operating Board 995.00 995.00 995.00 4G wireless modem assembly 295.00 295.00 295.00 LCD Display only(monochrome) 325.00 n/a n/a 7" LCD Display only(color) n/a 995.00 n/a 10"LCD Display only(color) n/a 1,100.00 1,100.00 Armored Display Glass 140.00 140.00 140.00 Thermal Printer 975.00 975.00 n/a 4-key Horizontal Keypad 75.00 n/a n/a 6-key or 7-key Horizontal Keypad 87.50 87.50 n/a Pay-by-Space Keypad Assembly 200.00 200.00 n/a Pay-by-Plate Alphanumeric Keypad Assembly 285.00 285.00 n/a Coin Shutter 200.00 200.00 n/a Contactless Payment Reader(NFC) 795.00 795.00 795.00 Battery 32Ah (rechargeable) MOAB 350.00 n/a n/a Battery 72Ah (rechargeable) MOAB 485.00 485.00 n/a Battery 72Ah (rechargeable) KILO n/a n/a 485.00 Additional Large Coin Canister 200.00 200.00 n/a Additional Small Coin Canister 110.00 110.00 n/a Standard Paper Rolls(standard)n/a approx 2000 3"tickets (.0045"thick) 33.00 33.00 Sticky Back Paper Rolls n/a approx.2400 2.75"tickets(.004"thick) 36.00 36.00 Bill Note Acceptor Assembly(with 600 note n/a stacker)* 1,425.00 1,425.00 Additional 600 note stacker cartridge* 265.00 265.00 n/a NOTE:This pricing-is-FOB to-the final invcic st Agr-- - - ' •- . . . . ' . - •. . ', the-415 Bureau of onsumcr Price index jor-A1l-1Abafl-C City-Average-compounded annually or as allowed by the coonti aaci terms and-conditions. F.O.B Destination kl States Syctem llnivercitiec rp tax exempt,awl will pts vilelhair t? emntjpIPwatinn iipnn issuance of purchase order. Initial Page 5 of 16 Pricing may be amended in accordance with CW18653-A1. f exp 536 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653-A2,Attachment A P5 MOBILE PAYMENTS PARK SMARTER'" &TEXT-TO-PAY" MOBILE PAYMENT SOLUTIONS Product/Service Price per unit Mobile payment decals for SSPM 4.50 Mobile payment decals for MSM 14.95 Decal Shipping TBQ On-site Setup and Installation See below Additional signage or scope of work to be quoted upon request TBQ Program implementation delays beyond 90 days(project management fee) 1,500/month On-site setup: IPS shall provide the client with instructions on how to set up/install decals in support of the PARK SMARTER'" mobile payment application. Client is solely responsible for installation of all poles, signs and decals. However, IPS can provide installation and setup services. The costs for these services will be quoted separately and will include the costs of travel, rental car, hotel,and per diem expenses and will be added to the setup invoice at the completion of the service. If the program does not go live 90 days after effective date, project management fee will apply. Per Transaction Fees Fees Secure Credit Card Gateway/Convenience Fee(per transaction)` 0.35 Optional: Pushing Time to Meter for SSPM 0.10 Optional: Merchant Processing Fees(per transaction) TBQ Per transaction fees: IPS shall charge a user convenience fee described above,which shall be deposited with the client and invoiced monthly. Alternatively, IPS can quote a combination of fees plus merchant fees that can be paid directly from the merchant account. Preferred Card Processing Rates: Using our own payment provider IPS can provide preferred pricing for small- ticket mobile payment merchant processing. Quotes for this service are available upon request. IMPLEMENTATION WITH 3RD PARTIES Product/Service Price per unit Implementation with 3rd party for enforcement TBQ Customizations($/hour)220 Implementation: IPS shall integrate with 3rd party enforcement software or IPS can provide the client with IPS enforcement software at prices included in this proposal.Any client designated 3rd parties that charges IPS for integration services will be passed along to the client. NOTE:Th s pricing is-FOBJPSGroup,San Diego--6¢S rC$taxes(if applicable)and shipping charges will bc added to-the-final invoice. IPS-shall have the right to adjust-Agreement pricing due to increases in Inflation as published by the6tS Bureau of Labor-Statistics for All Items Consumer Price Index for-All Urban Consumers(CPIU)for the U.S. City-Average compounded annually or as allowed by the contract terms-and conditions. F.O.B Destination kl Page 6 of 16 State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order. litPncinemaybeamendedinaccordancewithCW18653-A1 537 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653-A2,Attachment A W REPLACEMENT PARTS& REPAIR SERVICES IPS shall provide warranty and non-warranty repair services based out of our office in San Diego, CA. For repair services not able to be first achieved on-site by the Client or by phone,these meters will be returned to IPS at 7737 Kenamar Court,San Diego,CA,92121,for repair or rework,and IPS will endeavor to ship within 3-4 weeks of receipt, depending on the quantities received and work schedules. ALL RETURNS REQUIRE AN "RMA" NUMBER prior to shipment to IPS in order to avoid additional delays. An RMA may be requested by contacting the responsible IPS customer support manager, by contacting the IPS Help desk, phone((877) 630-6638 or(858)404- 0607)or email (support@ipsgroupinc.com). All items returned to IPS must be securely packaged to avoid further damage in shipment and all shipments will be via Ground Freight Service unless expedited service and payment of associated fees are requested.Automated RMA tracking, including work performed to repair meters, can be viewed at any time using IPS meter management system. Product/Service Price per unit Single Space M5TM Non-Warranty repair work(includes parts/labor)115.00+shipping Single Space M7TM Non-Warranty repair work(includes parts/labor)125.00+shipping Multi-Space MS1TM or MS3TM or MSU'' To be quoted Non-Warranty repair work On-site technical services: shall be quoted to include labor,travel costs, accommodation,car rental,and per diem costs. Spare Parts shall be quoted and added 1,125/day+parts to final costs based on the identified needs. TBQ based on scope Full-Time IPS Technician of services TBQ based on scope Custom projects to be quoted based on scope of work of services Shipping costs for any of the above shall be added to the final invoice NOTE:This pricing is FOB, IPS Group,San Dieg-G4 Sales taxes(if applicable)and shipping charges-will be added thefinal Inc shall have right-to-adjust Agreement pricing toflat: published bytoinvoice. IPS have the rin due increases in i wuOfhas u the US Bureau of Labor Statistics for All Items-Consumer Price Index for All Urban Consum forthe U.S. City Average compounded annually or as allowed by the contract terms and conditions. F.O.B Destination kl State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order. I nr Pricing may be amended in accordance with CW18653-A1. Page 7 of 16 538 Docusign Envelope ID:OBA50972-93D8-483B-B03F-BB6970C53ECD CW18653-A2,Attachment A P5 wriurA IPS LIMITED WARRANTY—METERS IPS will provide a limited parts warranty for any new meter or sensor product manufactured and supplied by IPS for 12 months under normal use.The warranty protects against defects in materials and workmanship from the point of installation or 15 months from the date of delivery,whichever is sooner, and 90 days from the date of delivery received in the case of spare or repaired products. Software Services are provided "as-is"and IPS shall provide bug fixes at no cost during the contract term. Additional Warranty Provisions: IPS must have the opportunity to assist in the initial deployment and system installation. Repair or replacement under warranty of any defective product(including any meter or subcomponent) does not extend the warranty period for that product or subcomponent. IPS will either repair or replace products or subcomponents, at our discretion,that are found to be defective within the defined warranty period,with transportation costs prepaid by the client. Returns for credit will only apply once IPS has received a defective product including any meter or subcomponent)and confirmed that defects were within the warranty period and are covered under the terms and conditions of the warranty provided. IPS strongly recommends that clients pre-purchase spare parts inventory for immediate access. Defective parts can be replaced immediately from client stock and IPS shall replace such components upon receipt and determination of defect.On-site labor is explicitly not included in this limited warranty. Client shall be sufficiently trained to perform all on-site work, including meter or sub-component removal/replacement. IPS can provide additional on-site services under a separate maintenance agreement or quoted on an as-needed basis.THE WARRANTIES CONTAINED IN THE AGREEMENT DOCUMENTS ARE IPS'S SOLE AND EXCLUSIVE WARRANTIES. THE EXTENT OF IPS'S LIABILITY FOR A WARRANTY CLAIM IS LIMITED TO THE REPAIR OR REPLACEMENT OF THE DEFECTIVE EQUIPMENT OR DEFECTIVE SERVICE OR SOFTWARE AT THE SOLE OPTION OF IPS. IPS AFFIRMATIVELY EXCLUDES ANY AND ALL OTHER WARRANTIES,CONDITIONS, OR REPRESENTATIONS(EXPRESS OR IMPLIED,ORAL OR WRITTEN),WITH RESPECT TO THE EQUIPMENT AND/OR SERVICES OR SOFTWARE PROVIDED INCLUDING ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS OF TITLE, MERCHANTABILITY, OR FITNESS OR SUITABILITY FOR ANY PURPOSE WHETHER OR NOT IPS KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED, OR IS OTHERWISE IN FACT AWARE OF ANY SUCH PURPOSE)WHETHER ARISING BY LAW OR BY REASON OF CUSTOM OF THE TRADE. Shipping: This warranty covers all return shipping to the client after any warranty work is completed. Shipping to IPS is paid by the Client. Exclusions: Warranty voided with use of imitation or non-genuine IPS replacement parts, un-authorized alterations, abuse,vandalism, improper installation by client, handling or general misuse to the equipment(hardware or software), including attempted repairs that result in damage. Warranty specifically excludes any consumable items such as paper, batteries, etc. Software warranty is void if usernames and/or passwords are shared with 3rd parties,or allowance of 3rd party access to IPS software without IPS written consent. Force Majeure: IPS shall not be liable for any warranty provisions where such product failure is as a result of Acts of Nature(including fire,flood, earthquake,storm, hurricane or other natural disaster),war, invasion,act of foreign enemies, hostilities(whether war is declared or not),civil war, rebellion, revolution, insurrection, military or usurped power or confiscation,terrorist activities, nationalization, government sanction, blockage,embargo, labor dispute,strike, lockout or interruption or failure of electricity, internet services or cellular telecommunication failures caused by any of the events or causes described above. IPS provides no warranty with respect to any 3rd party hardware or software,whether supplied in connection with this Agreement or otherwise. IPS is not liable in any way as a result of use or performance of client internet service or wireless data services provided by national carriers. Preventative Maintenance: The primary operational elements will be a working battery,card reader, coin validator and printer(if applicable). All product surfaces should be kept clean with mild soap and water. No harsh chemicals should be used on any plastic surfaces. The card reader heads should be cleaned with a cleaning card every 1-2 months to ensure optimum performance.Cleaning cards may be purchased from IPS. Batteries should be replaced when notified by the IPS Data Management System. At 6-month increments,the coin validator shall be visually inspected for any damage or debris. Compressed air may be used to keep the card reader,coin acceptor or printer(if applicable)clear of debris, every 6 months. Additional preventative maintenance shall be administered by client staff at such time as it is apparent to be necessary,even if it should occur on a more frequent basis than described herein. Page 8 of 16 539 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653-A2,Attachment A P5 ENFORCEMENT/PERMITTING SYSTEMS The IPS Mobile Enforcement Application is available on both Android and iOS operating systems. IPS can also utilize existing Android and/or iOS devices or supply new ones as presented below. HANDHELD DEVICE AND HARDWARE 2-Piece Lease Package Option Platinum 2-piece Android or iOS Smart Device with 3" Bluetooth Printer X Mobile Enforcement Application X Remote Management Suite X Comprehensive Phone Support X General Maintenance X Mobile Data Plan X Installation and Training X Ruggedized Case X Warranty 36 months Lease Pricing(per device/month) 265.00 1-Piece Handheld Purchase Option Unit Price XF 1-Piece Integrated Handheld with Printer Includes battery, hand strap, and docking station. Android device and data plan are not included. Client must provide a Samsung 2,325.00 Galaxy Note20 or a Samsung S22 Ultra. Spare Battery 170.00 Carrying Case 51.50 Shoulder Strap 37.50 Optional:Barcode Scanner To be quoted Optional:3-Year Warranty To be quoted 2-Piece Handheld Purchase Option Unit Price Samsung Smart Device with ruggedized case and charger 1,525.00 iPhone with ruggedized case and charger 1,525.00 3"Bluetooth Printer with charger and belt clip 1,025.00 Optional:3-Year Handheld Warranty TBQ Optional:3-Year Printer Warranty TBQ The model of the smart device and/or printer will be provided at time of ordering and is subject to change based on availability. All smart phone purchases require the purchase of a mobile data plan from IPS. Page 9 of 16 540 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653-A2,Attachment A PS Citation Paper Units Unit Price Citation Paper Template Setup(One-time fee) Per template/color 77.50 Mobile Citation Paper Per roll To Be Quoted Point-of-Sale Cashiering Hardware Unit Price Zebra EVM Barcode Scanner 875.00 Vasario APG Cash Drawer 360.00 Epson Multifunction Receipt Printer 1,575.00 Stripe Credit Card Terminal 375.00 Citation paper roll pricing is subject to final volume, approval of artwork design,and layout.All hardware and paper pricing is valid for 30 days and is subject to change based on availability. Pricing does not include any applicable shipping or sales tax. NOTE:-This-pricing is FBS IPS Group,San-Biego.CA.-Sales taxes-(ifapplicable)-and shipping-charges will-be-added t nalinv,' . - in Inflation-as-published-by the-US-Bureau of-EaborStatist' ex City Average compounded annual ct ter itionalli,IPSshall be entitled-to-increase pricing-above inflation-far-items-thatIPS-purehases-on-behalf-of thef ample postage rates established-by-HSPS; F.O.B Destination kl State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order. p"""'Pricing may be amended in accordance with CW18653-A1. lit"h Page 10 of 16 541 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653-A2,Attachment A P5 co•ralcir ENFORCEMENT MANAGEMENT SYSTEM AND CITATION PROCESSING SERVICES Enforcement Management System Units Unit Price One Time Setup&Configuration* Per Unit 5,000- 10,000 Extended Project Management Free for the first 90 days,then charged monthly until Per Month 5,000.00 implementation is live. Data Conversion from Existing Citation Management System One-Time 2,500.00 Third Party Integration One-Time Setup Per Integration 1,500.00 Third Party Integration Ongoing Maintenance&Support Per integration/month 75.00 Greater of 1.50 per Enforcement Management System Ongoing Fee Per citation citation or 1,750.00 per month Handheld Device Mobile Data Plan(Voice/Text not included) Per unit/Per month 57.50 Handheld Device License&Support Per unit/Per month 57.50 Manual Citation Entry Fee Per unit 1.50 Registered Owner Acquisition** Per unit 1.25 Delinquent Notice Processing&Mailing(Includes postage) Per unit 1.25 Certified Letters(can be to be adjusted based on updated rates from USPS) Per unit 12.50 Additional Letters and Correspondence(Includes postage,but can be adjusted based on rates from USPS) Per letter 1.25 Online&IVR Secure Credit Card Gateway Fee Can be charged to the public Per citation 3.50 Assumes the use of the client merchant account Optional: IPS Merchant Hosting Fee 3.50+ Can be charged to the public Per transaction Interchange Fees Estimated Travel Expenses for Installation Per trip 2,000.00 On-site training and installation Per day 600.00 Remote training and installation Per unit INCLUDED Depends on scope and level of complexity. Registered owner acquisition fees subject to change based on local DMV rates and access to NLETS data(ORI required). Note:Postage and mailing fees may be increased based on increased introduced by USPS. Page 11 of 16 542 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653-A2,Attachment A PS arrotup IVR&LOCKBOX SERVICES Enforcement Management System Units Unit Price IVR Setup&Configuration One-Time 1,500.00 IVR Ongoing Maintenance&Support Per month 250.00 IVR Record&Store Calls(Optional) Per call 0.50 IVR Call Transcription(Optional) Per call 1.00 Lockbox Setup&Configuration One-lime 750.00 Lockbox Operations Per month 95.00 Lockbox Mail-in Payments Per unit 1.50 DELINQUENT COLLECTION SERVICES Collections Units Unit Price Advanced/Delinquent Collections of amount collected 35%of amount collected PUBLIC CLIENT 24 HOUR CALL CENTER Call Center Services Units Unit Price Cost Per Minute Per minute 1.50 blished by crs{£PI-14-fer-the-Id3 Eityyqvefoge-compoun Addiitionally,IPS sheµbe pr- ieing-above-i+fl: le post F O.B Destination kl State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order FCInPitial Pricing may be amended in accordance with CW18653-A1.K Page 12 of 16 543 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653-A2,Attachment A AOW PERMIT MANAGEMENT SYSTEM Item Units Unit Price Setup&Configuration* One-time 5,000-$10,000 Extended Project Management Free for the first 90 days,then charged monthly until Per Month 5,000.00 implementation is live. Permit Management System Ongoing Cost Per Permit 2.00 Permit Fulfillment Per unit 3.00 Physical Permit Stock(Hangtags/Stickers) Per unit TBQ Additional Letters and Correspondence(Includes postage) Per Letter 1.25 Third Party Integration Setup One-time 1,500.00 Third Party Integration Ongoing Maintenance&Support Per integration/month 75.00 Online Secure Credit Card Gateway Fee Can be charged to the public Per permit 3.50 Assumes the use of the client merchant account 3.50+ Optional: IPS Merchant Hosting Fee Per transaction InterchangeCanbechargedtothepublic Fees Depends on scope and level of complexity. shipping-eharges-will be added eases in inflation-as-published by g .. - '. • .• • ifof-the-client-or items-erwhic#IPS F.O.B Destination kl State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order. Pricing may be amended in accordance with CW18653-A1. lip r Page 13 of 16 544 Docusign Envelope ID:0BA50972-93D8-4838-B03F-B86970C53ECD CW 18653-A2,Attachment A 1P5 4K(H N' CURBSIDE RESERVATION SYSTEM Items Unit Unit Price One-Time Setup and Configuration 5,000.00 Meter Reservation Ongoing Cost* Per Reserved per space per day) Space Per Day 2.00 Credit Card Gateway Fee Can be charged to the public Per transaction 3.50 Assumes the use of the client merchant account Optional: IPS Merchant Hosting Fee Can be charged to the public Per transaction $3.50+Interchange Fees ADDITIONAL SCOPE AND ALTERNATIVE PRICING MODELS Item Units Unit Price All-Inclusive or Per Ticket Pricing Options for Enforcement and Per unit TBQ Permitting Solutions * Customizations and development outside original scope of Per hour 220.00 work Quote to be provided based on number of tickets/permits issued, handhelds required, and other client information. Page 14 of 16 545 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653-A2,Attachment A J W i/i0f M• IPS LIMITED WARRANTY- ENFORCEMENT AND PERMITS IPS will provide a limited parts warranty for any physical product,such as handhelds or printers, in accordance with the manufacturer's warranty.Software Services are provided "as-is" in accordance with the scope of services and shall perform substantially in accordance with an identifiable set of functional specifications. IPS shall provide bug fixes and generally available upgrades at no cost during the contract term. Additional Warranty Provisions: Repair or replacement under warranty of any defective product or service does not extend the warranty period for that product or subcomponent. IPS will either repair or replace products or subcomponents,at our discretion,that are found to be defective within the defined warranty period,with transportation costs prepaid by the client. Returns for credit will only apply once IPS has received a defective product and confirmed that defects were within the warranty period and are covered under the terms and conditions of the warranty provided. THE WARRANTIES CONTAINED IN THE AGREEMENT DOCUMENTS ARE IPS'S SOLE AND EXCLUSIVE WARRANTIES. IPS AND ITS 3RD PARTY SUPPLIERS PROVIDE SOFTWARE SERVICES"AS IS". THE EXTENT OF IPS'S LIABILITY FOR A WARRANTY CLAIM IS LIMITED TO THE REPAIR OR REPLACEMENT OF THE DEFECTIVE EQUIPMENT AT THE DISCRETION OF IPS,OR REPAIR OR RESTORATION OF DEFECTIVE SOFTWARE SERVICE,AS QUICKLY AS PRACTICAL IPS DOES NOT PROVIDE ANY WARRANTY OF ANY KIND WITH REGARDS TO 3RD PARTY EQUIPMENT, WIRELESS COVERAGE OR SOFTWARE SERVICES,WHETHER SUPPLIED IN CONNECTION WITH THIS AGREEMENT OR OTHERWISE. IPS AND ITS 3RD PARTY SUPPLIERS AFFIRMATIVELY EXCLUDE ANY AND ALL OTHER WARRANTIES,CONDITIONS, OR REPRESENTATIONS(EXPRESS OR IMPLIED, ORAL OR WRITTEN),WITH RESPECT TO THE EQUIPMENT AND/OR SERVICES PROVIDED INCLUDING ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS OF TITLE, MERCHANTABILITY, OR FITNESS OR SUITABILITY FOR ANY PURPOSE(WHETHER OR NOT IPS KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED, OR IS OTHERWISE IN FACT AWARE OF ANY SUCH PURPOSE)WHETHER ARISING BY LAW OR BY REASON OF CUSTOM OF THE TRADE. Third Party Equipment: If any third party equipment is provided in connection with services provided by IPS,then the terms and conditions of the third party shall prevail and IPS shall pass through all benefits provided therein, however, IPS shall not provide additional warranty services without specific written acknowledgement of both parties. Exclusions: Warranty voided with use of imitation or non-genuine replacement parts, unauthorized alterations,abuse, vandalism, products subjected to unusual physical or electrical stress, improper handling or general misuse to the equipment(hardware or software), including attempted repairs that result in damage.Warranty specifically excludes any consumable items such as paper, batteries,etc. Software warranty is void if usernames and/or passwords are shared with 3rd parties,or allowance of 3rd party access to IPS software without IPS written consent, or any unauthorized changes or attempts to change IPS software. Force Majeure: IPS shall not be liable for any warranty provisions where such product failure is as a result of Acts of Nature(including fire,flood, earthquake,storm, hurricane or other natural disaster),war, invasion,act of foreign enemies, hostilities(whether war is declared or not),civil war, rebellion, revolution, insurrection, military or usurped power or confiscation,terrorist activities, nationalization, government sanction, blockage, embargo, labor dispute, strike, lockout or interruption or failure of electricity, internet services or cellular telecommunication failures caused by any of the events or causes described above. IPS provides no warranty with respect to any 3rd party hardware or software,whether supplied in connection with this Agreement or otherwise. IPS is not liable in any way as a result of use or performance of client internet service or wireless data services provided by national carriers. Page 15 of 16 546 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653-A2,Attachment A P5 rirrxq CITY MARKETING SERVICES Please choose from our tiered packages below.All marketing collateral/art files will be sent electronically. BASIC PACKAGE DELUXE PACKAGE PREMIUM PACKAGE Standard Website— Custom Website— Custom Website— City Hosted (HTML File) IPS Hosted (+Web Hosting) IPS Hosted (+Web Hosting) Choose One: Standard Tri-Fold or Custom Trifold Custom Trifold* a Standard Poster How-to-use Video(Embed Code) Custom Poster Custom Poster* 1 Round of Revisions Road or Garage Sign Design Road or Garage Sign Design Generic Press Release Custom Press Release Mini Postcard Mini Postcard* Tent Card Tent Card* How-to-Use Video (Embed Code) Window Cling* Up to 2 Rounds of Revisions Additional Outdoor Sign Design Promotional Landing Page Eblast for your Database 1 Design for Promo Item Custom Intro on How-to-Use Video(+Embed Code) Up to 4 Social Media Posts Up to 4 Rounds of Revisions Client Cost: Client Cost: Client Cost: 0.00 5,000 9,500 100/mo.web hosting fee) 100/mo.web hosting fee) Printing&shipping will be quoted separately. Prices above are subject to change.Customized programs beyond the scope of standard packages will be priced accordingly.A la carte services will be quoted separately.Additional edit rounds will be billed at$150/hr. For more information, please contact us. Page 16 of 16 547 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653-A2, Attachment B 548 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD COMMONWEALTH OF PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653-A1 THIS AMENDMENT, made and entered into between Pennsylvania's State System of Higher Education, 2300 Vartan Way, Suite 207, Harrisburg, PA 17110, an agency of the Commonwealth of Pennsylvania(hereinafter"State System"or the "Commonwealth"), and IPS Group, Inc., 7737 Kenamar Court, San Diego, CA 92121, acting through its proper officials, hereinafter referred to as "Contractor") (Federal I.D. #23-3028164). Both the State System and Contractor, when used together, are hereinafter referred to as Parties." The State System is an instrumentality of the Commonwealth of Pennsylvania, established by and existing pursuant to Article XX-A of the Public School Code of 1949, as amended, 24 P.S. § 20-2001-A, et§_ q., and is authorized thereby to enter into this Contract. WHEREAS, the parties entered into an agreement for Parking Management Solution services on July 12, 2023, in Contract Number CW 18653; and WHEREAS, the parties mutually agree to amend contract pricing annually to include increases of 5% or less for items valued at over $500.00 each, and less than $20.00 or less per items valued at less than $500.00 each. WHEREAS,the Parties are mutually agreeable to amend the contract to reflect the pricing change as listed in Attachment A. NOW THERFORE, for and in consideration of the foregoing and the mutual promises hereinafter expressed and intending to be legally bound hereby, the Parties hereby do agree to the following amendment: 1. TERM OF THE AGREEMENT. The term of this Agreement shall remain unchanged. 2. TERMS OF THE ORIGINAL AGREEMENT. All other terms and conditions of the original contract not modified in this amendment shall remain in full force and effect and be considered incorporated herein as part of the Amended Contract. Said Original Contract is attached hereto, incorporated herein and marked Attachment B. IN WITNESS WHEREOF, the Parties hereto have caused this Amendment to be executed pursuant to due and legal action authorizing the same to be done the date first written above. Page 1 of 2 549 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD FOR THE CONTRACTOR: FOR THE STATE SYSTEM: DocuSigned by: V Ataistitt 2/27/2025 1tA 88ED Ad/h. Individual or Partner or Member Date irecor,procurement Shared Date if Contractor is an individual or partnership Services or limited liability company) APPROVED AS TO FISCAL RESPONSIBILITY, BUDGETARY APPROPRIATENESS AND AVAILABILITY OF FUNDS DocuSigned by: J i.l osen. C.sQ.cnaak,2/28/2025 Signed by: bir'ector or r financial Management Date rauti, P Xau. tP0A0DOD4507447 2/24/2025 APPROVED AS TO FORM AND 74d7 . LEGALITY President or Vice President Date Circle Title) DocuSlyned by: M.i u*&L S. FLY10401A, 2/28/2025 bY'S ystxlYembi3ddState Legal Counsel Date DocuSigned by: VlAbl, Milker 2/27/2025 N/A-Sow/Fiscal Amendment Only LU/Lhttl/,1A139 Secretary or`Treasurer Date Deputy Attorney General Date Circle Title) N/A-SOW/Fiscal Amendment Only Office of General Counsel Date Note regarding signatures above.If a corporation,two signatures are required,one being the President or Vice President,the second being the Secretary or Treasurer. Signatory authority of either signatures can be delegated provided there is a certified Board resolution presented with this contract DS Fully Executed Contract Received by State System Legal Counsel Administrator Page 2 of 2 550 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653-A1 , Attachment B 208 Pages 551 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653-A1,Attachment A P5 OMNIA PASSHE CW18653 Parking Management Solutions January 2025 SINGLE-SPACE METERS Product/Service Price Per Unit M5'"IPS Credit Card-Enabled Single-Space Meter 12-month warranty, NFC contactless, RFID tag) 550.00 M7'' IPS Credit Card-Enabled Single-Space Meter 590.00 12-month warranty, NFC contactless,RFID tag) Optional:Add BLE capability 65.00 Shipping(Ex Works—to be quoted based on ship to zip code)TBQ Installation(to be quoted based on scope) TBQ Optional:Extended Warranty(12-month period) 50.00 Optional:Extended Warranty(48-month period) 170.00 Ongoing Fees Option 1 Option 2 Secure Wireless Gateway/Data Fee and Meter Management System Software License Fee(per meter per month) 6.90 9.35 Secure Credit Card Gateway Fee(per transaction) 0.13 0.07 Optional:Convenience fee pricing structure that eliminates all capital and ongoing fee expenses To be quoted upon request To be quoted based on Optional: Merchant Processing Fees(per transaction) volume Optional:API or Data Integration Services To be quoted based on the need VEHICLE DETECTION SENSORS CAPITAL AND ONGOING COSTS Product/Service Price per unit Dome or Pole Mount Vehicle Detection Sensors(includes 12-month warranty) 305.00 Shipping(Ex Works—to be quoted based on ship to zip code) TBQ Installation(to be quoted based on scope) TBQ Spare Battery Replacement(per D-cell) 25.00 Vehicle Detection Sensors Ongoing Costs Cost per space per month Management System/Base Data Fee 3.60 Optional: Real-Time Reporting Fee 3.10 Page 1 of 16 552 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW 18653-A1,Attachment A JIW lig?OU SINGLE-SPACE METERS SPARE PARTS Singel Space Meter Spare Part Pricing M5' M7"" Single Space Electronic Meter Mechanism 550.00/$590.00 Card Entry Keypad Assy 69.00 Hybrid Card Reader 79.00 Coin Validator 99.00 Complete Top Cover(with Lexan insert) 89.00 Lexan for Top Cover 27.00 Coin Entry Slot 2.50 M5 Battery Pack(H3) 50.00 M5 Battery Pack(H5) (available on the 147/247 models only) 61.00 Solar Panel/Communications Board 195.00 Main Board 195.00 Display Board 125.00 Display Board with NFC 155.00 BLE Beacon Upgrade 70.00 RFID Tag 11.00 MKS Batter Charger(daisy chain charging unit)135.00 Card Reader Cleaning Card featuring Waffletechnology®(40)per box 60.00 NOTE:This pricing is FOB, IPS Group,San Diego, CA.Sales taxes(if applicable)and shipping charges will be added to the final invoice. IPS shall have the right to adjust Agreement pricing due to increases in Inflation as published by the US Bureau of Labor Statistics for All Items Consumer Price Index for All Urban Consumers(CPI-U)for the U.S. City Average compounded annually or as allowed by the contract terms and conditions. Page 2 of 16 553 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW 18653-A1,Attachment A P5 METER HOUSINGS&ACCESSORIES Product/Service Price per unit IPS Zinc top over Iron Vault-M90 style(large vault,std. IPS locks, black/grey color) 295.00 IPS All Iron-M95 style(large vault,std. IPS locks,black/grey color) 295.00 High Capacity Coin Can with IPS locks holds approx.$65-fits M90 or M95 style housings) 55.00 Small Capacity Coin Can with IPS locks holds approx.$45) 40.00 Standard IPS Locks 30.00 Standard IPS Keys 15.00 Yoke Assembly(Twin Mounting Adapter)std. black color(add$15 if new mounting hardware is required 95.00 Meter Poles(Schedule 40-2"ID-Galvanized) 60.00 Surface Mount Meter Pole 175.00 Vintage Sleeve—std.black color 60.00 Vintage Base-std. black color 70.00 Collar for Vintage Sleeve—std.black color 40.00 Medeco/Abloy Mechanical Lock(lock only) 60.00 Medeco E-Lock(lock only) TBQ NOTE: additional Medeco e-lock accessories require separate quote) Shipping and Installation(per unit)—During normal business hours. TBQ Ex Works—to be quoted based on final scope of work. COLLECTION SYSTEMS&ACCESSORIES Product/Service Price per unit Collection Cart Only(standard) 525.00 Collection Cart Only(with enhanced suspension) 825.00 Standard Collection Head 525.00 Coin Collection Canister-Steel or Aluminum 525.00 Page 3 of 16 554 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653-Al,Attachment A P5 MULTI-SPACE METERS Multi-Space Price Per Unit IPS MS3TM Multi-Space Pay Station—Pay and Display,Pay-by-Space,or Pay-by- Plate(Color Display,Card and Coin,Solar powered, NFC, Includes 12-month 6,950.00 warranty) IPS Multi-Space Universal(MSU'")Card Only—Pay-by-Space or Pay-by-Plate(Color 3,995.00 Touch Display,NFC Card only,Solar powered, Includes 12-month warranty) IPS Upgrade Kit Pay Station—Pay and Display, Pay-by-Space,or Pay-by-Plate(Solar To be Quoted based on powered,Includes 12-month warranty) features and volume Optional:Contactless Card Reader(NFC) Included Optional:Add for Bill Note Acceptor(BNA)and 1 Stacker 1,425.00 Optional:Additional Coin Box 200.00 Optional:Additional BNA Stacker 265.00 Optional:MS3'"Extended Parts Warranty(per 12-month period) 395.00 Optional:MSUTM Extended Parts Warranty(per 12-month period) 395.00 Multi-Space Ongoing Costs On-Street Off-Street Secure Wireless Gateway/Data Fee and Meter Management System Software License Fee(per meter per month) 60.00 30.00/$60.00 Secure Credit Card Gateway Fee Included 0.13/$0.07 per transaction) Optional:Convenience fee pricing structure that eliminates all capital and ongoing fee expenses To be quoted upon request Optional: Merchant Processing Fees(per transaction) To be quoted based on volume Optional: API or Data Integration Services To be quoted based on need NOTE:This pricing is FOB,IPS Group,San Diego, CA.Sales taxes(if applicable)and shipping charges will be added to the final invoice. IPS shall have the right to adjust Agreement pricing due to increases in Inflation as published by the US Bureau of Labor Statistics for All Items Consumer Price Index for All Urban Consumers(CPI-U)for the U.S. City Average compounded annually or as allowed by the contract terms and conditions. Page 4 of 16 555 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653-A1,Attachment A P5 MULTI-SPACE METER SPARE PARTS Multi-Space Meter Spare Part Pricing MS3TM/Upgrades MSU'" Complete Front Door Replacement n/a 1,995.00 Standard Card Reader Assembly 155.00 n/a AC power upgrade kit 155.00 155.00 Coin Validator Assembly 99.00 n/a Solar Panel Replacement Kit 925.00 595.00 Main Operating Board 995.00 995.00 4G wireless modem assembly 295.00 295.00 7" LCD Display only(color) 995.00 n/a 10"LCD Display only(color) 1,100.00 1,100.00 Armored Display Glass 140.00 140.00 Thermal Printer 975.00 n/a 6-key Horizontal Keypad 87.50 n/a Pay-by-Space Keypad Assembly 200.00 n/a Pay-by-Plate Alphanumeric Keypad Assembly 285.00 n/a Coin Shutter 200.00 n/a Contactless Payment Reader(NFC) 795.00 795.00 Battery 72Ah(rechargeable) MOAB 485.00 n/a Battery 72Ah(rechargeable)KILO n/a 485.00 Additional Large Coin Canister 200.00 n/a Additional Small Coin Canister 110.00 n/a Standard Paper Rolls(standard) 33.00 n/a approx 2000 3"tickets(.0045"thick) Sticky Back Paper Rolls n/a 36.00 approx.2400 2.75"tickets(.004"thick) Bill Note Acceptor Assembly(with 600 note stacker)* 1,425.00 n/a Additional 600 note stacker cartridges 265.00 n/a NOTE:This pricing is FOB, IPS Group,San Diego, CA.Sales taxes(if applicable)and shipping charges will be added to the final invoice. IPS shall have the right to adjust Agreement pricing due to increases in Inflation as published by the US Bureau of Labor Statistics for All Items Consumer Price Index for All Urban Consumers(CPI-U)for the U.S. City Average compounded annually or as allowed by the contract terms and conditions. Page 5 of 16 556 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653-Al,Attachment ATh IPS MOBILE PAYMENTS PARK SMARTER"&TEXT-TO-PAY" MOBILE PAYMENT SOLUTIONS Product/Service Price per unit Mobile payment decals for SSPM 4.50 Mobile payment decals for MSM 14.95 Decal Shipping TBQ On-site Setup and Installation See below Additional signage or scope of work to be quoted upon request TBQ Program implementation delays beyond 90 days(project management fee) 1,500/month On-site setup: IPS shall provide the client with instructions on how to set up/install decals in support of the PARK SMARTER"'mobile payment application. Client is solely responsible for installation of all poles,signs and decals. However, IPS can provide installation and setup services. The costs for these services will be quoted separately and will include the costs of travel,rental car,hotel,and per diem expenses and will be added to the setup invoice at the completion of the service. If the program does not go live 90 days after effective date,project management fee will apply. Per Transaction Fees Fees Secure Credit Card Gateway/Convenience Fee(per transaction)* 0.35 Optional:Pushing Time to Meter for SSPM 0.10 Optional:Merchant Processing Fees(per transaction) TBQ Per transaction fees:IPS shall charge a user convenience fee described above,which shall be deposited with the client and invoiced monthly. Alternatively, IPS can quote a combination of fees plus merchant fees that can be paid directly from the merchant account. Preferred Card Processing Rates:Using our own payment provider IPS can provide preferred pricing for small- ticket mobile payment merchant processing. Quotes for this service are available upon request. IMPLEMENTATION WITH 3RD PARTIES Product/Service Price per unit Implementation with 3rd party for enforcement TBQ Customizations($/hour) 220 Implementation:IPS shall integrate with 3rd party enforcement software or IPS can provide the client with IPS enforcement software at prices included in this proposal.Any client designated 3rd parties that charges IPS for integration services will be passed along to the client. NOTE:This pricing is FOB, IPS Group,San Diego, CA.Sales taxes(if applicable)and shipping charges will be added to the final invoice. IPS shall have the right to adjust Agreement pricing due to increases in Inflation as published by the US Bureau of Labor Statistics for All Items Consumer Price Index for All Urban Consumers(CPI-U)for the U.S. City Average compounded annually or as allowed by the contract terms and conditions. Page 6 of 16 557 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW 18653-Al,Attachment A P5 REPLACEMENT PARTS&REPAIR SERVICES IPS shall provide warranty and non-warranty repair services based out of our office in San Diego,CA. For repair services not able to be first achieved on-site by the Client or by phone,these meters will be returned to IPS at 7737 Kenamar Court,San Diego,CA,92121,for repair or rework,and IPS will endeavor to ship within 3-4 weeks of receipt,depending on the quantities received and work schedules. ALL RETURNS REQUIRE AN "RMA"NUMBER prior to shipment to IPS in order to avoid additional delays. An RMA may be requested by contacting the responsible IPS customer support manager,by contacting the IPS Help desk,phone((877)630-6638 or(858)404- 0607)or email(support@ipsgroupinc.com). All items returned to IPS must be securely packaged to avoid further damage in shipment and all shipments will be via Ground Freight Service unless expedited service and payment of associated fees are requested.Automated RMA tracking, including work performed to repair meters,can be viewed at any time using IPS meter management system. Product/Service Price per unit Single Space M5TM Non-Warranty repair work(includes parts/labor) 115.00+shipping Single Space M7" Non-Warranty repair work(includes parts/labor) 125.00+shipping Multi-Space MS1'or MS3'or MSU" Non-Warranty repair work To be quoted On-site technical services: shall be quoted to include labor,travel costs, accommodation,car rental,and per diem costs. Spare Parts shall be quoted and added 1,125/day+parts to final costs based on the identified needs. TBQ based on scope Full-Time IPS Technician of services Shipping costs for any of the above shall be added to the final invoice NOTE: This pricing is FOB,IPS Group,San Diego, CA.Sales taxes(if applicable)and shipping charges will be added to the final invoice. IPS shall have the right to adjust Agreement pricing due to increases in Inflation as published by the US Bureau of Labor Statistics for All Items Consumer Price Index for All Urban Consumers(CPI-U)for the U.S. City Average compounded annually or as allowed by the contract terms and conditions. Page 7 of 16 558 Docusign Envelope ID:0BA50972-93138-4838-B03F-BB6970C53ECD CW18653-A1,Attachment A P5 IPS LIMITED WARRANTY—METERS IPS will provide a limited parts warranty for any new meter or sensor product manufactured and supplied by IPS for 12 months under normal use.The warranty protects against defects in materials and workmanship from the point of installation or 15 months from the date of delivery,whichever is sooner,and 90 days from the date of delivery received in the case of spare or repaired products. Software Services are provided"as-is"and IPS shall provide bug fixes at no cost during the contract term. Additional Warranty Provisions: IPS must have the opportunity to assist in the initial deployment and system installation. Repair or replacement under warranty of any defective product(including any meter or subcomponent) does not extend the warranty period for that product or subcomponent. IPS will either repair or replace products or subcomponents,at our discretion,that are found to be defective within the defined warranty period,with transportation costs prepaid by the client. Returns for credit will only apply once IPS has received a defective product including any meter or subcomponent)and confirmed that defects were within the warranty period and are covered under the terms and conditions of the warranty provided. IPS strongly recommends that clients pre-purchase spare parts inventory for immediate access. Defective parts can be replaced immediately from client stock and IPS shall replace such components upon receipt and determination of defect.On-site labor is explicitly not included in this limited warranty. Client shall be sufficiently trained to perform all on-site work,including meter or sub-component removal/replacement. IPS can provide additional on-site services under a separate maintenance agreement or quoted on an as-needed basis.THE WARRANTIES CONTAINED IN THE AGREEMENT DOCUMENTS ARE IPS'S SOLE AND EXCLUSIVE WARRANTIES. THE EXTENT OF IPS'S LIABILITY FOR A WARRANTY CLAIM IS LIMITED TO THE REPAIR OR REPLACEMENT OF THE DEFECTIVE EQUIPMENT OR DEFECTIVE SERVICE OR SOFTWARE AT THE SOLE OPTION OF IPS. IPS AFFIRMATIVELY EXCLUDES ANY AND ALL OTHER WARRANTIES,CONDITIONS,OR REPRESENTATIONS(EXPRESS OR IMPLIED,ORAL OR WRITTEN),WITH RESPECT TO THE EQUIPMENT AND/OR SERVICES OR SOFTWARE PROVIDED INCLUDING ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS OF TITLE, MERCHANTABILITY,OR FITNESS OR SUITABILITY FOR ANY PURPOSE WHETHER OR NOT IPS KNOWS, HAS REASON TO KNOW,HAS BEEN ADVISED,OR IS OTHERWISE IN FACT AWARE OF ANY SUCH PURPOSE)WHETHER ARISING BY LAW OR BY REASON OF CUSTOM OF THE TRADE. Shipping: This warranty covers all return shipping to the client after any warranty work is completed. Shipping to IPS is paid by the Client. Exclusions: Warranty voided with use of imitation or non-genuine IPS replacement parts, un-authorized alterations, abuse,vandalism,improper installation by client,handling or general misuse to the equipment(hardware or software), including attempted repairs that result in damage. Warranty specifically excludes any consumable items such as paper, batteries,etc. Software warranty is void if usernames and/or passwords are shared with 3rd parties,or allowance of 3rd party access to IPS software without IPS written consent. Force Majeure: IPS shall not be liable for any warranty provisions where such product failure is as a result of Acts of Nature(including fire,flood,earthquake,storm, hurricane or other natural disaster),war,invasion,act of foreign enemies, hostilities(whether war is declared or not),civil war, rebellion, revolution,insurrection,military or usurped power or confiscation,terrorist activities,nationalization, government sanction,blockage,embargo, labor dispute,strike,lockout or interruption or failure of electricity, internet services or cellular telecommunication failures caused by any of the events or causes described above. IPS provides no warranty with respect to any 3rd party hardware or software,whether supplied in connection with this Agreement or otherwise. IPS is not liable in any way as a result of use or performance of client internet service or wireless data services provided by national carriers. Preventative Maintenance: The primary operational elements will be a working battery,card reader,coin validator and printer(if applicable). All product surfaces should be kept clean with mild soap and water. No harsh chemicals should be used on any plastic surfaces. The card reader heads should be cleaned with a cleaning card every 1-2 months to ensure optimum performance. Cleaning cards may be purchased from IPS. Batteries should be replaced when notified by the IPS Data Management System. At 6-month increments,the coin validator shall be visually inspected for any damage or debris. Compressed air may be used to keep the card reader,coin acceptor or printer(if applicable)clear of debris,every 6 months. Additional preventative maintenance shall be administered by client staff at such time as it is apparent to be necessary,even if it should occur on a more frequent basis than described herein. Page 8 of 16 559 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653-A1,Attachment A P5 ENFORCEMENT/PERMITTING SYSTEMS The IPS Mobile Enforcement Application is available on both Android and iOS operating systems. IPS can also utilize existing Android and/or iOS devices or supply new ones as presented below. HANDHELD DEVICE AND HARDWARE 2-Piece Lease Package Option Platinum 2-piece Android or JOS Smart Device with 3"Bluetooth Printer X Mobile Enforcement Application X Remote Management Suite X Comprehensive Phone Support X General Maintenance X Mobile Data Plan X Installation and Training X Ruggedized Case X Warranty 36 months Lease Pricing(per device/month) 265.00 1-Piece Handheld Purchase Option Unit Price XF 1-Piece Integrated Handheld with Printer Includes battery, hand strap, and docking station. Android device and data plan are not included. Client must provide a Samsung 2,325.00 Galaxy Note20 or a Samsung S22 Ultra. Spare Battery 170.00 Carrying Case 51.50 Shoulder Strap 37.50 Optional:Barcode Scanner To be quoted Optional:3-Year Warranty To be quoted 2-Piece Handheld Purchase Option Unit Price Samsung Smart Device with ruggedized case and charger 1,525.00 iPhone with ruggedized case and charger 1,525.00 3"Bluetooth Printer with charger and belt clip 1,025.00 Optional:3-Year Handheld Warranty TBQ Optional:3-Year Printer Warranty TBQ The model of the smart device and/or printer will be provided at time of ordering and is subject to change based on availability. All smart phone purchases require the purchase of a mobile data plan from IPS. Page 9 of 16 560 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653-A1,Attachment A 151!5- Citation PSCitationPaperUnitsUnitPrice Citation Paper Template Setup(One-time fee) Per template/color 77.50 Mobile Citation Paper Per roll To Be Quoted Point-of-Sale Cashiering Hardware Unit Price Zebra EVM Barcode Scanner 875.00 Vasario APG Cash Drawer 360.00 Epson Multifunction Receipt Printer 1,575.00 Stripe Credit Card Terminal 375.00 Citation paper roll pricing is subject to final volume,approval of artwork design,and layout.All hardware and paper pricing is valid for 30 days and is subject to change based on availability. Pricing does not include any applicable shipping or sales tax. NOTE: This pricing is FOB, IPS Group,San Diego, CA.Sales taxes(if applicable)and shipping charges will be added to the final invoice. IPS shall have the right to adjust Agreement pricing due to increases in Inflation as published by the US Bureau of Labor Statistics for All Items Consumer Price Index for All Urban Consumers(CPI-U)for the U.S. City Average compounded annually or as allowed by the contract terms and conditions. Additionally, IPS shall be entitled to increase pricing above inflation for items that IPS purchases on behalf of the client or items for which IPS cannot control,for example postage rates established by USPS. Page 10 of 16 561 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW 18653-A1,Attachment A P5 ENFORCEMENT MANAGEMENT SYSTEM AND CITATION PROCESSING SERVICES Enforcement Management System Units Unit Price One Time Setup&Configuration* Per Unit 5,000 10,000 Extended Project Management Free for the first 90 days,then charged monthly until Per Month 5,000.00 implementation is live. Data Conversion from Existing Citation Management System One-Time 2,500.00 Third Party Integration One-Time Setup Per Integration 1,500.00 Third Party Integration Ongoing Maintenance&Support Per integration/month 75.00 Greater of 1.50 per Enforcement Management System Ongoing Fee Per citation citation or 1,750.00 per month Handheld Device Mobile Data Plan(Voice/Text not included) Per unit/Per month 57.50 Handheld Device License&Support Per unit/Per month 57.50 Manual Citation Entry Fee Per unit 1.50 Registered Owner Acquisition** Per unit 1.25 Delinquent Notice Processing&Mailing(Includes postage) Per unit 1.25 Certified Letters(can be to be adjusted based on updated rates Per unit 12.50 from USPS) Additional Letters and Correspondence(Includes postage,but Per letter 1.25 can be adjusted based on rates from USPS) Online&IVR Secure Credit Card Gateway Fee Can be charged to the public Per citation 3.50 Assumes the use of the client merchant account Optional: IPS Merchant Hosting Fee 3.50+ Can be charged to the public Per transaction Interchange Fees Estimated Travel Expenses for Installation Per trip 2,000.00 On-site training and installation Per day 600.00 Remote training and installation Per unit INCLUDED Depends on scope and level of complexity. Registered owner acquisition fees subject to change based on local DMV rates and access to NLETS data(ORI required). Note:Postage and mailing fees may be increased based on increased introduced by USPS. Page 11 of 16 562 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW 18653-Al,Attachment A P5 IVR&LOCKBOX SERVICES Enforcement Management System Units Unit Price IVR Setup&Configuration One-Time 1,500.00 IVR Ongoing Maintenance&Support Per month 250.00 IVR Record&Store Calls(Optional) Per call 0.50 IVR Call Transcription (Optional) Per call 1.00 Lockbox Setup&Configuration One-Time 750.00 Lockbox Operations Per month 95.00 Lockbox Mail-in Payments Per unit 1.50 DELINQUENT COLLECTION SERVICES Collections Units Unit Price Advanced/Delinquent Collections of amount collected 35%of amount collected PUBLIC CLIENT 24 HOUR CALL CENTER Call Center Services Units Unit Price Cost Per Minute Per minute 1.50 NOTE:This pricing is FOB, IPS Group,San Diego, CA.Sales taxes(if applicable)and shipping charges will be added to the final invoice. IPS shall have the right to adjust Agreement pricing due to increases in Inflation as published by the US Bureau of Labor Statistics for All Items Consumer Price Index for All Urban Consumers(CPI-U)for the U.S. City Average compounded annually or as allowed by the contract terms and conditions. Additionally, IPS shall be entitled to increase pricing above inflation for items that IPS purchases on behalf of the client or items for which IPS cannot control,for example postage rates established by USPS. Page 12 of 16 563 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653-A1,Attachment A P5 r rnr.P PERMIT MANAGEMENT SYSTEM Item Units Unit Price Setup&Configuration* One-time 5,000-$10,000 Extended Project Management Free for the first 90 days,then charged monthly until Per Month 5,000.00 implementation is live. Permit Management System Ongoing Cost Per Permit 2.00 Permit Fulfillment Per unit 3.00 Physical Permit Stock(Hangtags/Stickers) Per unit TBQ Additional Letters and Correspondence(Includes postage) Per Letter 1.25 Third Party Integration Setup One-time 1,500.00 Third Party Integration Ongoing Maintenance&Support Per integration/month 75.00 Online Secure Credit Card Gateway Fee Can be charged to the public Per permit 3.50 Assumes the use of the client merchant account Optional:IPS Merchant Hosting Fee 3.50+ Per transaction Interchange Can be charged to the public Fees Depends on scope and level of complexity. NOTE:This pricing is FOB, IPS Group,San Diego, CA.Sales taxes(if applicable)and shipping charges will be added to the final invoice. IPS shall have the right to adjust Agreement pricing due to increases in Inflation as published by the US Bureau of Labor Statistics for All Items Consumer Price Index for All Urban Consumers(CPI-U)for the U.S. City Average compounded annually or as allowed by the contract terms and conditions. Additionally, IPS shall be entitled to increase pricing above inflation for items that IPS purchases on behalf of the client or items for which IPS cannot control,for example postage rates established by USPS. Page 13 of 16 564 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD C W 18653-A 1,Attachment A P5 rrrnr.r CURBSIDE RESERVATION SYSTEM Items Unit Unit Price One-Time Setup and Configuration 5,000.00 Meter Reservation Ongoing Cost* Per Reserved per space per day) Space Per Day 2.00 Credit Card Gateway Fee Can be charged to the public Per transaction 3.50 Assumes the use of the client merchant account Optional:IPS Merchant Hosting Fee Can be charged to the public Per transaction $3.50+Interchange Fees ADDITIONAL SCOPE AND ALTERNATIVE PRICING MODELS All-Inclusive or Per Ticket Pricing Options for Enforcement and Per unit TBQ Permitting Solutions* Customizations and development outside original scope of Per hour 220.00 work Quote to be provided based on number of tickets/permits issued, handhelds required, and other client information. Page 14 of 16 565 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653-A1,Attachment A P5 IPS LIMITED WARRANTY-ENFORCEMENT AND PERMITS IPS will provide a limited parts warranty for any physical product,such as handhelds or printers,in accordance with the manufacturer's warranty.Software Services are provided"as-is"in accordance with the scope of services and shall perform substantially in accordance with an identifiable set of functional specifications. IPS shall provide bug fixes and generally available upgrades at no cost during the contract term. Additional Warranty Provisions: Repair or replacement under warranty of any defective product or service does not extend the warranty period for that product or subcomponent. IPS will either repair or replace products or subcomponents,at our discretion,that are found to be defective within the defined warranty period,with transportation costs prepaid by the client. Returns for credit will only apply once IPS has received a defective product and confirmed that defects were within the warranty period and are covered under the terms and conditions of the warranty provided. THE WARRANTIES CONTAINED IN THE AGREEMENT DOCUMENTS ARE IPS'S SOLE AND EXCLUSIVE WARRANTIES. IPS AND ITS 3RD PARTY SUPPLIERS PROVIDE SOFTWARE SERVICES"AS IS". THE EXTENT OF IPS'S LIABILITY FOR A WARRANTY CLAIM IS LIMITED TO THE REPAIR OR REPLACEMENT OF THE DEFECTIVE EQUIPMENT AT THE DISCRETION OF IPS,OR REPAIR OR RESTORATION OF DEFECTIVE SOFTWARE SERVICE,AS QUICKLY AS PRACTICAL IPS DOES NOT PROVIDE ANY WARRANTY OF ANY KIND WITH REGARDS TO 3RD PARTY EQUIPMENT,WIRELESS COVERAGE OR SOFTWARE SERVICES,WHETHER SUPPLIED IN CONNECTION WITH THIS AGREEMENT OR OTHERWISE. IPS AND ITS 3RD PARTY SUPPLIERS AFFIRMATIVELY EXCLUDE ANY AND ALL OTHER WARRANTIES,CONDITIONS,OR REPRESENTATIONS(EXPRESS OR IMPLIED,ORAL OR WRITTEN),WITH RESPECT TO THE EQUIPMENT AND/OR SERVICES PROVIDED INCLUDING ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS OF TITLE, MERCHANTABILITY,OR FITNESS OR SUITABILITY FOR ANY PURPOSE(WHETHER OR NOT IPS KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED,OR IS OTHERWISE IN FACT AWARE OF ANY SUCH PURPOSE)WHETHER ARISING BY LAW OR BY REASON OF CUSTOM OF THE TRADE. Third Party Equipment: If any third party equipment is provided in connection with services provided by IPS,then the terms and conditions of the third party shall prevail and IPS shall pass through all benefits provided therein, however, IPS shall not provide additional warranty services without specific written acknowledgement of both parties. Exclusions: Warranty voided with use of imitation or non-genuine replacement parts,unauthorized alterations,abuse, vandalism,products subjected to unusual physical or electrical stress, improper handling or general misuse to the equipment(hardware or software),including attempted repairs that result in damage.Warranty specifically excludes any consumable items such as paper, batteries,etc. Software warranty is void if usernames and/or passwords are shared with 3rd parties,or allowance of 3rd party access to IPS software without IPS written consent,or any unauthorized changes or attempts to change IPS software. Force Majeure: IPS shall not be liable for any warranty provisions where such product failure is as a result of Acts of Nature(including fire,flood,earthquake,storm,hurricane or other natural disaster),war,invasion,act of foreign enemies,hostilities(whether war is declared or not),civil war, rebellion, revolution,insurrection, military or usurped power or confiscation,terrorist activities,nationalization, government sanction, blockage,embargo, labor dispute,strike,lockout or interruption or failure of electricity, internet services or cellular telecommunication failures caused by any of the events or causes described above. IPS provides no warranty with respect to any 3rd party hardware or software,whether supplied in connection with this Agreement or otherwise. IPS is not liable in any way as a result of use or performance of client internet service or wireless data services provided by national carriers. Page 15 of 16 566 Docusign Envelope ID:0BA50972-9308-4836-B03F-BB6970C53ECD CW18653-A1,Attachment A P5 l:Rnl 4' CITY MARKETING SERVICES Please choose from our tiered packages below.All marketing collateral/art files will be sent electronically. BASIC PACKAGE DELUXE PACKAGE PREMIUM PACKAGE Standard Website— Custom Website— Custom Website— City Hosted (HTML File) IPS Hosted (+Web Hosting) IPS Hosted (+Web Hosting) Choose One: Standard Tri-Fold or Custom Trifold Custom Trifold* a Standard Poster How-to-use Video(Embed Code) Custom Poster Custom Poster* 1 Round of Revisions Road or Garage Sign Design Road or Garage Sign Design Generic Press Release Custom Press Release Mini Postcard Mini Postcard* Tent Card Tent Card* How-to-Use Video(Embed Code) Window Cling* Up to 2 Rounds of Revisions Additional Outdoor Sign Design Promotional Landing Page Eblast for your Database 1 Design for Promo Item Custom Intro on How-to-Use Video(+Embed Code) Up to 4 Social Media Posts Up to 4 Rounds of Revisions Client Cost: Client Cost: Client Cost: 0.00 5,000 9,500 100/mo.web hosting fee) 100/mo.web hosting fee) Printing&shipping will be quoted separately. Prices above are subject to change. Customized programs beyond the scope of standard packages will be priced accordingly.A la carte services will be quoted separately.Additional edit rounds will be billed at$150/hr. For more information,please contact us. Page 16 of 16 567 Docusign Envelope ID•0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653-A1 , Attachment B 208 Pages 568 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-BB-3.3 REV:MARCH 2023 COMMONWEALTH OF PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION CONTRACT FOR PARKING MANAGEMENT SOLUTIONS WITH IPS GROUP, INC. Page 1 of 30 569 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE-BB-3 3 REV MARCH 2023 TABLE OF CONTENTS 1. TERM OF CONTRACT 3 2. DEFINITIONS 4 3. CONTRACTOR DUTIES 4 4. PURCHASE ORDERS 5 5. COST 6 6. ORDER OF PRECEDENCE 6 7. DELIVERY 7 8. INSPECTION AND REJECTION 7 9. CHANGES 8 10. OTHER CONTRACTORS 8 11. ASSIGNABILITY AND SUBCONTRACTING 8 12. COMPENSATION/INVOICES 9 13. PAYMENT 9 14. TAXES 10 15. INSURANCE 10 16. CONTRACTOR REPRESENTATIONS,WARRANTIES AND COVENANTS 11 17. OWNERSHIP RIGHTS 12 18. ASSIGNMENT OF ANTITRUST CLAIMS 12 19. LIMITATION OF STATE SYSTEM LIABILITY 12 20. HOLD HARMLESS 12 21. COMPLIANCE WITH LAW 13 22. DEFAULT 14 23. TERMINATION 15 24. CONTRACT CONTROVERSIES 16 25. FORCE MAJEURE 16 26. USE OF CONFIDENTIAL INFORMATION 17 27. NONDISCRIMINATION 20 28. SEXUAL HARASSMENT 20 29. BACKGROUND CHECKS FOR SECURE OR SENSITIVE AREAS 20 30. BACKGROUND CHECKS FOR MINORS 21 31. MANDATORY REPORTING REQUIREMENTS 21 32. CONTRACTOR RESPONSIBILITY 22 33. CONTRACTOR INTEGRITY 23 34. COMMONWEALTH EMPLOYEE ETHICS 26 35. AUDIT 26 36. RIGHT OF OFFSET 27 37. RIGHT TO KNOW LAW 27 38. APPLICABLE LAW 28 39. MISCELLANEOUS 28 Exhibits: Exhibit A-Data Security Addendum Exhibit B-Contractor's Technical Proposal Exhibit C-Contractor's Cost Proposal Exhibit D-Travel Expenditures for Contractors Page 2 of 30 570 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-BB-3.3 REV.MARCH 2023 COMMONWEALTH OF PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION CONTRACT FOR Parking Management Solutions THIS AGREEMENT, made and entered into between Pennsylvania's State System of Higher Education, 2300 Vartan Way, Suite 207, Harrisburg, PA 17110, an agency of the Commonwealth of Pennsylvania(hereinafter"PASSHE" or the "State System"), and IPS Group, Inc., at 7737 Kenamar Court, San Diego, CA 92121, acting through its proper officials, hereinafter referred to as "Contractor") (Federal I.D. #23-3028164). Both the State System and Contractor,when used together, are hereinafter referred to as"Parties." The State System is an instrumentality of the Commonwealth of Pennsylvania,established by and existing pursuant to Article XX-A of the Public School Code of 1949, as amended, 24 P.S. § 20-2001-A, et seq., and is authorized thereby to enter into this Contract. The State System desires to obtain a Parking Management Solution from the Contractor. The State System has partnered separately with OMNIA Partners to make this Contract available to the State System universities and other public agencies nationally, including state and local governmental entities, public and private primary, secondary, and higher education entities, non-profit entities, and agencies for the public benefit (Public Agencies), through OMNIA Partner's cooperative purchasing program. NOW THEREFORE, for and in consideration of the foregoing and the mutual promises hereinafter expressed and intending to be legally bound hereby, the Parties agree as follows: 1. TERM OF CONTRACT. a.The term of this Contract shall commence on the Effective Date (as defined below) and shall end thirty-six (36) months after the Effective Date, (the "Expiration Date"), subject to the other provisions of this Contract. b. The Effective Date shall be: a) the date this Contract has been fully executed by the Contractor and by the State System and all approvals required by the State System contracting procedures have been obtained; or b) the date referenced in this Contract,whichever is later. c.The Contracting Officer shall issue a written Notice to Proceed to the Contractor directing the Contractor to start performance on a date which is on or after the Effective Date. The Contractor shall not start the performance of any work prior to the date set forth in the Notice to Proceed and the State System shall not be liable to pay the Contractor for any service or work performed or expenses incurred before the date set forth in the Notice to Proceed. No State System employee has the authority to verbally direct the commencement of any work under this Contract. Page 3 of 30 571 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE-BB.3.3 REV:MARCH 2023 d.The State System reserves the right, upon notice to the Contractor, to extend the term of this Contract for up to three(3)months upon the same terms and conditions.This will be utilized to prevent a lapse in Contract coverage and only for the time necessary to enter into a new contract. e.This Contract may be renewed for an additional two (2) years in any combination designated by the State System. Any renewal would be by mutual written consent of both parties prior to the Expiration Date of the initial term. The potential contract period, including any renewals, may not exceed a period of five (5) years. 2.DEFINITIONS. As used in this Contract, these words shall have the following meanings: a.Contracting Officer: The person authorized to administer this Contract for the State System and to make written determinations with respect to this Contract. b.Days: Unless specifically indicated otherwise, days mean calendar days. c.Developed Works or Developed Materials: All documents, sketches, drawings, designs, works, papers, files, reports, computer programs, computer documentation, data, records, software, samples or any other tangible material without limitation authored or prepared by Contractor as the work product covered in the scope of work for the Project. d.Services: All Contractor activity necessary to satisfy this Contract. 3. CONTRACTOR DUTIES. The Contractor, subject to the terms and conditions set forth below, shall provide a Parking Management Solution (Equipment and Services) and shall perform the following specified duties on an as-needed basis. a.Scope. The Contractor will provide its IPS Enforcement Management System (EMS), including Parking Pay Stations, License Recognition Plates, and Permit Management Services as requested by a State System University or Participating Public Agency. b.Cooperative Contract. The State System has partnered with OMNIA Partners to make this Contract available to other public agencies nationally,including state and local governmental entities, public and private primary, secondary, and higher education entities, non-profit entities, and agencies for the public benefit (Public Agencies), through OMNIA Partner's cooperative purchasing program. The State System is acting as the lead contracting agency for any other Public Agency that elects to utilize this Contract. Use of this Contract by any Public Agency is preceded by a registration with OMNIA Partners a Participating Public Agency). c.Technical Requirements. The Parking Management Solution shall include the following requirements, as described in greater detail in the Contractor's Technical Proposal, Exhibit B. 1. Parking Management Solutions, Parking Pay Stations 2. GEOfencing Technology 3. License Plate Recognition Technology 4. NCIC and CLEAN Reporting 5. Citation Processing Management and Support Services 6. Permit Management system 7. Integration 8. Purging and Archiving 9. Warning Letters 10. Data Storage 11. Reporting Page 4 of 30 572 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE-BB-3 3 REV MARCH 2023 d. Deliverables. 1. Cloud-based Integrated Parking Access Revenue Control Systems (PARCS) 2. Real-Time Dynamic Space and Vehicle Counting System 3. Parking Guidance Signs (PGS) 4. RFID Readers/Gate Operations 5. Single Sign-On Capabilities 6. Wayfinding/Brand and Preferred Optional Integrated Services, including: i. Parking Pay Stations/Meters ii. Mobile Payment iii. Citation/Permit Management Software iv. Enforcement Handhelds v. Collection Services vi. Mobile/Handheld License Plate Recognition Technology 4.PURCHASE ORDERS. a.This Contract has been established based on RFP # D00528712455 for a Parking Management Solution and contains established prices, but does not provide a guarantee of work being awarded under this Contract. A State System University or Public Agency may issue Purchase Orders against this contract when it seeks to have the Contractor provide the Services under this Contract. These orders constitute the Contractor's authority to make delivery. All Purchase Orders received by the Contractor up to and including the Expiration Date of this Contract are acceptable and must be performed in accordance with this Contract. Contractors are not permitted to accept Purchase Orders that require performance extended beyond those performance time periods specified in this Contract unless specifically authorized by the Contracting Officer, but in any event, no longer than ninety (90) days after the Expiration Date of this Contract period. Each Purchase Order will be deemed to incorporate the terms and conditions set forth in this Contract. b. This Contract does not constitute a commitment to purchase the Services by the State System or any Public Agency. Any purchases made under this Contract shall be made directly be a State System University or Public Agency. The Contract shall make available, at a minimum, the Services as described in greater detail herein pursuant to the terms and conditions set forth in this Contract. c.Purchase Orders may be issued electronically through the State System's procurement platform, Ariba SourcePoint, or through a Public Agency. Receipt of the electronic transmission of the Purchase Order shall constitute receipt of an order. Purchase Orders received by the Contractor after 4:00 p.m. will be considered received the following business day. d. Upon receipt of a Purchase Order, the Contractor shall promptly and properly transmit an acknowledgement in return. Any Purchase Order issued electronically shall not give rise to any obligation to deliver on the part of the Contractor, or any obligation to receive and pay for delivered products on the part of the State System University,unless and until the State System University transmitting the Purchase Order has properly received an acknowledgement. Page 5 of 30 573 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE-BB-3 3 REV:MARCH 2023 e.The parties agree that no writing shall be required in order to make the Purchase Order legally binding,notwithstanding contrary requirements in any law. The parties hereby agree not to contest the validity or enforceability of a genuine Purchase Order or acknowledgement issued electronically under the provisions of a statute of frauds or any other applicable law relating to whether certain agreements be in writing and signed by the party bound thereby.Any genuine Purchase Order or acknowledgement issued electronically, if introduced as evidence on paper in any judicial or administrative proceedings, will be admissible as between the parties to the same extent and under the same conditions as other business records originated and maintained in documentary form. Neither party shall contest the admissibility of copies of genuine Purchase Orders or acknowledgements under either the business records exception to the hearsay rule or the best evidence rule on the basis that the order or acknowledgement was not in writing or signed by the parties. A Purchase Order or acknowledgment shall be deemed to be genuine for all purposes if it is transmitted to the location designated for such documents. Each party will immediately take steps to verify any document that appears to be obviously garbled in transmission or improperly formatted to include re-transmission of any such document if necessary. 5. COST. a.The Contractor shall provide the services and/or materials per the pricing structure outlined in Exhibit C, Contractor's Cost Proposal, based on the scope of the services being requested by a University or Public Agency, and shall be reflected in the Purchase Order. b.The State System and its Universities qualify for governmental discounts and educational discounts. Unit prices shall reflect these discounts. Contractor warrants that the terms, conditions and price(s) for the goods or services sold to the Universities hereunder are not less favorable to the Universities than those extended to any other comparable agencies, institutions, universities, teaching hospitals, colleges, or community colleges ("similar parties") for the same or similar goods or services in similar quantities or scope of work. In the event Contractor reduces its prices or provides more favorable terms and conditions to the public or to similar parties for such goods or services during the term of this Contract, Contractor agrees to reduce the price(s) charged under this Contract effective as of the date of such price reduction and offer the more favorable terms and conditions as of the date of such offer. For purposes of determining whether a prompt-payment discount, if applicable, may be taken by the Universities or Public Agency, the starting date of such period shall be the later date of the properly executed invoice or the date of completion of services or delivery of product. Contractor warrants that prices on this Contract shall be complete, and no additional charges of any type shall be added without the State System's express written consent. Such additional charges include, but are not limited to shipping, packaging, labeling, custom duties, taxes, storage, insurance, boxing and crating. c.The State System reserves the right to purchase goods and services covered under this Contract through a separate procurement procedure, whenever the State System deems it to be in its best interest. 6. ORDER OF PRECEDENCE. In the event of any conflict or purported conflict as between any document or exhibit in this Contract, the order of precedence shall be defined as follows, ordered from first preference to last. a.Contract# CW 18653 (this document). b.Exhibit A, Data Security Addendum. c.Exhibit B, Contractor's Technical Proposal. d.Exhibit C, Contractor's Cost Proposal. Page 6 of 30 574 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHF-BB-3 3 REV MARCH 2023 7. DELIVERY. a.COMPLIANCE WITH DELIVERY SCHEDULE: Unless otherwise stated in this Contract, delivery must be made within thirty(30) days after the Effective Date. Following the Effective Date of this Contract, if it is found the goods or services cannot be delivered within the time specified in this Contract, the Contractor must provide written notice thereof immediately to the State System University or Public Agency, including the reason(s) for the delay along with the anticipated date of delivery. Any notice to the ate System University or Public Agency as to possible delay shall not constitute a waiver of the ate System University or Public Agency rights under this Contract, nor shall such actions affect the responsibility of the Contractor to deliver goods or perform services in accordance with the delivery schedule prescribed by this Contract. b.SUPPLIES DELIVERY: All item(s) shall be delivered duty paid (DDP) to the location specified. The Contractor agrees to bear the risk of loss, injury, or destruction of the item(s)ordered prior to receipt of the items by the ate System University or Public Agency. Such loss, injury, or destruction shall not release the Contractor from any contractual obligations. c.DELIVERY OF SERVICES: The Contractor shall proceed with all due diligence in the performance of the services with qualified personnel and in accordance with any completion criteria set forth in this Contract. 8. INSPECTION AND REJECTION. a.The State System reserves the right to require any and all Contractors to: (i) provide certified data from laboratory testing performed by the Contractor, or performed by an independent laboratory, as specified by the State System University or Public Agency; (ii) supply published manufacturer product documentation; (iii) permit a State System University or Public Agency representative to witness testing at the Contractor's location or at an independent laboratory; (iv)complete a survey/questionnaire relating to the bid requirements and specifications; (v) provide customer references; and (vi) provide a product demonstration at a location near the State System University or Public Agency. b. No item(s) or services received by the State System shall be deemed accepted until the State System University or Public Agency has had a reasonable opportunity to make an inspection. Any item(s) that is discovered to be defective or fail(s) to conform to the specifications may be rejected upon initial inspection or at any later time if the defects contained in the item(s) or the noncompliance with the specifications were not reasonably ascertainable upon the initial inspection. The decision of the Contracting Officer shall be final. It shall thereupon become the duty of the Contractor to remove rejected item(s) from the premises without expense to the State System University or Public Agency within fifteen 15) days after notification. Rejected item(s) left longer than fifteen (15) days will be regarded as abandoned, and the State System University or Public Agency shall have the right to dispose of them as its own property and shall retain that portion of the proceeds of any sale that represents the State System University's or Public Agency's costs and expenses in regard to the storage and sale of the item(s). Upon notice of rejection, the Contractor shall immediately render service(s) or replace all such rejected item(s) provided with others conforming to the specifications and that are not defective. If the Contractor fails, neglects or refuses to do so, the State System University or Public Agency shall then have the right to procure a corresponding quantity of such item(s) or service(s) and deduct from any monies due or that Page 7 of 30 575 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970053ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE-BB-3.3 REV MARCH 2023 may thereafter become due to the Contractor the difference between the price stated in this Contract and the cost thereof to the State System University or Public Agency. c.The State System shall have the right to not regard any rejected material as abandoned and to demand that the Contractor remove the rejected material from the premises within thirty (30) days of notification. The Contractor shall be responsible for removal of the rejected material as well as proper clean-up.If the Contractor fails or refuses to remove the rejected material as demanded by the State System University or Public Agency, the State System University or Public Agency may seek payment from, or set-off from any payments due to the Contractor under this or any other Contract with the Commonwealth of Pennsylvania, the costs of removal and clean-up. This is in addition to all other rights to recover costs incurred by the State System University or Public Agency. 9. CHANGES. The State System reserves the right to make changes at any time during the term of this Contract or any renewals or extensions thereof: 1)to increase or decrease the quantities resulting from variations between any estimated quantities in this Contract and actual quantities necessary to meet the requirements of the University or Public Agency; 2) to make non-material changes to the services within the scope of this Contract to meet the needs of the University or Public Agency except in no event shall the cost of any goods or services ordered exceed any stated not to exceed amount for this Contract; 3) to notify the Contractor that the University or Public Agency is exercising any Contract renewal or extension option; or 4) to modify the time of performance that does not alter the scope of this Contract to extend the completion date beyond the Expiration Date of this Contract or any renewals or extensions thereof. Any such change shall be made by the Contracting Officer by notifying the Contractor in writing. The change shall be effective as of the date of the notification of the change,unless the notification of change specifies a later effective date. Such increases,decreases,changes,or modifications will not invalidate this Contract, nor, if performance security is being furnished in conjunction with this Contract, release the security obligation. Any dispute by the Contractor in regard to the performance required by any notification of change shall be handled through the section entitled CONTRACT CONTROVERSIES. 10. OTHER CONTRACTORS. The State System may undertake or award other contracts for additional or related work, and the Contractor shall fully cooperate with other contractors and University or Public Agency employees, and coordinate its work with such additional work as may be required. The Contractor shall not commit or permit any act that will interfere with the performance of work by any other contractor or by University or Public Agency employees. The requirements set forth in this section shall be included in the contracts of all contractors with which this Contractor will be required to cooperate. The University or Public Agency shall equitably enforce this section as to all contractors to prevent the imposition of unreasonable burdens on any contractor. 11. ASSIGNABILITY AND SUBCONTRACTING. a.Subject to the terms and conditions of this section, this Contract shall be binding upon the parties and their respective successors and assigns. b.The Contractor shall not subcontract with any person or entity to perform all or any part of the work to be performed under this Contract without the prior written consent of the Contracting Officer, which consent may be withheld at the sole and absolute discretion of the Contracting Officer. c.The Contractor may not assign, in whole or in part, this Contract or its rights, duties, obligations, or responsibilities hereunder without the prior written consent of the Contracting Officer, which consent may be withheld at the sole and absolute discretion of the Contracting Officer. Page 8 of 30 576 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHF BB•3.3 REV:MARCH 2023 d. Notwithstanding the foregoing,the Contractor may,without the consent of the Contracting Officer, assign its rights to payment to be received under this Contract, provided that the Contractor provides written notice of such assignment to the Contracting Officer together with a written acknowledgement from the assignee that any such payments are subject to all of the terms and conditions of this Contract. e.For the purposes of this Contract, the term "assign" shall include, but shall not be limited to,the sale,gift,assignment,pledge,or other transfer of any ownership interest in the Contractor provided, however, that the term shall not apply to the sale or other transfer of stock of a publicly traded company. f.Any assignment consented to by the Contracting Officer shall be evidenced by a written assignment agreement executed by the Contractor and its assignee in which the assignee agrees to be legally bound by all of the terms and conditions of this Contract and to assume the duties,obligations, and responsibilities being assigned. g. A change of name by the Contractor, following which the Contractor's federal tax identification number remains unchanged, shall not be considered to be an assignment hereunder. The Contractor shall give the Contracting Officer written notice of any such change of name. 12. COMPENSATION/INVOICES. a.The Contractor shall be required to perform at the price(s)quoted in this Contract.All items shall be performed within the time period(s) specified in the Contract. The Contractor shall be compensated only for items supplied and performed to the satisfaction of the University or Public Agency. The Contractor shall not be allowed or paid travel or per diem expenses except as specifically set forth in this Contract. b.The Contractor shall send an itemized invoice to the address referenced on this Contract promptly after items are satisfactorily delivered. The invoice should include only amounts due under this Contract. This Contract number must be included on all invoices. In addition, the University or Public Agency shall have the right to require the Contractor to prepare and submit a "Work In Progress" sheet that contains, at a minimum, the tasks performed, number of hours, hourly rates, and the purchase order or task order to which it refers. c.Contractor may not impose a surcharge or demurrage for any reason, unless authorized by the State System or Public Agency in writing. Surcharges/demurrage charges not approved in writing shall not be paid if invoiced, and the University or Public Agency shall not be liable for or penalized in any way for lack of payment. d.Each invoice shall be itemized with detail deemed adequate by the University or Public Agency or it will be returned as improper and the time for processing a payment will be suspended until the University or Public Agency receives a correct invoice. In no instance shall any payment be made for services to the Contractor that are not in accordance with the prices on the Purchase Order, this Contract, updated price lists or any discounts negotiated by the University or the Public Agency. e.The University or Public Agency shall have the right to require the Contractor to prepare and submit a"Work In Progress"sheet that contains,at a minimum,the tasks performed,number of hours, hourly rate, and the Purchase Order to which it refers. 13. PAYMENT. a.The Universities shall put forth reasonable efforts to make payment by the required payment date. The required payment date is: (a)the date on which payment is due under the terms of this Page 9 of 30 577 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHF-BB-3.3 REV.MARCH 2023 Contract; (b) thirty (30) days after a proper invoice actually is received at the "Bill To" address if a date on which payment is due is not specified in this Contract (a "proper" invoice is not received until the University or Public Agency accepts the service as satisfactorily performed); or (c) the payment date specified on the invoice if later than the dates established by (a) and (b) above. Payment may be delayed if the payment amount on an invoice is not based upon the price(s) as stated in this Contract. If any payment is not made within fifteen (15) days after the required payment date, the University or Public Agency may pay interest as determined by the Secretary of Budget in accordance with Act No. 266 of 1982 and regulations promulgated pursuant thereto. Payment should not be construed by the Contractor as acceptance of the service performed by the Contractor. The University or Public Agency reserves the right to conduct further testing and inspection after payment, but within a reasonable time after performance, and to reject the service if such post-payment testing or inspection discloses a defect or a failure to meet specifications. b. The Universities shall have the option of using the University or Public Agency purchasing card to make purchases under this Contract or a Purchase Order. The University's or Public Agency's purchasing card is similar to a credit card in that there will be a small fee that the Contractor will be required to pay and the Contractor will receive payment directly from the card issuer rather than the University or Public Agency. Any and all fees related to this type of payment are the responsibility of the Contractor. In no case will the State System allow increases in prices to offset credit card fees paid by the Contractor or any other charges incurred by the Contractor, unless specifically stated in the terms of this Contract or a Purchase Order. c.The Universities may make contract payments through Automated Clearing House(ACH). Within 10 days of award of this Contract or a Purchase Order, the Contractor must submit or must have already submitted their ACH information to the University. The Contractor must submit a unique invoice number with each invoice submitted. The unique invoice number will be listed on the University's ACH remittance advice to enable the Contractor to properly apply the University's payment to the invoice submitted. It is the responsibility of the Contractor to ensure that the ACH information provided to the University is accurate and complete. Failure to maintain accurate and complete information may result in delays in payments. 14. TAXES. The State System is exempt from all excise taxes imposed by the Internal Revenue Service and has accordingly registered with the Internal Revenue Service to make tax free purchases under Registration No. 23740001-K. With the exception of purchases of the following items, no exemption certificates are required and none will be issued: undyed diesel fuel, tires, trucks, gas guzzler emergency vehicles and sports fishing equipment. The State System is also exempt from Pennsylvania state sales tax, local sales tax, public transportation assistance taxes and fees and vehicle rental tax. The Department of Revenue regulations provide that exemption certificates are not required for sales made to governmental entities and none will be issued.Nothing in this section is meant to exempt a construction contractor from the payment of any of these taxes or fees that are required to be paid with respect to the purchase, use, rental, or lease of tangible personal property or taxable services used or transferred in connection with the performance of a construction contract. 15. INSURANCE. Unless otherwise agreed to in writing by the parties, Contractor shall procure and maintain during the term of this Contract, at its own expense, the following insurance coverage: a.Worker's compensation insurance as required by Pennsylvania law for all employees engaged in work. Page 10 of 30 578 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHF--BB-3.3 REV MARCH 2023 b. Commercial general liability insurance including coverage against any claims(s)that might occur in carryout out this Contract. Minimum coverage shall be one million dollars ($1,000,000) liability for bodily injury and property damage including products liability and completed operations. c.Automobile liability insurance for all owned, non-owned and hired vehicles that are used in carrying out this Contract. Minimum coverage shall be one million dollars ($1,000,000)per occurrence combined single limit for bodily injury and property damages per accident. d. The State System reserves the right to require higher or lower limits where warranted. e.Upon request by the State System, the Contractor is required to provide a Certificate of Insurance from a company licensed to do business in the Commonwealth of Pennsylvania, with a minimum AM Best rating of A-, and signed by an authorized agent. A minimum 60-day cancellation notice is desired. 16. CONTRACTOR REPRESENTATIONS, WARRANTIES AND COVENANTS. a.WARRANTY: The Contractor warrants that all items furnished and all services performed by the Contractor, its agents and subcontractors shall be free and clear of any defects in workmanship or materials and comply with all applicable safety requirements under applicable law, including OSHA Standards. Unless otherwise stated in this Contract, all items are warranted for a period of one year following delivery by the Contractor and acceptance by the University or Public Agency. The equipment manufacturer's standard warranty shall apply as a minimum and must be honored by the Contractor. The Contractor shall repair, replace or otherwise correct any problem with the delivered item. When an item is replaced, it shall be replaced with an item of equivalent or superior quality without any additional cost to the University or Public Agency. b. PATENT, COPYRIGHT AND TRADEMARK INDEMNITY: The Contractor warrants that it is the sole owner or author of, or has entered into a suitable legal agreement concerning either: a) the design of any product or process provided or used in the performance of this Contract that is covered by a patent, copyright, or trademark registration or other right duly authorized by state or federal law or b) any copyrighted matter in any report document or other material provided to the State System under this Contract. The Contractor shall defend any suit or proceeding brought against the State System on account of any alleged patent, copyright or trademark infringement in the United States of any of the products provided or used in the performance of this Contract.This is upon condition that the State System shall provide prompt notification in writing of such suit or proceeding; full right, authorization and opportunity to conduct the defense thereof; and full information and all reasonable cooperation for the defense of same. As principles of governmental or public law are involved, the State System may participate in or choose to conduct, in its sole discretion, the defense of any such action. If information and assistance are furnished by the State System at the Contractor's written request, it shall be at the Contractor's expense, but the responsibility for such expense shall be only that within the Contractor's written authorization. The Contractor shall indemnify and hold the State System harmless from all damages, costs, and expenses, including attorney's fees that the State System may pay or incur by reason of any infringement or violation of the rights occurring to any holder of copyright, trademark, or patent interests and rights in any products provided or used in the performance of this Contract. If any of the products provided by the Contractor in such suit or proceeding are held to constitute infringement and the use is enjoined, the Contractor shall, at its own expense and at its option, either procure the right to continue use of such infringing products,replace them with non-infringing equal performance products or Page 11 of 30 579 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHF BB-3.3 REV MARCH 2023 modify them so that they are no longer infringing. If the Contractor is unable to do any of the preceding, the Contractor agrees to remove all the equipment or software that is obtained contemporaneously with the infringing product, or, at the option of the State System, only those items of equipment or software that are held to be infringing, and to pay the State System: 1) any amounts paid by the State System towards the purchase of the product, less straight line depreciation; 2) any license fee paid by the State System for the use of any software, less an amount for the period of usage; and 3) the pro rata portion of any maintenance fee representing the time remaining in any period of maintenance paid for. The obligations of the Contractor under this section continue without time limit. No costs or expenses shall be incurred for the account of the Contractor without its written consent. c.COVENANT AGAINST CONTINGENT FEES: The Contractor warrants that no person or selling agency has been employed or retained to solicit or secure this Contract upon an agreement or understanding for a commission,percentage,brokerage, or contingent fee, except bona fide employees or bona fide established commercial or selling agencies maintained by the Contractor for the purpose of securing business. For breach or violation of this warranty, the State System shall have the right to terminate this Contract without liability or in its discretion to deduct from this Contract price or consideration, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee. 17. OWNERSHIP RIGHTS. The State System shall have unrestricted authority to reproduce, distribute, and use any submitted report, data or material, and any software or modifications and any Developed Works and Developed Materials as part of the performance of this Contract,which may include written reports and analyses, diagrams, maps, logical and physical designs, system designs, computer programs, flow charts, disks, and/or other machine-readable storage media. 18. ASSIGNMENT OF ANTITRUST CLAIMS. The Contractor and the State System recognize that in actual economic practice, overcharges by the Contractor's suppliers resulting from violations of state or federal antitrust laws are in fact borne by the State System. As part of the consideration for the award of this Contract, and intending to be legally bound, the Contractor assigns to the State System all right, title and interest in and to any claims the Contractor now has, or may acquire, under state or federal antitrust laws relating to the products and services that are the subject of this Contract. 19. LIMITATION OF STATE SYSTEM LIABILITY. IN NO EVENT SHALL THE STATE SYSTEM BE LIABILE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, LOST PROFITS OR OTHER DAMAGES ARISING OUT OF THIS CONTRACT. THE STATE SYSTEM'S TOTAL OBLIGATION UNDER THIS CONTRACT SHALL NOT EXCEED THE COST FOR ALL GOODS AND SERVICES UNDER THIS CONTRACT WITHOUT REGARD TO THE THEORY OF RECOVERY OR THE NATURE OF THE CAUSE OF ACTION. THIS PROVISION SHALL NOT BE CONSTRUED TO LIMIT THE SOVEREIGN IMMUNITY OF THE COMMONWEALTH OR OF THE STATE SYSTEM OF HIGHER EDUCATION. 20. HOLD HARMLESS. The Contractor shall hold the State System harmless from and indemnify the State System, the State System of Higher Education and the Commonwealth of Pennsylvania against any and all third party claims, demands and actions based upon or arising out of any activities performed by the Contractor and its employees and agents under this Contract, provided the State System gives Contractor prompt notice of any such claim of which it learns. Pursuant to the Commonwealth Attorneys Act (71 P.S. Section 732-101, et seq.), the Office of Attorney General (OAG) has the sole authority to represent the State System in actions brought against the State System. The OAG may, however, in its sole discretion and under such terms as it deems appropriate, delegate its right of defense. If OAG Page 12 of 30 580 Docusign Envelope ID 0BA50972-93D8-4838-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE-BB-3 3 REV.MARCH 2023 delegates the defense to the Contractor, the State System will cooperate with all reasonable requests of Contractor made in the defense of such suits.Notwithstanding the above,neither party shall enter into any settlement without the other party's written consent, which shall not be unreasonably withheld. The State System may, in its sole discretion, allow the Contractor to control the defense and any related settlement negotiations. 21. COMPLIANCE WITH LAW. The Contractor shall comply with all applicable federal and state laws and regulations and local ordinances in the performance of this Contract. More specifically: a.ENVIRONMENTAL LAWS AND REGULATIONS: In the performance of this Contract, the Contractor shall minimize pollution and shall strictly comply with all applicable environmental laws and regulations, including, but not limited to, the Clean Streams Law Act of June 22, 1937 (P.L. 1987, No. 394), as amended 35 P.S. § 691.601 et seq.; the Pennsylvania Solid Waste Management Act, Act of July 7, 1980 (P.L. 380, No. 97), as amended, 35 P.S. § 6018.101 et seq.; and the Dam Safety and Encroachment Act, Act of November 26, 1978 (P.L. 1375, No. 325), as amended, 32 P.S. § 693.1. b.POST-CONSUMER RECYCLED CONTENT: Except as specifically waived by the State System in writing, any supplies that are provided to the State System as a part of the performance of this Contract must meet the minimum percentage levels for total recycled content and post-consumer recycled content or are otherwise environmentally preferable as certified under a third party independently verified life cycle analysis conforming to the ISO 14040 series of standards or as specified in the guidelines or in the Department of General Services (DGS) specifications (available on the DGS website at www.dgs.state.pa.us), whichever reflects the higher level of post-consumer recycled content on the date of submission of the bid,proposal or contract offer. c.RECYCLED CONTENT ENFORCEMENT: The Contractor may be required, after delivery of the Contract item(s), to provide the State System with documentary evidence that the item(s) was in fact produced with the required minimum percentage of post-consumer and recovered material content. d. HAZARDOUS SUBSTANCES. The Contractor shall provide information to the State System about the identity and hazards of hazardous substances supplied or used by the Contractor in the performance of the Contract. The Contractor must comply with Act 159 of October 5, 1984, known as the Worker and Community Right to Know Act" and the regulations promulgated pursuant thereto at 4 Pa. Code Section 301.1 et seq., as well as all applicable federal law, which includes providing a copy of any Material Safety Data Sheet for each order of a hazardous chemical, as defined under 29 CFR 1910.1200. e.EXPORT CONTROL LAW COMPLIANCE. To the extent Contractor is providing devices/technology or data under this Contract, Contractor acknowledges that a foreign national(s) may use the device/technology/and or data at the State System. Contractor shall comply with all U.S. export control laws and regulations, including but not limited to the International Traffic in Arms Regulations ITAR), 22 CFR Parts 120 through 130, and the Export Administration Regulations(EAR), 15 CFR Parts 730 through 799, in the performance of this Contract. In the absence of available license exemptions/exceptions, Contractor shall be responsible for obtaining the appropriate licenses or other authorizations, if required, for exports of hardware, technical data, and software, or for the provision of technical assistance. Contractor shall be responsible for all regulatory record keeping requirements associated with the use of licenses and license exemptions/exceptions. Prior to disclosing or transferring to the State System any hardware, technical data, software or product utilizing any such data which is subject to export controls under federal law, Contractor shall notify the State System in writing of the nature and extent of the export control. The State System shall have the right to decline any such technical Page 13 of 30 581 Docusign Envelope ID:0BA50972-93D8-4836-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-BB-3.3 REV.MARCH 2023 data or product utilizing such data. In the event Contractor sends any such technical data or product that is subject to export control,without notice of the applicability of such export control,the State System has the right to immediately terminate this Contract. 22. DEFAULT. a.The State System may,subject to the provisions of the section entitled FORCE MAJEURE and in addition to its other rights under this Contract, declare the Contractor in default by written notice thereof to the Contractor, and terminate (as provided in the section entitled TERMINATION) the whole or any part of this Contract or any Purchase Order for any of the following reasons: 1) Failure to begin work within the time specified in this Contract Order or a Purchase Order or as otherwise specified; 2) Failure to perform the work with sufficient labor, equipment, or material to ensure the completion of the specified work in accordance with the terms of this Contract or a Purchase Order; 3) Unsatisfactory performance of the work; 4) Failure to deliver awarded item(s) within the time specified in this Contract or a Purchase Order or as otherwise specified; 5) Improper or untimely delivery; 6) Failure to provide an item(s) that is in conformance with the specifications referenced in this Contract or a Purchase Order; 7) Delivery of a defective item; 8) Failure or refusal to remove material, or remove and replace any work rejected as defective or unsatisfactory; 9) Discontinuance of work without approval; 10)Failure to resume work, which has been discontinued, within a reasonable time after notice to do so; 11)Insolvency, bankruptcy or placed into receivership; 12)Assignment made for the benefit of creditors; 13)Failure or refusal within 10 days after written notice by the Contracting Officer, to make payment or show cause why payment should not be made of any amounts due for materials furnished, labor supplied or performed, equipment rentals, or for utility services rendered; 14)Failure to protect, to repair, or to make good any damage or injury to property; 15)Breach of any provision of this Contract; 16)Failure to comply with representations made in the Contractor's bid, proposal or contract offer; or 17)Failure to comply with applicable industry standards, customs, and practice. b.In the event that the State System terminates this Contract or any Purchase Order in whole or in part as provided in subparagraph a. above, the State System may procure, upon such terms and in Page 14 of 30 582 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-BB-3 3 REV MARCH 2023 such manner as it determines, items similar or identical to those so terminated, and the Contractor shall be liable to the State System for any reasonable excess costs for such similar or identical items included within the terminated part of this Contract or a Purchase Order. c.If this Contract or a Purchase Order is terminated as provided in subparagraph a. above, the State System, in addition to any other rights provided in this section, may require the Contractor to transfer title and deliver immediately to the State System in the manner and to the extent directed by the Contracting Officer, such partially completed items, including, where applicable, reports, working papers and other documentation, as the Contractor has specifically produced or specifically acquired for the performance of such part of this Contract or a Purchase Order as has been terminated. Except as provided below, payment for completed work accepted by the State System shall be at the price set forth in this Contract. Except as provided below, payment for partially completed items including, where applicable, reports and working papers delivered to and accepted by the State System shall be in an amount agreed upon by the Contractor and Contracting Officer. The State System may withhold from amounts otherwise due the Contractor for such completed or partially completed works, such sum as the Contracting Officer determines to be necessary to protect the State System against loss. d. The rights and remedies of the State System provided in this section shall not be exclusive and are in addition to any other rights and remedies provided by law or under this Contract. e.The State System's failure to exercise any rights or remedies provided in this section shall not be construed to be a waiver by the State System of its rights and remedies in regard to the event of default or any succeeding event of default. f.Following exhaustion of the Contractor's administrative remedies as set forth in the section entitled CONTRACT CONTROVERSIES of this Contract, the Contractor's exclusive remedy shall be to seek damages in the Commonwealth of Pennsylvania Board of Claims. 23. TERMINATION. The State System has the right to terminate this Contract (including any Purchase Order issued under this Contract)for any of the following reasons.Termination shall be effective upon written notice to the Contractor. a.TERMINATION FOR CONVENIENCE: The State System shall have the right to terminate this Contract for its convenience without penalty or recourse if the State System determines termination to be in its best interest. Upon receipt of the written notice, the Contractor shall immediately stop all work as directed in the notice,notify all subcontractors of the effective date of the termination and minimize all further costs to the State System. The Contractor shall be paid for work satisfactorily completed prior to the effective date of the termination and this shall be the Contractor's sole remedy against the State System in the event of termination under this provision. In no event shall the Contractor be entitled to recover loss of profits, loss of use of money, or administrative or overhead costs. b. NON-APPROPRIATION: The State System's universities' obligation to make payments during any State System fiscal year succeeding the current fiscal year shall be subject to availability and appropriation of funds by a granting agency, the Commonwealth or a governing body. When funds are not appropriated or otherwise made available to support continued performance in a subsequent fiscal year period, the State System shall have the right to terminate this Contract. The Contractor shall be paid for work satisfactorily completed prior to the notice of non-appropriation. The Contractor may be reimbursed for the reasonable value of any nonrecurring costs incurred but not amortized in the price of the supplies or services delivered under this Contract. Such reimbursement shall not include loss of profit, loss of use Page 15 of 30 583 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD PENNSYLVANIA STATE.SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE-BB-3 3 REV MARCH 2023 of money, or administrative or overhead costs. The reimbursement amount may be paid for any appropriations made available for that purpose. c.TERMINATION FOR CAUSE: The State System shall have the right to terminate this Contract for Contractor default under the section entitled DEFAULT, upon written notice to the Contractor. The State System shall also have the right, upon written notice to the Contractor, to terminate this Contract for other cause as specified in the Contract or by law. If it is later determined that the State System erred in terminating this Contract for cause, then, at the State System's discretion, this Contract shall be deemed to have been terminated for convenience under subparagraph a. above. 24. CONTRACT CONTROVERSIES. a.In the event of a controversy or claim arising from this Contract, the Contractor must, within six(6) months after the cause of action occurs, file a written claim with the Contracting Officer for a determination, stating all grounds upon which the Contractor asserts a controversy or claim. The written claim shall state all grounds upon which the Contractor asserts a controversy exists. If the Contractor fails to file a claim or files an untimely claim, the Contractor is deemed to have waived its right to assert a claim in any forum. At the time the claim is filed, or within sixty (60) days thereafter, either party may request mediation through the Commonwealth of Pennsylvania's Office of General Counsel Mediation Program. b.If the Contractor or the Contracting Officer requests mediation and the other party agrees, the Contracting Officer shall promptly make arrangements for mediation. Mediation shall be scheduled so as to not delay the issuance of the final determination beyond the required 120 days after receipt of the claim if mediation is unsuccessful. c.If mediation is not agreed to or if resolution is not reached through mediation, the Contracting Officer shall review timely-filed claims and issue a final determination, in writing, regarding the claim. The final determination shall be issued within 120 days of the receipt of the claim, unless extended by consent of the Contracting Officer and the Contractor. The Contracting Officer shall send his/her written determination to the Contractor. If the Contracting Officer fails to issue a final determination within the 120 days (unless extended by consent of the parties), the claim shall be deemed denied. The Contracting Officer's determination shall be the final order of the purchasing agency. d.Within fifteen (15)days of the mailing date of the determination denying a claim or within 135 days of filing a claim if no extension is agreed to by the parties,whichever occurs first, the Contractor may file a statement of claim with the Commonwealth Board of Claims which retains exclusive jurisdiction. Pending a final judicial resolution of a controversy or claim, the Contractor shall proceed diligently with the performance of this Contract in a manner consistent with the determination of the Contracting Officer and the State System shall compensate the Contractor pursuant to the terms of this Contract. 25. FORCE MAJEURE. a.Neither party will incur any liability to the other if its performance of any obligation under this Contract is prevented or delayed by an event or circumstance beyond its control,regardless of whether it was foreseeable, that was not caused by the party who is unable to perform (the"nonperforming party") provided the nonperforming party complies with the provisions of this section. Causes and circumstances beyond a party's control may include, but are not limited to, acts of God or war, changes in controlling law, regulations, orders or the requirements of any governmental entity, severe weather conditions, civil disorders, natural disasters, fire, epidemics and quarantines, general strikes throughout the trade or other Page 16 of 30 584 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-BB-3.3 REV:MARCH 2023 labor disputes affecting either party, and freight embargoes. Causes and circumstances beyond a party's control do not include a strike or other labor unrest that affects only one party or an increase in prices. b. Upon identifying an event or circumstance a party believes is beyond its control, nonperforming party shall notify the other party as soon as practicable and in writing no later than five(5) days after the date on which the nonperforming party becomes aware, or should have reasonably become aware,that such event or circumstance would prevent or delay its performance. Such notification shall (i) describe fully such cause(s) and its effect on performance, (ii) state whether performance under this Contract is prevented or delayed and (iii) if performance is delayed, state a reasonable estimate of the duration of the delay and all reasonable efforts being undertaken to attempt performance, limit delay and limit damages. The nonperforming party shall have the burden of proving that such event or circumstance delayed or prevented its performance despite its diligent efforts to perform and shall produce such supporting documentation as the other party may reasonably request, including providing updates regarding the event or circumstance as it is ongoing. After receipt of such notification,the party receiving notice of the event or circumstance may elect to cancel this Contract, cancel the Purchase Order, or to extend the time for performance as reasonably necessary to compensate for the delay. c.In the event of a declared emergency by competent governmental authorities, the State System, by notice to the Contractor may suspend all or a portion of this Contract or a Purchase Order issued under this Contract. 26. USE OF CONFIDENTIAL INFORMATION. a.As Used in this Section "the PA Data Breach Notification Act" shall refer to the Pennsylvania Breach of Personal Information and Notification Act,71 Pa.C.S. §2031,et.seq.,as amended by Act No. 151 of 2022, and any subsequent amendments through the term of this Contract. b.In addition to all other Notice requirements otherwise provided for by this Agreement,any notice required of Contractor pursuant to this section shall be made by email directed to: ContractorCyberIncident(apasshe.edu. c.The following words or phrases, as used in this Section, shall be given the same definition as they are given in the PA Data Breach Act: "Breach of the security of the system," "Determination," Discovery," and"Personal Information." d. Covered Data and Information ("CDI") includes, Personal Information, paper and electronic financial information, student education records, as well as any other data marked as confidential provided by the State System or its students to the Contractor to perform the services under this Contract. e.Disclosure of CDI: Contractor shall not copy, report or release CDI or information concerning the State System or its students, employees or customers to third parties except when essential for authorized use under this Contract and then only with State System's prior written approval and only where the third parties sign agreements containing substantially the same provisions as contained in this section. Any such report or release of information shall, at a minimum, comply with those requirements enumerated in the Gramm-Leach-Bliley Act(15 U.S.C. §6801 et seq.),the Family and Educational Rights and Privacy Act of 1974(20 U.S.C. §1232g), and applicable State System or Board of Governors policies or standards for safeguarding such information, and all other applicable laws regarding consumer privacy Page 17 of 30 585 Docusign Envelope ID:0BA50972-93D8-483B-803F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-BB-3.3 REV MARCH 2023 and confidential information. The Contractor agrees not to use CDI for any purpose other than the purpose for which the disclosure was made. f.Maintenance of CDI: The Contractor shall develop, implement, maintain, and use appropriate administrative, technical, and physical security measures to preserve the confidentiality, integrity, and availability of all electronically maintained or transmitted CDI received from or on behalf of the State System or its students. The Contractor will extend these measures by contract to all subcontractors used by the Contractor. At a minimum, the Contractor agrees to guard the confidentiality of the State System's confidential information with the same diligence with which it guards its own proprietary information. g.If the Contractor maintains or stores computerized data on behalf of the State System that constitutes Personal Information the Contractor shall: 1) Utilize encryption, or other appropriate security measures, to reasonably protect the transmission of personal information from being viewed or modified by an unauthorized third party. The Contractor shall develop and maintain (or continue to maintain if such a policy already exists) a policy to govern the proper encryption or other appropriate security measures and transmission of data the State System. In developing the policy,the Contractor shall reasonably consider similar existing Federal policies and other policies,best practices identified by other states and relevant studies and other sources as appropriate in accordance with best practices as established by the Federal Government and the Commonwealth of Pennsylvania. The policy shall be reviewed at least annually and updated as necessary. 2) Develop (or continue to maintain if such a policy already exists) a policy to govern reasonably proper storage of the Personal Information. A goal of the policy shall be to reduce the risk of future breaches of the security of the system. In developing the policy, the Contractor shall reasonably consider similar existing Federal policies and other policies, best practices identified by other states and relevant studies and other sources as appropriate in accordance with best practices as established by the Federal Government and the Commonwealth of Pennsylvania. The policy shall be reviewed at least annually and updated as necessary. h.Destruction or Return of CDI: Upon termination, cancellation, expiration or other conclusion of this Contract or any license granted hereunder,the Contractor will return to the State System all copies of CDI in the Contractor's possession, unless the Contracting Officer consents in writing to the preservation of a copy of the CDI for archival purposes. The Contractor shall provide a certificate to the State System confirming the date of destruction of the CDI. i.Reporting of Unauthorized Disclosures Misuse of CDI, or Breach of the security of the system: The Contractor shall, as soon as reasonably practicable upon Discovery, and in accordance with all applicable state and federal statutes and regulations, and in no event more than 24-hours following Determination of the Breach of the security of the system, report to the State System any Breach of the security of the system,use or disclosure of CDI not authorized by this Contract,by Contractor or any party to whom Contractor has given access or control of CDI. The Contractor's report shall identify: (i) the Page 18 of 30 586 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHF BB-3.3 REV.MARCH 2023 nature of the unauthorized Breach of the security, use or disclosure, (ii) any CDI used or disclosed, (iii) the identity of any known party who perpetrated the Breach of the security of the system, made the unauthorized use or received the unauthorized disclosure, (iv)what the Contractor has done or shall do to mitigate any deleterious effect of the Beach of the security of the system, unauthorized use or disclosure, and (v) what corrective action the Contractor has taken or shall take to prevent future similar Breach of the security of the system, unauthorized use or disclosure. The Contractor shall provide such other information, including a written report, as reasonably requested by the State System. j.Notification following Breach of the Security of the System: Upon Determination that a Breach of the security of the system has occurred, Contractor shall, in addition to the above requirement regarding notification of the State System, comply with all relevant state and federal laws and regulations regarding notification of data breach, including, but not limited to, the PA Data Breach Notification Act. k.Remedies: If the State System reasonably determines in good faith that the Contractor has materially breached any of its obligations under this provision, the State System, in its sole discretion, shall have the right to require the Contractor to submit to a plan of monitoring and reporting; provide the Contractor with a thirty(30) day period to cure the breach; or terminate this Contract immediately if cure is not possible. Before exercising any of these options,the State System shall provide written notice to the Contractor describing the violation and the action it intends to take. If the Office of the Chief Privacy Officer ("OCPO") of the U.S. Department of Education determines that the Contractor improperly disclosed personally identifiable information obtained from the State System's education records,the State System may not allow the Contractor access to education records for at least five (5) years. 1.The obligations stated in this section do not apply to information: 1) already known to the recipient at the time of disclosure other than through the contractual relationship; 2) independently generated by the recipient and not derived from the information supplied by the disclosing party; 3) known or available to the public, except where such knowledge or availability is the result of unauthorized disclosure by the recipient of the proprietary information; 4) disclosed to the recipient without a similar restriction by a third party who has the right to make such disclosure; or 5) required to be disclosed by the recipient by law, regulation, court order, or other legal process. m. Indemnity: The Contractor shall defend and hold the State System harmless from all claims, liabilities, damages, or judgments brought by a third party, including the State System's costs and attorney fees, to the extent arising as a result of the Contractor's negligent or willful failure to meet any of its obligations under this section. Page 19 of 30 587 Docusign Envelope ID:0BA50972-93D8-483B-603F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-BB-3.3 REV MARCH 2023 27. NONDISCRIMINATION. The parties shall comply with all applicable state and federal statutes and regulations governing equal employment opportunity, non-discrimination and immigration. The parties agree to continue their respective policies of nondiscrimination based on Title VI of the Civil Rights Act of 1964 in regard to sex, age, race, color, creed, and national origin; Title IX of the Education Amendments of 1972 and other applicable laws; as well as the provisions of the Americans with Disabilities Act. Pursuant to federal regulations promulgated under the authority of the Americans With Disabilities Act, 28 C.F.R. § 35.101 et seq., the Contractor understands and agrees that it shall not cause any individual with a disability to be excluded from participation in this Contract or from activities provided for under this Contract on the basis of the disability. As a condition of accepting this Contract, the Contractor agrees to comply with the "General prohibitions against discrimination" set forth in 28 C.F.R. § 35.130, and all other regulations promulgated under Title II of the Americans With Disabilities Act which are applicable to all benefits,services,programs,and activities provided by the Commonwealth of Pennsylvania through contracts with outside contractors. 28. SEXUAL HARASSMENT. Federal law and the policies of the State System prohibit sexual harassment of State System employees or students. Sexual harassment includes any unwelcome sexual advance toward a State System employee or student, or any other verbal or physical conduct of a sexual nature that is so severe or pervasive as to create a hostile or offensive working environment for State System employees, or a hostile or offensive academic environment for students. State System vendors, subcontractors and suppliers for this project are required to exercise control over their employees so as to prohibit acts of sexual harassment of State System employees and students. The employer of any person who the State System, in its reasonable judgment, determines has committed an act of sexual harassment agrees as a term and condition of this Contract to cause such person to be removed from the project site and from State System premises and to take such other action as may be reasonably necessary to cause the sexual harassment to cease. In addition, the State System may proceed with debarment or suspension or make appropriate reports in accordance with the Contractor Responsibility Program. 29. BACKGROUND CHECKS FOR SECURE OR SENSITIVE AREAS. a.At the direction of the State System, the Contractor must, at its expense, arrange for a background check for each of its employees, as well as the employees of any of its subcontractors, who will have access to secure or sensitive areas on the State System's campus, either through on-site access or through remote access, as determined by the State System. Before the State System will permit an employee or subcontractor of the Contractor to have access to secure or sensitive areas on the System's campus,the Contractor may be required provide written confirmation that appropriate background checks have been conducted. b. Access to certain State System buildings may be controlled by means of card readers and secured visitors' entrances. State System contracted personnel who have regular and routine business in State System worksites may be issued a photo identification or access badge, at the discretion of the State System, subject to State System policy or direction. The Contractor shall be responsible for all fees in connection is issuance of photo identification or access badges c.The State System may provide Contractor employees who work on a State System campus with a designated email or other network access for use by the employee for performance under this Contract. Any such access must be in accordance with all applicable laws and State System policies. d.If it is discovered at any time that an individual who has access to a secure or sensitive area on campus has a criminal record that includes a felony or misdemeanor involving terroristic behavior, violence, use of a lethal weapon, breach of trust/fiduciary responsibility or that raises concerns about Page 20 of 30 588 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE-BB3.3 REV MARCH 2023 building, system or personal security, or is otherwise job-related, the Contractor shall not assign that employee to any State System facilities, shall remove any access privileges already given to the employee and shall not permit that employee remote access unless the State System consents to the access,in writing, prior to the access. e.Failure of the Contractor to comply with the terms of this section on more than one occasion or Contractor's failure to appropriately address any single failure to the satisfaction of the State System may result in the Contractor being deemed in default of its Contract. 30. BACKGROUND CHECKS FOR MINORS. a.The Contractor must arrange for a background check for each of its employees, as well as the employees of any of its subcontractors, who will provide a program, activity or service to the State System that is responsible for the care, supervision, guidance, or control of children or as otherwise designated by the State System under applicable policy. The Contractor will be responsible for any such associated costs. b.Before the State system will permit an employee or subcontractor of the Contractor to provide any program, activity or service to the State System where the employee or subcontractor is responsible for the care, supervision,guidance,or control of children,the Contractor must provide written confirmation that background checks have been conducted in accordance with applicable law and policies. If it is discovered at any time that an individual has a criminal record that includes one of the enumerated offenses set forth in section 6344(c) of the Child Protective Services Law, 23 Pa.C.S. § 6344, the Contractor shall immediately remove the employee or subcontractor from assignment to the State System under this Contract. c.The State System specifically reserves the right to conduct background checks over and above that described herein or as otherwise required by applicable law. d.The State System may provide Contractor employees who work on a State System campus with a designated email or other network access for use by the employee for performance under this Contract. Any such access must be in accordance with all applicable laws and State System policies. e.Failure of the Contractor to comply with the terms of this section on more than one occasion or Contractor's failure to appropriately address any single failure to the satisfaction of the State System may result in the Contractor being deemed in default of its Contract. 31. MANDATORY REPORTING REQUIREMENTS. a.All employees, subcontractors and volunteers of Contractor who provide a program, activity, or service to the State System that are responsible for the care, supervision, guidance, or control of children are considered mandated reporters of suspected cases of child abuse under Pennsylvania law. All mandated reporters shall make an immediate report of suspected child abuse if the individual has reasonable cause to suspect that a child is the victim of child abuse under any of the following circumstances: (i)the mandated reporter comes into contact with the child in the course of employment, occupation and practice of a profession or through a regularly scheduled program, activity or service; (ii) the mandated reporter is directly responsible for the care, supervision, guidance or training of the child, or is affiliated with an agency, institution, organization, school, regularly established church or religious organization or other entity that is directly responsible for the care, supervision, guidance or training of the child; (iii) a person makes a specific disclosure to the mandated reporter that an identifiable child is the victim of child abuse; or(iv) an individual 14 years of age or older makes a specific disclosure to the mandated reporter that the individual has committed child abuse. The minor is not required to come before Page 21 of 30 589 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHF BB-3.3 REV.MARCH 2023 the mandated reporter in order for the mandated reporter to make a report of suspected child abuse. The mandated reporter does not need to determine the identity of the person responsible for the child abuse to make a report of suspected child abuse. b.Mandated reporters must immediately make an oral report of suspected child abuse to the Department of Human Services (DHS), formerly the Department of Public Welfare, by calling ChildLine at 1-800-932-0313, or by filing a written report with DHS through Pennsylvania's Child Welfare Information Solution portal (https://www.compass.state.pa.us/CWIS). If an oral report is made, a written report shall also be made within 48 hours to DHS or the county agency assigned to the case as prescribed by DHS. If a mandated reporter feels that a child is in an emergency situation, the mandated reporter should call local law enforcement or 911 immediately. In addition to the mandatory reporting requirements above,employees and subcontractors of Contractor must immediately notify the State System that a report of suspected child abuse has been made. 32. CONTRACTOR RESPONSIBILITY. For the purpose of these provisions, the term Contractor is defined as any person, including, but not limited to, a bidder, offeror, loan recipient, grantee or lessor, who has furnished or performed or seeks to furnish or perform, goods, supplies, services, leased space, construction or other activity, under a contract, grant, lease, purchase order or reimbursement agreement with the Commonwealth of Pennsylvania(Commonwealth). The term Contractor includes a permittee, licensee, or any agency, political subdivision, instrumentality, public authority, or other public entity in the Commonwealth. a.The Contractor certifies, in writing, for itself and its subcontractors required to be disclosed or approved by the Commonwealth, that as of the date of its execution of this Bid/Contract, that neither the Contractor, nor any such subcontractors, are under suspension or debarment by the Commonwealth or any governmental entity, instrumentality, or authority and, if the Contractor cannot so certify, then it agrees to submit, along with its Bid/Contract, a written explanation of why such certification cannot be made. b.The Contractor also certifies, in writing, that as of the date of its execution of this Bid/Contract it has no tax liabilities or other Commonwealth obligations, or has filed a timely administrative or judicial appeal if such liabilities or obligations exist, or is subject to a duly approved deferred payment plan if such liabilities exist. c.The Contractor's obligations pursuant to these provisions are ongoing from and after the effective date of the Contract through the termination date thereof. Accordingly, the Contractor shall have an obligation to inform the Commonwealth if, at any time during the term of the Contract, it becomes delinquent in the payment of taxes, or other Commonwealth obligations, or if it or, to the best knowledge of the Contractor, any of its subcontractors are suspended or debarred by the Commonwealth, the federal government, or any other state or governmental entity. Such notification shall be made within 15 days of the date of suspension or debarment. d.The failure of the Contractor to notify the Commonwealth of its suspension or debarment by the Commonwealth, any other state, or the federal government shall constitute an event of default of the Contract with the Commonwealth. e.The Contractor agrees to reimburse the Commonwealth for the reasonable costs of investigation incurred by the Office of State Inspector General for investigations of the Page 22 of 30 590 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE-BB-3.3 REV'MARCH 2023 Contractor's compliance with the terms of this or any other agreement between the Contractor and the Commonwealth that results in the suspension or debarment of the contractor. Such costs shall include,but shall not be limited to, salaries of investigators, including overtime; travel and lodging expenses; and expert witness and documentary fees. The Contractor shall not be responsible for investigative costs for investigations that do not result in the Contractor's suspension or debarment. f.The Contractor may search the current list of suspended and debarred Commonwealth contractors by visiting the eMarketplace website at http://www.emarketplace.state.pa.us and clicking the Debarment List tab. 33. CONTRACTOR INTEGRITY. It is essential that those who seek to contract with the Commonwealth observe high standards of honesty and integrity. They must conduct themselves in a manner that fosters public confidence in the integrity of the Commonwealth contracting and procurement process. a. DEFINITIONS. For purposes of this section, the following terms shall be defined as follows: 1) "Affiliate" means two or more entities where (a) a parent entity owns more than fifty percent of the voting stock of each of the entities;or(b)a common shareholder or group of shareholders owns more than fifty percent of the voting stock of each of the entities; or(c)the entities have a common proprietor or general partner. 2) "Consent" means written permission signed by a duly authorized officer or employee of the State System, provided that where the material facts have been disclosed, in writing, by prequalification,bid, proposal, or contractual terms, the State System shall be deemed to have consented by virtue of the execution of this Contract. 3) "Contractor"means the individual or entity that has entered into this Contract with the State System. 4) "Contractor Related Parties"means any affiliates of the Contractor and the Contractor's executive officers, Pennsylvania officers and directors, or owners of 5% or more interest in the Contractor. 5) "Financial Interest"means either: a) Ownership of more than a five percent interest in any business; or b) Holding a position as an officer, director, trustee, partner, employee, or any position of management. 6) "Gratuity" means tendering, giving, or providing anything of more than nominal monetary value including, but not limited to, cash, travel, entertainment, gifts, meals, lodging, loans, subscriptions, advances, deposits of money, services, employment, or contracts of any kind. The exceptions set forth in the Governor's Code of Conduct, Executive Order 1980-18, the 4 Pa. Code §7.153(b), shall apply. 7) "Non-bid Basis" means a contract awarded or executed by the State System with Contractor without seeking bids or proposals from any other potential bidder or offeror. b.In furtherance of this policy, Contractor agrees to the following: Page 23 of 30 591 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHF BB-3.3 REV:MARCH 2023 1) Contractor shall maintain the highest standards of honesty and integrity during the performance of this Contract and shall take no action in violation of state or federal laws or regulations or any other applicable laws or regulations, or other requirements applicable to Contractor or that govern contracting or procurement with the Commonwealth. 2) Contractor shall establish and implement a written business integrity policy, which includes, at a minimum, the requirements of these provisions as they relate to the Contractor activity with the Commonwealth and Commonwealth employees and which is made known to all Contractor employees. Posting these Contractor Integrity provisions conspicuously in easily-accessible and well-lighted places customarily frequented by employees and at or near where the services are performed shall satisfy this requirement. 3) Contractor, its affiliates, agents, employees and anyone in privity with Contractor shall not accept, agree to give,offer,confer, or agree to confer or promise to confer, directly or indirectly,any gratuity or pecuniary benefit to any person, or to influence or attempt to influence any person in violation of any federal or state law, regulation, executive order of the Governor of Pennsylvania, statement of policy, management directive or any other published standard of the Commonwealth in connection with performance of work under this Contract, except as provided in this Contract. 4) Contractor shall not have a financial interest in any other contractor, subcontractor, or supplier providing services, labor, or material under this Contract, unless the financial interest is disclosed to the State System in writing and the State System consents to Contractor's financial interest. Contractor shall disclose the financial interest to the State System at the time of bid or proposal submission, or if no bids or proposals are solicited, no later than Contractor's submission of this Contract signed by Contractor. 5) Contractor certifies to the best of its knowledge and belief that within the last five (5) years Contractor or Contractor Related Parties have not: a) been indicted or convicted of a crime involving moral turpitude or business honesty or integrity in any jurisdiction; b) been suspended, debarred or otherwise disqualified from entering into any contract with any governmental agency; c) had any business license or professional license suspended or revoked; d) had any sanction or finding of fact imposed as a result of a judicial or administrative proceeding related to fraud, extortion, bribery, bid rigging, embezzlement, misrepresentation or anti-trust; and e) been, and are not currently, the subject of a criminal investigation by any federal, state or local prosecuting or investigative agency or civil anti-trust investigation by any federal, state or local prosecuting or investigative agency. If Contractor cannot so certify to the above, then it must submit along with its bid, proposal or contract a written explanation of why such certification cannot be made and the State System will determine whether a contract may be entered into with the Contractor. The Contractor's obligation pursuant to this certification is ongoing from Page 24 of 30 592 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW18653 PASSHE-BB-3 3 REV.MARCH 2023 and after the Effective Date of this Contract through the Expiration Date. Accordingly, the Contractor shall have an obligation to immediately notify the State System in writing if at any time during the term of this Contract it becomes aware of any event that would cause the Contractor's certification or explanation to change. Contractor acknowledges that the State System may, in its sole discretion, terminate this Contract for cause if it learns that any of the certifications made herein are currently false due to intervening factual circumstances or were false or should have been known to be false when entering into the contract. 6) Contractor shall comply with the requirements of the Lobbying Disclosure Act (65 Pa.C.S. §13A01 et seq.) regardless of the method of award. If this Contract was awarded on a non-bid Basis, Contractor must also comply with the requirements of Section 1641 of the Pennsylvania Election Code(25 P.S. §3260a). 7) When Contractor has reason to believe that any breach of ethical standards as set forth in law, the Governor's Code of Conduct, or these Contractor Integrity provisions has occurred or may occur,including but not limited to contact by a Commonwealth officer or employee which, if acted upon, would violate such ethical standards, Contractor shall immediately notify the Contracting Officer or the Office of the State Inspector General in writing. 8) Contractor, by submission of its bid or proposal or execution of this Contract and by the submission of any bills, invoices or requests for payment pursuant to this Contract, certifies and represents that it has not violated any of these Contractor Integrity provisions in connection with the submission of the bid or proposal,during any contract negotiations or during the term of this Contract, to include any extensions thereof. Contractor shall immediately notify the Contracting Officer in writing of any actions for occurrences that would result in a violation of these Contractor Integrity provisions. Contractor agrees to reimburse the Commonwealth for the reasonable costs of investigation incurred by the Office of the State Inspector General, the State System and the Commonwealth for investigations of the Contractor's compliance with the terms of this or any other agreement between the Contractor and the Commonwealth that results in the suspension or debarment of the Contractor. Contractor shall not be responsible for investigative costs for investigations that do not result in the Contractor's suspension or debarment. 9) Contractor shall cooperate with the Office of the State Inspector General, the State System and the Commonwealth in any investigation of any alleged Commonwealth agency or employee breach of ethical standards and any alleged Contractor non- compliance with these Contractor Integrity provisions. Contractor agrees to make identified Contractor employees available for interviews at reasonable times and places. Contractor, upon the inquiry or request of a Commonwealth investigator, shall provide, or if appropriate, make promptly available for inspection or copying, any information of any type or form deemed relevant by the investigating Commonwealth agency to Contractor's integrity and compliance with these provisions. Such information may include, but shall not be limited to, Contractor's business or financial records, documents or files of any type or form that refer to or concern this Contract. Contractor shall incorporate the obligations set forth in this section in any agreement, contract or subcontract it enters into in the course of the performance of this Contract Page 25 of 30 593 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD PENNSYLVANIA STATE.SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHF BB-3 3 REV.MARCH 2023 solely for the purpose of obtaining subcontractor compliance with this provision. The incorporation of this provision in a subcontract shall not create privity of contract between the State System and any such subcontractor, and no third party beneficiaries shall be created thereby. 10)For violation of any of these Contractor Integrity provisions, the State System may terminate this and any other contract with Contractor, claim liquidated damages in an amount equal to the value of anything received in breach of these provisions, claim damages for all additional costs and expenses incurred in obtaining another contractor to complete performance under this Contract, and debar and suspend Contractor from doing business with the Commonwealth. These rights and remedies are cumulative, and the use or non-use of any one shall not preclude the use of all or any other. These rights and remedies are in addition to those the Commonwealth may have under law, statute, regulation,policy or otherwise. 34. COMMONWEALTH EMPLOYEE ETHICS. a.The Commonwealth Procurement Code, 62 Pa.C.S. § 101 et seq.,provides that any attempt by a Commonwealth employee to realize personal gain through public employment by conduct inconsistent with the proper discharge of the duties of the employee is a breach of a public trust and that Commonwealth employees must avoid conflict of interest or improper use of confidential information. 62 Pa. C. S. § 2302(a). b.Pursuant to the Public Official and Employee Ethics Act("Ethics Act"), 65 Pa.C.S. §1101 et seq., subject to certain statutory exceptions, "public officials" or "public employees" as defined by the Ethics Act, 65 Pa.C.S. §1102, are prohibited from: a)using the authority of their public positions to obtain a private pecuniary benefit(financial gain that is not authorized in law)for themselves,member(s)of their immediate family, or businesses with which they or member(s) of their immediate family are associated; and b)using any confidential information received from their public positions to obtain a private pecuniary benefit(financial gain that is not authorized in law) for themselves, member(s)of their immediate family, or businesses with which they or member(s) of immediate family are associated. 65 Pa.C.S. § 1103(a). c.State advisors" and "State consultants" as those terms are defined in the State Adverse Interest Act, 71 P.S. § 7761 et eq., having recommended to the State agency that he or she served, either in the making of a contract or a course of action of which the making of a contract is an express or implied part, are prohibited from "hav[ing] an adverse interest" in such contract, as that term is defined in the statute. A State employee, as that term is defined in the statute, is prohibited from having an adverse interest in a contract with the State agency by which he or she is employed and from influencing or attempting to influence the making of or supervise or in any manner deal with any contract in which the employee has an adverse interest. For purposes of this section, State agency shall refer to the Pennsylvania State System of Higher Education. d.The Contractor must report any known or suspected violations of the provisions of this section to the State System or the Office of the Chancellor, attn.: Chief Counsel. 35. AUDIT. The State System and the Commonwealth of Pennsylvania shall have the right, at reasonable times and at a site designated by the State System, to audit the books, documents and records of the Contractor to the extent that the books, documents and records relate to costs or pricing data for this Contract.The Contractor agrees to maintain records that will support the prices charged and costs incurred for this Contract. The Contractor shall preserve books, documents, and records that relate to costs or Page 26 of 30 594 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE-BB3.3 REV.MARCH 2023 pricing data for this Contract for a period of three (3) years from date of final payment. The Contractor shall give full and free access to all records to the State System, the Commonwealth of Pennsylvania and their authorized representatives. 36. RIGHT OF OFFSET. The Contractor acknowledges and agrees that the State System may set off the amount of any state tax liability or other obligation of the Contractor or its subsidiaries to the Commonwealth of Pennsylvania against any payments due the Contractor under any contract with the Commonwealth of Pennsylvania. 37. RIGHT TO KNOW LAW. a.The Pennsylvania Right-to-Know Law, 65 P.S. §§ 67.101-3104, ("RTKL") applies to this Contract. b.If the State System needs the Contractor's assistance in any matter arising out of the RTKL related to this Contract, it shall notify the Contractor using the legal contact information provided in this Contract. The Contractor,at any time,may designate a different contact for such purpose upon reasonable prior written notice to the State System. c.Upon written notification from the State System that it requires the Contractor's assistance in responding to a request under the RTKL for information related to this Contract that may be in the Contractor's possession, constituting, or alleged to constitute, a public record in accordance with the RTKL ("Requested Information"), the Contractor shall: 1) Provide the State System, within ten (10) days after receipt of written notification, access to, and copies of, any document or information in the Contractor's possession arising out of this Contract that the State System reasonably believes is Requested Information and may be a public record under the RTKL; and 2) Provide such other assistance as the State System may reasonably request, in order to comply with the RTKL with respect to this Contract. d.If the Contractor considers the Requested Information to include a request for a Trade Secret or Confidential Proprietary Information, as those terms are defined by the RTKL, or other information that the Contractor considers exempt from production under the RTKL, the Contractor must notify the State System and provide, within seven (7) days of receiving the written notification, a written statement signed by a representative of the Contractor explaining why the requested material is exempt from public disclosure under the RTKL. e.The State System will rely upon the written statement from the Contractor in denying a RTKL request for the Requested Information unless the State System determines that the Requested Information is clearly not protected from disclosure under the RTKL in which case the Contractor shall provide the Requested Information within five (5) days of receipt of written notification of the State System's determination. f.If the Contractor fails to provide the Requested Information within the time period required by these provisions, the Contractor shall indemnify and hold the State System harmless for any damages, penalties, costs, detriment or harm that the State System may incur as a result of the Contractor's failure, including any statutory damages assessed against the State System. g. The State System will reimburse the Contractor for any costs associated with complying with these provisions only to the extent allowed under the fee schedule established by State System or if Page 27 of 30 595 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHF BB-3.3 REV MARCH 2023 none, by the Office of Open Records or as otherwise provided by the RTKL if a fee schedule is inapplicable. h. The Contractor may file a legal challenge to any State System decision to release a record to the public with the Office of Open Records, or in an appropriate Pennsylvania Court, however, the Contractor shall indemnify the State System for any legal expenses incurred as a result of such a challenge and shall hold the State System harmless for any damages, penalties, costs, detriment or harm that the State System may incur as a result of the Contractor's failure, including any statutory damages assessed against the State System, regardless of the outcome of such legal challenge. As between the parties, the Contractor agrees to waive all rights or remedies that may be available to it as a result of the State System's disclosure of Requested Information pursuant to the RTKL. 38. APPLICABLE LAW. This Contract shall be governed by and interpreted and enforced in accordance with the laws of the Commonwealth of Pennsylvania (without regard to any conflict of laws provisions) and the decisions of the Pennsylvania courts. The Contractor consents to the jurisdiction of any court of the Commonwealth of Pennsylvania and any federal courts in Pennsylvania, waiving any claim or defense that such forum is not convenient or proper. The Contractor agrees that any such court shall have in personam jurisdiction over it, and consents to service of process in any manner authorized by Pennsylvania law. 39. MISCELLANEOUS. a.PUBLICITY: Contractor shall not reference or use the name of the Commonwealth of Pennsylvania, the State System of Higher Education, the State System or any official, employee, unit or department or any logo,trademark or symbol associated with any of the above for commercial promotion. News releases or other publicity pertaining to this Contract shall not be made without the prior written approval of the State System. b.INTEGRATION: This Contract, including all referenced documents and any issued Purchase Order(s),constitute the entire agreement between the parties.No agent,representative,employee or officer of either the State System or the Contractor has authority to make, or has made, any statement, agreement or representation, oral or written, in connection with this Contract, which in any way can be deemed to modify, add to or detract from, or otherwise change or alter its terms and conditions. No negotiations between the parties, nor any custom or usage, shall be permitted to modify or contradict any of the terms and conditions of the Contract. No modifications, alterations, changes, or waiver to this Contract or any of its terms shall be valid or binding unless accomplished by a written amendment signed by both parties. All such amendments will be made using the appropriate State System form. c.CONTROLLING TERMS AND CONDITIONS: The terms and conditions of this Contract shall be the exclusive terms of agreement between the Contractor and the State System. All quotations requested and received from the Contractor are for obtaining firm pricing only. Other terms and conditions or additional terms and conditions included or referenced in the Contractor's quotations,invoices,business forms, or other documentation shall not become part of the parties' agreement and shall be disregarded by the parties, unenforceable by the Contractor and not binding on the State System unless specifically referenced as being incorporated into this Contract. In the event attachments containing additional terms are incorporated as part of this Contract, the terms and conditions herein shall control and prevail over any such attachments, regardless of any language contained therein to the contrary. Page 28 of 30 596 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE-BB-3.3 REV:MARCH 2023 d.SEVERABILITY: If any provision of this Contract is held by a court of competent jurisdiction to be contrary to law or rendered unlawful by a legislative act, such provision shall be interpreted to be modified so as to best accomplish the objectives of the original provision to the fullest extent allowed by law, and the remaining provisions of this Contract shall remain in full force and effect. e.SURVIVAL: The terms and conditions of this Contract that by their sense and context are intended to survive termination or expiration hereof shall so survive. f.NOTICE: Any written notice to any party under this Contract shall be deemed sufficient if delivered personally, or by facsimile, telecopy, electronic or digital transmission (provided such delivery is confirmed), or by a recognized overnight courier service (e.g., DHL, Federal Express, etc.) with confirmed receipt, or by certified or registered United States mail, postage prepaid, return receipt requested, and sent to the other party at the address set forth in this Contract. In the case of an alleged breach of this Contract, a copy of the written notice to the State System shall also be provided to the following: State System Legal Counsel, 2300 Vartan Way, Suite 207, Harrisburg, PA 17110. g.LEGISLATIVE AND POLICY UPDATES: The parties acknowledge that it may be necessary from time to time to modify the provisions of this Contract to comply with legislative or policy updates, including updates to policies of the Pennsylvania State System of Higher Education. In such cases,the State System will notify the Contractor of the necessary changes and the parties will incorporate such changes into an amendment to this Contract. h.THIRD PARTY BENEFICIARY:The State System and the Contractor are the only parties to this Contract and are the only parties entitled to enforce its terms. Nothing in this Contract gives or is intended to give or shall be construed to give or provide any benefit or right,directly or indirectly,to third parties. i.INDEPENDENT CONTRACTOR: In performing its obligations under this Contract, the Contractor will act as an independent contractor and not as an employee or agent of the State System. The Contractor will be responsible for all services in this Contract whether or not Contractor provides them directly.Further,the Contractor is the sole point of contact with regard to all contractual matters,including payment of any and all charges resulting from the Contract. j.COUNTERPARTS: This Contract may be signed in counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument. Page 29 of 30 597 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION Contract Inquiry No. CW 18653 PASSHE-BB-3 3 REV*MARCH 2023 IN WITNESS WHEREOF, the parties hereto have caused this Contract to be executed pursuant to due and legal action authorizing the same to be done on the date(s)below. FOR THE CONTRACTOR: FOR THE STATE SYSTEM: DocuSigned by: jtif tl.AlA d d, 7/5/2023 Individual or Partner or Member Date recio°r"Procurement Shared Services Date if Contractor is an individual or partnership or limited liability company)APPROVED AS TO FISCAL RESPONSIBILITY, BUDGETARY APPROPRIATENESS AND AVAILABILITY OF FUNDS Title 1—DocuSigned by: MALI NAV 7/9/2023 Cffl'e?Pfffi1i ial Officer Date DocuSigned NAJALL 6/29/2023 APPROVED AS TO FORM AND LEGALITY qi nt Date Circle ltle) DocuSigned by: V cum'j, 8. lkw r 7/12/2023 i bU`Jbbk344b. Stafe gystem Legal Counsel Date DocuSigned by: VtUt.03t101(" 7/5/2023 Pre-approved: BB 3.3 zo72rco761A612o...etanitooiTJr&&surer Date Deputy Attorney General Date Circle Title) Pre-approved: BB 3.3 Office of General Counsel Date Note regarding signatures above.If a corporation,two signatures are required,one being the President or Vice President,the second being the Secretary or Treasurer.Signatory authority of either signatures can be delegated provided there is a certified Board resolution presented with this contract DS i Fully Executed Contract Received by University Legal Counsel Administrator C Page 30 of 30 598 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit A PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION REV'JULY.2REV:IULY 2019 oak Data Security Addendum 3//4t/23 Contractor acknowledges that the Contract between the Parties allows the Contractor access to Covered Data and Information ("CDI"), as defined below. This Data Security Addendum adds additional obligations concerning the use of CDI to the Contract between the parties. 1. Definitions a. Covered Data and Information ("CDI") - includes (1) paper and electronic financial information that is marked as confidential; (2) "personal information"as that term is defined by Pennsylvania's Breach of Personal Information Notification Act, 73 P.S. § 2301 et seq., as may be amended; (3) personally identifiable information contained in student education records as that term is defined in the Family Educational Rights and Privacy Act("FERPA"), 20 USC 1232g; (4) "protected health information" as that term is defined in the Health Insurance Portability and Accountability Act HIPAA"), 45 CFR Part 160.103; (5) nonpublic personal information as that term is defined in the Gramm-Leach-Bliley Financial Modernization Act of 1999 ("GLB"), 15 USC 6809; (6) credit and debit card numbers and/or access codes and other cardholder data and sensitive authentication data as those terms are defined in the Payment Card Industry Data Security Standards; (7) other financial account numbers, access codes, driver's license numbers; state-or federal-identification numbers such as passport, visa or state identity card numbers; (8) and any other data marked as non-public that is provided by the University, its students or a third party to the Contractor to perform the services under this Contract. b. Covered Parties - The following are considered a "Covered Party" subject to the restrictions on the use of CDI: Contractor; employees or agents of Contractor who actually and legitimately need to access or use CDI in the performance of Contractor's duties to University; and such third parties, such as but not limited to subcontractors, who have an actual and legitimate need to access or use CDI. c. System - An assembly of components that supports an operational role or accomplishes a specific objective including a discrete set of information resources (network, server, computer, software, application, operating system or storage devices) organized for the collection, processing, maintenance, use, sharing, dissemination, or disposition of information. 2. Use of, Disclosure of, Storage of, or Access to CDI a. Contractor and Covered Parties shall only use, disclose, store, or access CDI In accordance with, and only to the extent permissible or necessary to fulfill obligations under the Contract, this Addendum and any other agreement between the parties and will not share CDI with or disclose it to any third party without the prior written consent of the University, except as required by the Contract or as otherwise required by applicable law. b. Contractor and Covered Parties shall only use, disclose, store, or access CDI in full compliance with any and all applicable laws and regulations, only to the extent applicable to Contractor, including but not limited to: FERPA, HIPAA, GLB, Federal Trade Commission Red Flags Rule, the Social Security Act, Payment Card Industry Data Security Standards (PCI-DSS), Americans with Disabilities Act(ADA), U.S. export control laws, the European Union General Data Protection Regulation (GDPR), and personnel and data breach laws of the Commonwealth of Pennsylvania. c. Contractor will ensure all internal Covered Parties have read, understood, and received appropriate instruction as to how to comply with the data protection provisions of the Contract and this Addendum. d. Contractor shall require all third party Covered Parties to agree in writing and in advance of any disclosure, to be bound by confidentiality terms at least as stringent as the terms of this Addendum. e. Any transmission, transportation, or storage of CDI outside the United States is prohibited except Page 1 of 4 599 Docusign Envelope ID:OBA50972-93D8-4838-B03F-BB6970C53ECD CW18653, Exhibit A PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION KA-DSA-1.0 REV JULY 2019 on prior written authorization by the University. f. Contractor and Covered Parties may store CDI on servers housed in datacenters owned and operated by third parties, provided the third parties have executed confidentiality agreements with Contractor that are consistent with the Contract and this Addendum. g. For CDI subject to FERPA, Contractor will be considered a "school official" with a "legitimate educational interest" as those terms are used in FERPA and its implementing regulations. Contractor agrees to abide by the limitations and requirements imposed on school officials. Contractor will use the education records only for the purpose of fulfilling its duties under the Contract for University's and its end user's benefit, and will not share such data with or disclose it to any third party except as provided for in the Contract, required by law, or authorized in writing by the University. h. The parties agree that as between them, all rights including all intellectual property rights in and to CDI shall remain the exclusive property of the University, and Contractor has a limited, nonexclusive license to use the data as provided in the Contract solely for the purpose of performing its obligations under the Contract. The Contract does not give a party any rights, implied or otherwise, to the other's data, content, or intellectual property, except as expressly stated in the Contract. 3. Safeguarding CDI a. Contractor shall ensure that its employees have undergone appropriate background screening and possess all needed qualifications to comply with the terms of the Contract and this Addendum, including but not limited to all terms relating to data and intellectual property protection. b. Contractor agrees that use, storage, and access to CDI shall be performed with that degree of skill, care, and judgment customarily accepted as sound, quality, and professional practices designed and implemented in such a manner to ensure the confidentiality, availability, and integrity of CDI and to avoid or prevent compromises, attacks and potential Data Breaches. c. Contractor will implement the controls reasonably necessary to protect any System owned or operated by Contractor that contains CDI: (1) using secure protocols and encryption to safeguard CDI in transit; (2) adding a host-based or external firewall to protect the System (or allowing the University to add a host-based or external firewall); (3) limiting administrative and remote access to the System; (4) limiting account access and privileges to the least necessary for the proper functioning of the System; (5) removing or disabling applications and services that are not necessary for the proper functioning of the System; (6) utilizing named user accounts and not generic or shared accounts; (7) utilizing Federated Single Sign On, Kerberos, or other industry compliant services for authentication and authorization; (8) avoidance of default passwords and capabilities that allow the changing of System and user passwords; (9) enabling an appropriate level of auditing and logging for the operating system and applications; and (10) take reasonable measures to protect CDI against deterioration or degradation of data quality and authenticity. d. The University reserves the right to request security information reasonably necessary to ascertain University's own compliance with state and federal data privacy laws. Upon the University's request, Contractor shall provide a copy of its most recent SOC 2 report, and that of any data center in which CDI is stored. The University may also require the Contractor to complete a Higher Education Cloud Vendor Assessment Tool (HECVAT) to ensure the services to be provided are appropriately assessed for security and privacy needs. Contractor agrees to cooperate with the University to ensure data is handled and systems are operated in compliance with applicable University policy and adopted standards. Page 2 of 4 600 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653, Exhibit A PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION KA-DSA-1.0 REV:JULY 2019 4. Product Maintenance and Support a. Contractor shall have a process for the timely review,testing, and installation of patches essential for safeguarding the confidentiality, integrity, or availability of the System or CDI. b. Contractor will implement best practices for change management procedures, including a formal process to ensure that changes to a System are introduced in a controlled and coordinated manner to avoid or reduce the possibility that unnecessary changes, faults or vulnerabilities are introduced to the System, or that changes made by other users are undone. c. Contractor shall ensure that all products under subscription are remotely supported via a secure connection method that includes an audit log of events. Remote access shall be limited to an as needed or as requested basis. Contractor shall provide University with notice 12 months before the product becomes unsupported. 5. Contractor Access to University Systems a. In accordance with applicable policies, University login credentials may be given to contractors for the purposes of scheduled troubleshooting, maintenance, or updates to software provided or supplied by Contractor and installed on University-owned computer equipment. In such a case, University will provide the Contractor with credentials for logging in locally or through a secured Virtual Private Network (VPN), if required. Credentials will be issued by the University through a help desk ticket and issued for a specified time and disabled once that time has expired. b. As a condition of the Contractor's access to University computing equipment the Contractor represents that they will not attempt to access any system(s) other than the one(s) designated in the help desk ticket. c. All work performed by the Contractor while connected to University computing equipment may be monitored or verified by the University. 6. Data or Security Incident a. If Contractor becomes aware that CDI may have been accessed, disclosed, or acquired without proper authorization, Contractor shall immediately notify the specified University contact. Contractor shall immediately take such actions as may be necessary to preserve forensic evidence and eliminate the cause of the incident. Contractor shall give highest priority to immediately correcting any incident and shall devote such resources as may be required to accomplish that goal. Contractor shall fully investigate the incident, and cooperate fully with the University's investigation of and response to the incident. b. Contractor shall promptly provide the University information necessary to enable the University to fully understand the nature and scope of the incident so that it can take appropriate action, including notice to individuals impacted and, if need be, notice to consumer reporting agencies as required by the Commonwealth's Breach of Personal Information Notification Act, 73 P.S. §§ 2301 et seq. c. In addition to any other remedies available to the University under law or equity, Contractor will reimburse the University in full for all costs incurred by the University in investigation and remediation of any incident, including but not limited to providing notification to individuals whose CDI was compromised and to regulatory agencies or other entities as required by law or contract; providing one year's credit monitoring to the affected individuals if the CDI exposed during the breach could be used to commit financial identity theft; and the payment of legal fees, audit costs, fines, and other fees imposed by regulatory agencies or contracting partners as a result of the incident. d. Upon request, Contractor shall provide University information about what Contractor has done or plans to do to mitigate any deleterious effect of the unauthorized use or disclosure of, or access to CDI. In the event that an incident requires Contractor's assistance in reinstalling software, such Page 3 of 4 601 Docusign Envelope ID:0BA5O972-93D8-4838-BO3F-BB6970053ECD CW18653,Exhibit A PENNSYLVANIA STAIR SYSTEM OF HIGHER EDUCATION KA-DSA-1.0 REV:JULY 2019 assistance shall be provided at no cost to the University. The University may discontinue any services or products provided by Contractor until the University, in its sole discretion, determines that the cause of the incident has been sufficiently mitigated. e. The Contractor shall coordinate all outbound communications regarding an incident with the University. 7. Compelled Disclosure of CDI a. Contractor shall promptly notify the University in writing of any subpoena, discovery request, court order, or other legal request or command to disclose CDI and provide the University sufficient time to obtain a court order or take any other action the University deems necessary to prevent disclosure or otherwise protect CDI. Contractor shall provide prompt and full cooperation in University's efforts to protect CDI. Upon request, Contractor will provide the University with a copy of its response. b. If the University receives a subpoena, discovery request, court order, or other legal request or command (including a request pursuant to the Pennsylvania Right to Know Law) or request seeking CDI maintained by Contractor, the University will promptly provide a copy to Contractor. Contractor will promptly supply the University with copies of data required for the University to respond, and will cooperate with the University's reasonable requests in connection with its response. 8. Data Transfer or Destruction Procedures a. Upon expiration or termination of the Contract, Contractor shall follow the University's instructions as to the preservation, transfer, or destruction of CDI. Any transfer to the University or a designated third party shall occur within a reasonable period of time and without significant interruption in service. Contractor shall ensure that such transfer/migration uses facilities and methods that are compatible with the relevant systems of the University or its transferee, and to the extent technologically feasible, that the University will have reasonable access to CDI during the transition. b. In the event the University requests destruction of CDI, Contractor agrees to destroy all data in its possession and in the possession of any subcontractors or agents to which the Contractor might have transferred CDI in accordance with standards that meet or exceed National Institute of Standards and Technology (NIST) Special Publication 800-88r1 guidelines pertaining to data sanitization using "purge" or "destroy" methods. Contractor agrees to provide documentation of data destruction. c. Contractor will notify the University of an impending cessation of its business and any contingency plans, immediately transfer any previously escrowed assets and CDI and provide the University access to facilities to remove and destroy University-owned assets and CDI. Contractor shall take all necessary actions to ensure a smooth transition of service with minimal disruption to the University. Contractor will also provide a full inventory and configuration of all hardware and software involved in service delivery. Contractor will work closely with its successor to ensure a successful transition in advance of the final transition date, with minimal downtime and effect on the University. Upon request by the University, Contractor shall certify in writing to University that return or destruction of data has been completed. Prior to such return or destruction, Contractor shall continue to protect CDI in accordance with the terms of the Contract and this Addendum. d. The Contractor's obligations under this section shall survive termination of the Contract until all CDI has been returned or securely destroyed. Page 4 of 4 602 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B ...,v, 44 1117,' it 1411111111111411111P),th , iIN iir 4 if J,, 7,140. i A1 11 0 I '11 qy r r 1I I t .7 SINK :w . ,sr ii 1 P 5,' fl ' I '. ilitlftit 111111r. r, I Zr• 1 r, it' "At '14. "Il'' I 1 , i t cl lls \ lir>---- A1 I ii 1 1\ rte l 1P i 0„ • ,,,, f I ri .44iirte ` ' 11T ,Aff 1110 ) ri tl. , -„*,' ,7,s,-,- iol.1 I rill ' -it i,„ y 1-.r ,. ir* tip I 1 74... .' ) -`,i 1 : r 4 y1 ilk't N . C,„ '`• ` III1• frVeit'4&r N. di tariiiik. i --. . . r ' . 1;f;;- '..' y }. J •11 J "I rK'Z" r--- P. NS may. ' M1 r .. • moi.. PENNSYLVANIA'S STATE SYSTEM OF HIGHER EDUCATION ( PASSHE) PARKING MANAGEMENT SOLUTIONS MARCH 15, 2023 @ 2:00 PM EST PREPARED BY: IPS GROUP INC., 7737 KENAMAR COURT, SAN DIEGO, CA 92121 U.S.A. IPSGROUP.COM CONTACT: CHAD RANDALL, CHIEF EXECUTIVE OFFICER IPS GROUP DIRECT: 858.404.0607 FAX• 858.724.3553 603 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B EVALUATION CRITERIA PROPOSAL COMPLIANCE EVALUATION LOCATION/PAGE Tab E Page 87 Demonstrated Understanding of the State System's Tab D Page 59 Requirements Tab C Page 40 Tab F Page 96 Tab B Page 8 Company Qualifications/Experience Tab C Page 59 Technical Requirements Tab D Page 59 Value-Added Services Attributes Tab G Page 100 Cost Tab E Page 103 604 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B TABLE OF CONTENTS EVALUATION CRITERIA 1 TAB A PROPOSAL COVER LETTER 3 TAB B ORGANIZATION AND RESSOURCES 8 TAB C WORK PLAN 40 TAB D TECHNICAL REQUIREMENTS 59 TAB E MANDATORY REQUIREMENTS 87 TAB F DELIVERABLES 96 TAB G VALUE-ADDED SERVICES ATTRIBUTES 100 TAB E COST PROPOSAL 103 APPENDIX 105 Important note:IPS Group Inc. ("IPS")has made an effort to be as thorough and responsive as part of our request for proposal(RFP)submission In doing so, we are providing valuable and protected information, including ideas and concepts that IPS considers to be confidential. Release of IPS confidential information may cause irreparable harm to IPS by publicly disclosing such information that is not publicly known. IPS respectfully requests the right to be notified and provided an opportunity to redact such confidential information in the event of any third-party request for public disclosure. If the equipment proposed is subject to the FCC rules, the equipment will comply with the appropriate rules before delivery. For products or specifications that require customization, or a new product release based on specific or new technical specifications, this proposal shall constitute a conditional sales contract and delivery shall only be made contingent upon compliance with the applicable equipment authorization and technical requirements. IPS, IPS GROUP, and other IPS-owned marks are trademarks and/or registered trademarks of IPS Group Inc IPS reserves all rights to the IPS copyright materials contained herein. All third-party company names, product names, and trademarks are owned by their respective owners and are used for reference purposes only IPS Group disclaims any affiliation with or endorsement by any of the companies referenced above. 605 Docusign Envelope ID:OBA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B TAB A PROPOSAL COVER LETTER i. IP 0# 41) • 4 1 • 4 Arc IIT^ 9, 1., _ ••• : t\:: fQ Y 606 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B 7737 KENAMAR COURT / SAN Dib 7CA 92126 O. 066381 IPSGROUPCOM / o1-f' March 15, 2023 Kathy Lucas, CPSM Pennsylvania's State System of Higher Education (PASSHE) Procurement Shared Services Office 717-720-4279 klucas@passhe.edu IPS Group is excited to respond to the Request for Proposal Parking Management Solutions. In understanding Pennsylvania's State System of Higher Education (PASSHE) parking program and relatively recent parking technology investments. IPS is confident that the following proposal and services will provide PASSHE with a parking management solution services and equipment that include the latest innovations and technology, available for use by the state System and other public agencies nationally, including state and local governmental entities, public and private primary, secondary, and higher education entities, non-profit entities, and agencies for the public benefit (Public Agencies), through OMNIA NCPA) Partner's cooperative purchasing program., which IPS is already contracted with. IPS IS THE SMARTER CHOICE Given that IPS Group is a US- based manufacturer, our lead times are amongst US-based Manufacrurer the best in the industry. The scalable technologies All data is secured and stored offered by IPS are aimed at providing within the United States reliability, efficiency, and performance to create a • Fully-Integrated Solution To successful, easy-to-use program for not only PASSHE PASSHE but more importantly its patrons, One-commond back-office across parking technologies students, and visitors. Paying for parking should be Seamless integration with a seamless and fluid experience for the public PASSHE's current vendors -as while the maintenance and management of parking necessary. technology and services should be practicable and straightforward for PASSHE staff. IPS recognizes that PASSHE does have an existing investment in enforcement services and is amenable to integrating and working with those partners in the event PASSHE decides to retain those services. IPS also values PASSHE's confidentiality and ensures that all data is processed, secured, and stored within the United States. 607 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B Chad Randall, Chief Executive Officer, chad.randall@ipsgroupinc.com, and Brian Webber, General Counsel, Brian.webber@ipsgroupinc.com are the authorized officers to sign the contract if awarded. For this project, IPS will be partnering with Motorola/Vigilant solutions to coordinate the LPR Enforcement System for vehicle patrol units. The mobile license plate recognition systems (LPR) will be completely integrated with IPS Group enforcement and citation issuance software. In partnering with PASSHE, IPS will work to ensure a seamless implementation of the Parking Management Solutions —taking a phased and strategic approach (if needed) to minimize IPS Group, Inc. is the operational interruption. only company to Tim MacEldowney, Accounts Specialist, and Randy Lassner VP of offer a fully Enforcement Services will maintain a close working relationship integrated parking with PASSHE throughout the migration process and the management end-to- integration with PASSHE's existing software. Tim and Randy will end suite of products be also PASSHE main contact to conduct the contract that all connect to negotiations. one powerful Cathy Bock, Enforcement Project Manager, will also be backend system responsible for managing the project through all stages of the implementation and day-to-day operations, including the integrity of the service and performance. For integration requirements with PASSHE's third-party vendor programs, IPS has proven capabilities, all we need is to receive the data format specification, transmission API, and frequency from the vendor. Alternatively, if the vendor does not have this information, IPS can provide standardized data share API and documentation. As required in the RFP, IPS commits to the financial arrangement and terms proposed in the proposal. IPS also complies and certifies that: The proposal is being submitted in accordance with the terms outlined in the RFP. We acknowledge the addenda 0/A released. IPS will honor the provisions of this proposal and warrant that this proposal will remain valid during the entire solicitation and award process. IPS is not under suspension or debarment by the Commonwealth of Pennsylvania, any other state, or the federal government to the best of our knowledge. IPS is not tax delinquent with either the Pennsylvania Department of Revenue or the Pennsylvania Department of Labor & Industry to the best of our knowledge. We acknowledge that if IPS is currently under suspension or debarment, or if it owes delinquent taxes, the proposal may not be accepted or considered by the State System. 608 Docusign Envelope ID:0BA50972-93D8-4836-B03F-BB6970C53ECD CW18653,Exhibit B A CUSTOMIZED SOLUTION FOR PENNSYLVANIA'S STATE SYSTEM OF HIGHER EDUCATION (PASSHE) To meet Pennsylvania's State System of Higher Education (PASSHE)'s Scope of Work, IPS Group is proposing our Fully Integrated Parking Management Suite where Pennsylvania's State System of Higher Education (PASSHE) can expand its parking program by implementing our Enforcement and Permit Management Solutions. We offer the most modern, connected full-integrated solution to help your staff maximize efficiency in enforcement workflows: Please refer to the following pages for a full description of the Key features). MULTI-SPACE PAY STATION MS1TM Multi-Space Pay Station: IPS pay stations offer many payment options (credit/ debit card, coins, smart card, pay-by-cell, and NFC contactless payment) and are built for both ease of maintenance and ease of customer interaction. The MS3T" Multi-Space Pay Station: The MS3TM Pay Station features a full-color screen with multiple languages and the flexibility of an optional touchscreen. With the MS3TM, you can give your patrons easy-to-read parking instructions in a vibrant showcase. For your staff, the MS3T" ties into the powerful IPS Data Management System, allowing you in-depth analysis of parking patterns and the ability to remotely update rates. IPS Data Management System (DMS) with Advanced Analytics: Our newly updated DMS with Advanced Analytics is a secure web-based application that allows parking professionals to manage an entire parking network with ease. It provides a comprehensive set of financial, technical, and administrative reporting features paired with remote meter configuration, allowing managers to seamlessly integrate parking meters with Vehicle Detection Sensors, pay-by-cell capability, Enforcement and Permitting, and other smart applications. PARK SMARTER' app: BACK-OFFICE MANAGEMENT Enforcement Management System (EMS): Our end-to-end cross-compatible web-based citation management system manages the entire lifecycle of parking citations including issuance, adjudication, payment, DMV communications, and collections. 609 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B Permit Management System: The Permit Management solution offers parking managers the flexibility and convenience to manage the entire parking permit lifecycle from initial design through fulfillment via a web-based system available 24/7. PUBLIC FACING PORTALS Public Citation Management Portal: A customer-facing website that lets the public review the status of their citations; view fine amounts, including late fees; pay or contest citations, as well as obtain receipts or additional information. Permit Public Portal: A customer-facing website that lets the public view rates and availability, apply for a permit, upload verification documents and pay online. WHAT SETS IPS APART FROM THE COMPETITION? Since 1994, IPS has partnered with cities and universities worldwide to build Smart Parking solutions that bring Smart Cities and universities to life. CIO magazine cited IPS as a Top 25 Government Tech Solutions Provider. IPS delivers the best long-term value in the industry— durable, feature-rich products built to meet the needs of today and adapt to the needs of the future. IPS is the only provider in the parking industry to offer a Fully integrated Parking Management Suite. Unlike our competition, we can provide a single source for all your parking needs. We believe that when you compare the strength and experience of the IPS team, the customer convenience of the proposed solution, and the superior total cost of ownership, you will see a compelling story and agree that our team is exceptionally positioned to provide Pennsylvania's State System of Higher Education (PASSHE) with outstanding products, people, and support. We look forward to building upon our successful relationship in the months to come. STATEMENT OF ABILITY We at IPS Group confirm that we comply with the requirements of this document. IPS does not have any inability to perform the requirements of this document. IPS does not have any lawsuits or litigation pending or resolved within the past 12 months. Respectfully, Chad Randall – Authorized to bind services and pricing Chief Executive Officer, IPS Group, Inc. 7737 Kenamar Ct., San Diego, CA 92121 858.404.0607 Chad.Randall@ipsgroupinc.com 610 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B TAB B ORGANIZATION AND RESOURCES S. 44 a-- ,1}1477T: 4‘ 1*''s— s ot 0 4".* $7;'1441 t 4V4,17 4A. 611 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B B. Organization and Ressources 1. Include the following: a. A brief narrative introduction and company background. OUR MISSION IS TO TRANSFORM UNIVERSITIES BY SUPPLYING THE MOST TECHNOLOGICALLY ADVANCED, VALUABLE, AND USER- FRIENDLY SMART PARKING SOLUTIONS IN THE WORLD IPS Group, Inc is pleased to submit a response to Pennsylvania's State System of Higher Education (PASSHE)'s RFP for Parking Management Solutions. Our solution directly addresses your Technical Proposal and Appendix A as presented in the RFP. IPS FULLY UNDERSTANDS PENNSYLVANIA'S STATE SYSTEM OF HIGHER EDUCATION (PASSHE) FOR PARKING TECHNOLOGY We have carefully reviewed the RFP requirements to provide the most effective proposal with the greatest long-term value. We would like to offer PASSHE a customized solution that is not out of the box. As a U.S.-based, IPS will be committed to not only meeting your expectation but exceeding them. IPS drives Smart Cities and Universities' evolution as an innovator and trusted provider of Smart Parking technology. IPS offers the industry's only Fully-Integrated Parking Management Suite. Several IPS customers have already subscribed to the complete product suite for the ease of campuswide parking data integration and access to all parking applications via one cloud-based platform. The Suite of Smart Parking products includes single- and multi-space meters, sensors, enforcement and permitting solutions, and mobile payments that connect to one, powerful parking management system. Our Permit Management solution offers the flexibility and convenience to manage the entire parking permit lifecycle from initial design through fulfillment via a web-based system, offers additional payment methods, and is fully-integrated with the IPS Enforcement Management System. The system supports an unlimited number of rates and permit types offered in multiple formats such as decals, hang tags, and/or virtual permits. It gives the Universities the ability to search for the most current and accurate permit information by license plate number, location, contact name, or permit number, as well as check on permit order status, 24/7. or more than two decades, IPS has been committed to the design, engineering, and manufacturing of intelligent parking technologies that shape the industry such as payment processing systems, SaaS management software, and low-power wireless telecommunications. Based in San Diego, CA, IPS is the proud inventor of the credit card-enabled single-space parking meter and has more wireless parking devices deployed across the US than our 612 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B competitors combined. To date, IPS has sold more than 300,000 wireless devices in over 300 cities worldwide. The secure, cloud-based solution aggregates the data from all integrated devices into meaningful analytics and reports. A truly integrated solution allows cities, communities, and universities of any size to manage their entire parking network from anywhere, anytime, with single sign-on (SSO) access to all applications and consolidated parking data in one place. While the IPS Parking Management Suite offers all the interrelated parking applications your University may need, it can also seamlessly integrate with any third-party service via API telecommunications. Just as you do, we prioritize service and ease-of-use for our customers. Working with IPS will enable the University to have a full analysis of all permitting data to allow the University staff to query and understand trends within the data. IPS Enforcement and Permit Management Solutions are future-proofed and scalable, allowing the University to continue to track parking citations from issuance to collection as its needs grow. WHAT SETS IPS APART FROM THE COMPETITION? IPS is one of the few vendors listed as an Authorized Nlets (National Law Enforcement Telecommunications System) Partner. This means that as part of the IPS Ecosystem, the University can obtain out-of-state Registered Owner (RO) information from all 50 states, the District of Columbia, and select Canadian Provinces with permissions. The IPS Mobile Enforcement System is designed to be the most intuitive system on the market and is a fully cloud-based solution that eliminates system reliability issues that can occur with legacy infrastructure. Features such as e-chalking, mobile LPR, guided enforcement, Geocoding, and image capture provide enhanced evidence collection for ticketing. IPS offers a choice of one-piece or 2 pieces (handheld + printer) ticketing systems, with both Android and iOS options. Further, the IPS system allows for integration with an unlimited number of platforms. We pride ourselves in our cooperative nature and our ability to collaborate with any third-party application. Our goal is to develop a long-term partnership, rooted in open, honest communications, close cooperation, and practical application of parking technologies. Our project approach includes proven technology, seasoned team members, and solid experience using such technology to improve customer satisfaction and optimize and increase parking revenue requirements. I I 613 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B Our high-performing leaders will apply best practices to ensure that the entire solution is implemented within budget, on schedule, and within scope. We strive to provide the tools to ensure the PASSHE's success long-term V : THE DIVERSE IPS TEAM POSSESSES MORE THAN 200 COMBINED rCn YEARS OF EXPERIENCE IN SPECIALTIES RANGING FROMIIII )II MANAGEMENT, R&D, SALES, AND MARKETING, TO ENGINEERING AND CUSTOMER SUPPORT. r 1IF it e CHAD P. RANDALL VASU MOHAN IPS Chief Executive Officer IPS Chief Operating Officer GARY MELONEY ROLE:Oversees ManufacturingIPS Chief Technical OfficeROLE:Authorized to Bind and ROLE:All Meter& Back Office Negotiate Operations Technical Integration As CEO,Chad Randall is responsible As COO,Vasu Mohan is responsible for all things related to manufacturingGary Meloney serves as CTO offoroversightoftheentireIPS Group operation. Chad joined the operations, including supply chain, IPS Group, Inc.As CTO,Gary Company in 2008,bringing many manufacturing operations,assembly oversees the management of the years of Fortune 500 corporate operations,warehousing,and freight Parking Meter Engineering Group experience in both the automotive management. Prior to IPS, he was and maintains supervision over and instrumentation industries. In responsible for doubling his company's the technical and operations addition to business management,business to support the worldwide units.Gary joined IPS in 2016 with Randall has functional experience in response for COVID testing,detection, 35 years of software and engineering,manufacturing, and vaccine development. Vasu has hardware design experience with been in the instrumentation,wireless a major focus on loT devices and marketing,and product line services. Gary is responsible for management. Randall holds a and life sciences industries for over 25 Bachelor of Science in Mechanical years,with roles of increasing new product innovation,design, Engineering from Rose-Hulman responsibility in Design and and managing legacy systems. Institute of Technology and a Manufacturing Engineering,Planning, Master's in Business Administration Procurement, Finance, Marketing and from Harvard Business School. Commercial Operations.Vasu has a BS and MS in Mechanical Engineering from New Jersey Institute of Technology, and an Executive MBA from AT&T/Columbia. 614 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B L 'IPS TIMELINE 1994 IPS Group South Africa establishedaseof the firstt manufacturersamanuffactturserr s of card 2000andcoinmulti-space parking 4-Jr) pay stations IPS Group. Inc.USAF it Incorporated in Pennsylvania 2002 Deloitte Fast 50 Award 101 *NCIISI 2005S0 Smart"single-space 2007 parking meter invented First credit card enabled, solar-powered single-space o parking meter installed 2 0 0 9 Techhtii,: .,•:f:7i TechAmerica WINNER Green Technology"Award 2011 Wireless vehicle detection sensors developed Corporate Social Responsibility donation meter program begins 2012 Psocon• Fzk 2 013 U.S.Conference of Mayors Award r. for public/private partnership Vik Kops Humanitarian Award M5'"next generation single- Connected World Award space parking meter introduced sry.1 ; °. Revolution pay station retrofit kits and MS1'"multi-space 2015metersdesigned IPS meters are CDMA certified I0 First end-to-end cloud-based enforcement solution c,hated PORK 2016 Dome-mount sensor developed, 5f'IaRTER" providing the most accurate New innovative solutions data on the market introduced including PARK SMARTER'"mobile 2017paymentappand My Parking Receipt'" IPS calculated a reduction in U S.CO,emissions of 34,192 t 2018 metric tons,after partnering with Verizon to lessen miles driven to find available parking. Launched Enforcement& Permitting Management System as a vital compo- 2020 o nent of a true,fully- f integrated solution Reached 160+ Patent c t MS3"'color screen,multi- language pay station IPS Group Innovation Studio Q introduced introduces Alexa-enabled Data ,,,, ,, iai,, . Analytics in development phase 615 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B AWARDS RESULTING FROM ITS SIGNIFICANT INVESTMENT IN R&D, IPS GROUP OWNS 160+ PATENTS, A LIST THAT CONTINUES TO GROW. We believe our experience in the technology and telecommunications industries has helped us create products that provide the best combination of convenience, user experience, enforceability, and cost of ownership among any parking meter product in the industry today. Our awards reflect our commitment to surpassing expectations in innovation and providing an outstanding client experience. AS EVIDENCE OF OUR COMMITMENT, IPS HAS BEEN RECOGNIZED WITH THE FOLLOWING AWARDS: FIRST PLACE IN THE DELOITTE TECHNOLOGY FAST 50 an honor bestowed upon the fastest growing technology companies) INTERNATIONAL DESIGN 101 11101111 r o G A 0 CLEAN TECHNOLOGY cc r CONNECTED WORD VALUE CHAIN rte US MAYORS FOR EXCELLENCE IN PUBLIC/PRIVATE PARTNERSHIP for Coin/Credit Parking Meter Technology Upgrade in the University of Los Angeles, CA VIC KOPS HUMANITARIAN AWARD, ALONZO AWARDS Tech SMART UNIVERSITY PARKING SYSTEM, GOOD DESIGN SELECTION Commercial and Industrial Category, 2014 WINNER 2014 INTERNATIONAL PARKING INSTITUTE PARKING MATTERS MARKETING & COMMUNICATIONS AWARD PCR CIO TOP 25 GOVERNMENT TECH, IPI PEOPLE'S CHOICE AWARD, 2 CONSECUTIVE YEARS Voted best in show r•a, IPS RECOGNIZED AS GREEN STAR EXHIBITOR, INTERNATIONAL Z018 PARKING AND MOBILITY INSTITUTE CONFERENCE Committed to Environmental Sustainability and Green Initiatives s 2022 IPS Group, Inc.All rights reserved. 616 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B b. A summary of the key features and competitive advantages of the proposed solution. IPS meets all the requirements described in the RFP and proposes to Pennsylvania's State System of Higher Education (State System) a fully integrated parking management solution that includes the latest innovations and technology, available for use by the State System and other public agencies nationally, including state and local governmental entities, non- profit entities, and agencies for the public benefit (Public Agencies), through OMNIA Partner's cooperative purchasing program. We propose to PASSHE a choice between our MS1TM and MS3', we have included the key features of each of them. We also propose our Enforcement Management Solution and Permitting Solution. Below is a summary of the key features and competitive advantages detailed. M Si TM MULTI-SPACE PAY STATION 1 A v X I uII A 8 C D E I G 11, MN0pQ S 1 Tuvvv * The MS1TM incorporates the unique features of the proven IPS single-space platform while offering customer-focused features such as IntelliTouchTM transaction processing. The MS1TM features a robust hardware design, which includes a stainless-steel cabinet and armored glass. 617 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B KEY FEATURES Accepts credit and debit cards, coins, tokens, smart cards, "touchless" pay-by-phone integration, NFC/contactless (optional), EMV (optional), and bill notes (optional). Available in Pay-by-Space, Pay-and-Display, and Pay-by- 1111111111E Plate with the simple change of a keypad and firmware update. Separate maintenance cabinet and collection vault. The cash box is housed in a secure vault that features a six- point locking system and a high-security lock.a a Highly secure, stainless steel cabinet with weather and graffiti-resistant powder coating and scratch-resistant o;;OO armored glass LCD display window.f Independently certified to operate in all climate types and temperature ranges of -20°F to 120°F. Modular parts allow for easy servicing in the field with just a Phillips screwdriver. ADA compliant. Enables strategic price structures including demand- based and variable-rate structures. Automatic alerts are sent to technicians or staff members in the field via email, text, or both. Pre-integrated with IPS meters/sensors, most pay-by- phone, and guidance/enforcement applications. Interchangeable components with IPS Single Space Smart Parking Meters. Real-time online secure credit card authorizations, coin payment, and wireless download of rates and messages via the cellular network. Provides customers with the easiest user interface on the market. lntellitouchTM offers additional flexibility to complete a transaction in any order the user chooses. Easily upgrades to contactless payment and/or EMV- approved card readers in the future if desired by PASSHE. 618 Docusign Envelope ID•0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B BENEFITS OF THE MS1' INCLUDE: Flexibility: The MS1TM is available in pay-by-space, pay- and-display, and pay-by-plate models. A simple change of the keypad and a firmware update is all that r _III- Iisrequired. Robust Hardware Design: Highly-secure, stainless steel cabinet with weather and graffiti-resistant powder 1 coating and scratch-resistant armored glass LCD display windowi.\ '"Unparalleled Power Efficiency: Powered by an 5 'environmentally-friendly solar panel and a r' combination rechargeable and back-up battery pack to maximize ongoing power. Customization: Configurable buttons are available for I a T help screens, alternative languages, max time, and 1 more. Guaranteed Quality: High-security stainless steel lir 1 housing with weather and graffiti-resistant powder 1 coating makes it both durable and easy to maintain. i' Im roved Visibilit : Blue LED lipy ghting above the display provides enhanced visibility for motorists, technicians, and collections staff. Customer-Friendly Interface: IntelliTouchTM provides i I additional flexibility when completing a transaction. 1 Users may begin the payment sequence in any order. I! The MS1TM will then guide them through the transaction. Dependability: Pay stations to communicate wirelessly II iontheGPRS3G/4G cellular network, ensuring fast and reliable communications while processing secure i 1 ' credit card authorizations, wireless downloads of ratesI1.114111111 ! and messages, and transmissions to DMS. 41/Easy Maintenance: Modularly designed with the technician in mind for easy plug-and-play maintenance. Future-proof Design: IPS Group's open interface provides seamless integration with third-party systems, such as enforcement, permitting, and ANPR automatic number plate recognition) in order to further optimize parking operations. 619 Docusign Envelope ID:OBA50972-93D8-4838-BO3F-8B6970C53ECD CW18653,Exhibit B M S 3T"' MULTI-SPACE PAY STATION 111.1."111r- I The MS3TM Pay Station features a full-color screen with multiple languages and the flexibility of an optional touchscreen. With the MS3TM, you can give your patrons easy-to-read parking instructions in a vibrant showcase. For universities' staff, the MS3TM ties into the powerful IPS Data Management System, allowing you in-depth analysis of parking patterns and the ability to remotely update rates. PHYSICAL FEATURES Display: Large Color, touch Screen) (optional), multi-language, 800x480 pixels, and allows alpha-numeric or graphical messages. The display is protected by the anti- glare coated bonded glass (standard). r. Payment accepted: Credit and Debit Cards, smart cards, coins, tokens, pay-by-cell, smart payments through apps like Apple Pay and Android Pay, and Optional bill notes. Cabinet Housing: Unibody construction, High-grade corrosion- resistant stainless steel treated and covered with weather and graffiti-resistant powder. Protected by a six (6) point secure locking system. Sustainable: Combines solar panels with battery back-up for maximum power efficiency. A great choice for Green Initiatives. 620 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B KEY BENEFITS OF THE MS3TM INCLUDE: Flexible: The MS3 is available in pay-by-space, pay-and- display and pay-by-plate models. With modular parts, it's easy to change modes when needed. Customizable: Configurable buttons include help screens, multiple language options, plus or minus time, and more. Upgradable: Your existing MS1 inventory can be easily upgraded to MS3 models. Check with your sales rep for re details and additional costs. X01,11. • Environmentally Friendly: Combines solar panels with battery backup for maximum power efficiency. A great choice for Green Initiatives. eeeeeeeeeee Environmentally Strong: Highly secure, stainless steel cabinet 411) with graffiti-resistant powder coating and scratch-resistant bonded LCD is durable and easy to maintain. MS3 pay stations can withstand vandals and extreme weather conditions. IP Customer-Focused: Our unique IntelliTouchT" interface offers patrons the flexibility to complete transactions in the order they choose. Pay-by-plate automatically populates when patrons use PARKSMARTERT" mobile payments or their My Parking ReceiptTM account. Maintenance-Friendly: Modularly designed with the technician in mind for easy plug-and-play maintenance. Security and Peace-of-Mind: Each unit contains a separate maintenance cabinet and collection vault. The cash box is housed in a secure vault that features a six-point locking system and a high-security lock, protected from thieves, nesting insects, and animals. Future-Proof Design: The IPS Group's open interface provides seamless integration with enforcement, permitting, and license plate recognition. Additional Payment Options: Upgradable to contactless payment and/or EMV-approved card readers. TECHNOLOGY 411 0000.1 11%. i ^ FIFO COLOR WIRELESS ULTRA-LOW POWER INTEGRATION READY RFID TECHNOLOGY 621 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B M 5TMSINGLE-SPACE METER tai r 02:13li....... I Rate Par How $2.00 1 Max Stay 4 hours A i EXPIRES:05 38 PM i 4. 14.1111111. visaVI 4 3ny r iv IPS proposes to PASSHE the M5TM Single Space Meter for smart parking. IPS Single Space Meter M5TM will maximize the infra-structure and will be fully operational after implementation. The credit card-enabled single-space smart meter patented by IPS offers multiple payment options including coins, credit/debit cards, optional NFC/contactless payment (such as Apple Pay and Android Pay), smart cards, and tokens, access to real-time data, solar power technology, and a comprehensive web-based meter management system. 622 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B FEATURES AND BENEFITS OF THE M5TM SINGLE-SPACE METER FEATURES BENEFITS Keypad has four easy-to-read Easy, intuitive user interface increases mechanical buttons for intuitive patron satisfaction with their parking payment navigation—rated for more experience. The longevity of buttons cuts down on replacement than 250,000 cycles Maximizes ongoing power. Offers a Patented combination solar power power-efficient energy source that and battery system reduces the frequency of battery replacement keeping batteries out of landfills and the ocean Retrofits into existing meter Cities and universities can easily upgrade housings/poles, and maintains all their entire fleet of meters quickly and inexpensively without having to entirely current meter enforcement and replace meters which translates into collection processes with minimal effort significant cost savings in the long term Meters accept payment with Cities and universities report increased credit/debit card, coins, tokens, and revenue, due to credit card acceptance. Patrons report satisfaction due to ease of smart card payment Contactless payment acceptance with Makes the payment process less NFC applications such as Android Payr" burdensome for the contactless card and smartphone users. Speaks to the ease of and Apple PayT" use of IPS meters RFID technology automatically identifies / Reduces the risk of losing expensive data the meter location and downloads the keys and eliminates the need to physically correct operating parameters from the visit each meter saving countless staff hours DMS when meters are installed/replaced Meters wirelessly notify parking Eliminates the need for parking operations staff of any vaults, such as a maintenance officials "roving", cutting card reader or coin validator jam, via costs and reducing CO2 emissions text message, email, or both 623 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B VEHICLE SENSING SOLUTIONS I 11:40 .0 Ib 41110 1"ilijilll , t- fir imiiii t TP I 1 DOME N D 1 DOME MOUNT SENSORS IPS Dome Mount Sensors reliably detect the presence and absence of a vehicle in a parking space, while recording arrival and departure times. IPS sensor data integrates seamlessly with the IPS Data Management System and enforcement applications, creating a powerful system for monitoring real-time occupancy and analyzing parking trends.0. o fr BENEFITS OF IPS DOME MOUNT SENSORS INCLUDE: Ate= 7.-s. No street work is required — the sensor is integrated directly H I into the meter dome Ability to reset the meter to zero when a vehicle leaves the parking space. Ability to prevent meter feeding, thereby generating turnover. Ability to offer courtesy time resulting in positive public perception of the meters. Access to real-time occupancy data. Installed under the ground or in the meter dome, eliminating the need for additional infrastructure. Proven to increase revenue. Easy access for maintenance and/or replacement Configuration for any parking environment Wireless connection to the IPS meter. Sensor data communicated/transferred via cellular network 624 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B DATA MANAGEMENT SYSTEM ( DMS) THE IPS DATA MANAGEMENT SYSTEM IS THE PERFECT SOLUTION THAT WILL ALLOW PASSHE USERS TO MANAGE THEIR PARKING AND USE ALL THE FEATURES DESCRIBED BELOW ANY TIME. I I I 625 Docusign Envelope ID:08A50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B ENFORCEMENT MANAGEMENT SYSTEM (EMS) 626 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B 627 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B 628 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B 629 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B MOBILE ENFORCEMENT SOLUTION HANDHELD IPS proposes to Pennsylvania's State System of Higher Education (PASSHE) a choice between a two-piece or one-piece mobile handheld. Below are the key features of each one. MEMmai I W- v Imo Two-Piece Handheld Option 1 One-Piece Handheld Option 2 Our Mobile Enforcement Solution supports both Android/iOS and offers both a one-piece or two-piece unit compatible with all printer configurations. RECOMMENDED HARDWARE Handheld Device: IPS is proposing either a Samsung Note 9 or iPhone X Printer: Seiko MP-B3OL Bluetooth printers (Two-piece option) Printer Compatibility: Windows 7, 8, 8.1, and 10. Availability for Android, iOS, and Windows CE print class Printer Capabilities: Print high-resolution receipts at 127mm per FEATURES AT A GLANCE Real-time syncing to secure/encrypted LMS back office Scofflaw and customized alerts Integrated thermal printer (1-piece unit) Magnetic strips and smart card reader for in-field payment collection E-chalking Shift tracking Customizable user dashboard High contrast easy-to-read screen — even in harsh daylight conditions Type-ahead field input GPS tracking High-res color images (2mp 1080 p @3fps color image) Automatic software updates IP65 rating (Operating temps tested to MIL-STD 810F -20° to +50° C) 630 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B LICENSE PLATE RECOGNITION TECHNOLOGY We are currently partnered with Motorola (Vigilant), however, the Enforcement Management System can integrate with any third-party LPR provider that PASSHE desires. Please refer to the product brochures in the appendix. IPS can integrate our Enforcement and Permit Management Solutions with any License Plate Recognition (LPR) provider to form a fully comprehensive, advanced, virtual permit and citation management system. This capacity to integrate with any LPR platform means that we have the unique ability to design our system to, just about, any need and/or specification. Our exclusive LPR partnerships allow for access to the best this industry has to offer in LPR technologies: Fixed LPR cameras systems ALPR vehicle camera systems Garage parking systems Virtual permitting Virtual citations Scofflaw Alerts Boot Alerts Overtime Zones and Alerts Comprehensive real-time Reports LICENSE-PLATE-ENABLED PARKING ENFORCEMENT FEATURES BENEFITS Easily integrates with IPS parking meters to identify Paid Parking (Short- which vehicles have been paid for and alert enforcement officers of offending vehicles and Term) communicates with IPS's Mobile Enforcement system to issue citations Permit Parking (Long- V Communicates with IPS Permit Management Solution Term) to identify vehicles in violation for full visibility Scofflaws V Easily access scofflaws to help recover outstanding fines and increase revenue Chalking V Mobile alerts for overstayed time limits 631 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B Creates a virtual fence to proactively prevent crimes LPR Camera - fixed and improve safety without increasing manpower Saves time by focusing officers' efforts on known vehicles of interest for appropriate and real-time LPR Camera - mobile intervention to easily identify license plates on a scofflaws list. Web-Based User Interface - Client Facing V Fixed and Mobile LPR units integrate with IPS Portal to access license handheld devices to increase the speed of citation writing. When a vehicle in violation is detected by a plate detection images Mobile or Fixed LPR unit, the hit is automatically sent along with the date, time, to IPS' handheld to create maximum efficiency of and location of the citation issuance sighting 632 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B PUBLIC PERMIT PORTAL 633 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B PUBLIC PERMIT PORTAL 634 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B PERMIT MANAGEMENT SOLUTION illaiimmi e A.* Y ii. w tcdws ry - r Pt ,rPARK,n,6 .., 0, asp, is Wit- - - i f e4ffz The Permit Management System back-office application allows PASSHE to easily set up and manage the entire permit issuance process from design to fulfillment. PASSHE has the flexibility to offer whatever permit types you choose (e.g., residential, guest, daily), and can designate specific rates accordingly. Administrative users (as determined by PASASHE) have the authority to create new permits or deactivate existing permits via the system. The robust back office is hosted in our IPS private cloud and can accommodate an unlimited number of concurrent users and transactions. PASSHE will have full access to online reporting of permit revenue, detailed transactions, and permits issued for full visibility of the program. Detailed reporting includes permit purchases by type and location, permits approved or rejected, pending fulfillment, waitlist vs. active permits, etc. PASSHE will have the flexibility to customize reports to your preference, which can be saved for consistency 635 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B and future use. On-demand visual reporting including chart and graphs provide visual representations that better identify patterns and trends for improved management. Reports can be exported in multiple formats including XLS, CSV, and PDF. A report scheduler is available for routine and automatic reporting needs. Once a report is scheduled it will be sent to PASSHE automatically. PERMIT MANAGEMENT SOLUTION FEATURES BENEFITS Web-based permit application V 24/7 access to customers and managers Managers can create custom permit types Customers can upload qualification Paperless system documents to the website (e.g., proof of residency, employment, or driver's license) A familiar system allows customers to select the permits they would like to Shopping-cart style system purchase and then use our PCI Level 1 secure credit card processing platform to complete transactions Third-party systems integration, V IPS can integrate with third-party systems including LPR for virtual permitting, easily and trouble-free; after 20 years of cashiering systems, and employee leading the parking industry, there are no and/or student records third-party IPS unable to integrate with Secure log-in and access to permit V Limitless access to data in real-time information 24/7 Online registration and permit V Easy online access raises parker's ordering satisfaction levels Vehicle and permit data uploaded in Environmentally friendly, as parkers do not have to physically drive somewhere real-time else to get and register permits 636 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B The IPS Permitting Solution is configurable by the end-user to meet Unlimited permit types and rates, their needs. Parkers appreciate the including Residential, Employee, convenience of having many options at Guest, Daily, Monthly, and Annually their disposal. This takes away some of the frustration inherent in the permitting process. Comprehensive back-office reports, including Active Permits, Autopay,In-depth reporting is a simple click of the mouse away increasing efficiency andPaymentTypes, Waitlist, Refunds, and decreasing stress Settlements Integrates with IPS Parking V A cohesive, all-in-one solution in a Enforcement Management Solution technology-forward ecosystem rik ti T ri,...,.. f iiii,,, „it iii,7 Nti 1 Designed with the PASSHE's goals in mind, our continuous investment in future-proof technology ensures their needs are met — whether it is today, tomorrow, or 10 years down the road. 637 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B PARKSMARTERTM I t Wftill4*. lit ap i R, r lip 7 itiwil IPS offers its own mobile payment application, PARK SMARTER', which works with IPS Smart Meters to bring greater efficiency and choices to the on-street parking customer experience and parking operations. I I I II I I 638 Docusign Envelope ID:OBA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B 41100,4INCREASED INNOVATIVE REVENUE BIG DATA4110 HAPPY TECHNOLOGY CITIZENS SUSTAINABLEPRACTICES V V V rte, V r rt L KEY DIFFERENTIATING FACTORS FULLY INTEGRATED MANAGEMENT SYSTEM IPS is the only supplier to provide Pennsylvania's State System of Higher Education PASSHE) with a fully connected and powered by one back-end software solution that intelligently manages all aspects of a parking program of the state System and other public agencies nationally, including state and local governmental entities, public and private primary, secondary and higher education entities, non-profit entities, and agencies for the public benefit (Public Agencies), through OMNIA/NCPA partner's cooperative purchasing program which we are already are partnering with. The System is built from the ground up and offers complete system-wide control at PASSHE's fingertips. Unlike some solutions that promote surface-level integrated solutions with basic data sharing, IPS offers a deeply connected system of future-proof technology that harmoniously complements each other as part of a truly comprehensive mart Parking Solution. This includes smart single-space meters and multi-space pay stations with more flexible payment options offered than any other meter or pay station in the industry (such as smart payments with Apple Pay and Android Pay); mobile payment/Pay-by-cell, in- vehicle payment, cloud-based parking enforcement, and citation management permit management and more. 639 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B 4. A COMPREHENSIVE SOLUTION WITH INTEGRATION CAPABILITIES IPS has invested heavily over the years to integrate its back-end system with future-proof technologies. This ensures that as the program grows and upgrades or changes are needed, IPS will still be at the forefront providing a smart solution that stands the test of time. IPS acts as a single-source provider to ensure the performance of each component of the IPS Smart Parking Platform and offers the most powerful system available today, all backed by a dedicated and trusted support team here to serve you. Our Enforcement and Permit Management Solutions are fully integrated as part of the IPS Parking Management Suite, allowing PASSHE to manage all elements, end-to-end, via a single secure, web-based system. 4. A TRUE CLOUD-BASED SOLUTION The IPS Enforcement Management Solution is designed to be the most intuitive system on the market and is fully cloud-based to eliminate system reliability issues that can occur with legacy infrastructure. Capabilities include e-chalking, mobile LPR, guided enforcement, Geocoding, and image capture providing enhanced evidence collection for ticketing. IPS offers a one-piece (handheld + printer) ticketing system, with both Android and iOS options and an alternative two-piece option. Further, the IPS system allows for integration with an unlimited number of platforms. We pride ourselves on our cooperative nature and our ability to collaborate with any third-party application that Pennsylvania's State System of Higher Education (PASSHE) desires. 4. A DIRECT CONNECTION TO Nlets IPS is one of the few Authorized Nlets Partners with a direct connection to the network. DMV and Nlets integrations ensure you have access to the most accurate registered owner data possible across all 50 states, the District of Columbia, and select Canadian Provinces with permissions. 4. LEADER IN INNOVATION IPS invests heavily in research and development in order to position itself as the industry leader. Our company culture fosters the flow of ideas. We currently own over 160 patents, a list that continues to grow. As such, we are able to provide our clients with state-of-the-art products to help maximize existing infrastructure, enhance revenue, and improve the overall customer experience. Some examples include vehicle detection sensors, smart collection systems, visual analytics tools, and mobile maintenance phone applications. The result of our investment has led to groundbreaking innovations such as offering the only smart meter that provides in-vehicle payment capability through Bluetooth technology and also allowing PASSHE's users additional flexible payment options such as Apple Pay and Google Pay. 4. POWERFUL ENFORCEMENT MANAGEMENT SYSTEM The entire IPS Ecosystem is integrated into a web-based data management system (Data Management System - (DMS) and data are stored on central servers hosted by IPS. This data transfer happens automatically and, unlike others, our parking meter technology allows all rate changes, firmware downloads, and communication to/from the Enforcement Management System (EMS). Built for the future of Big Data, our next-generation DMS 640 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B connects all IPS solutions with modules, data intelligence, and an enhanced user interface design that improves the management of parking networks from anywhere, at any time. 4 DATA ANALYTICS Our Visual Analytics tool provides PASSHE's users with a visual representation of large amounts of data to gain insight into data, patterns, and trends to better make daily business decisions. Our analytics platform provides a flexible way to customize views and detail levels such that PASSHE's staff can focus on interpreting data patterns instead of preparing data making it easier and faster to determine future strategies and optimize operations. 2. Provide references from three (3) of your clients from the past five (5) years for services that are similar in scope, size and complexity to the services described in this RFP. At least one of these client references should preferably be from a higher education institution. Provide the following information for each client: client name, the time period in which the work was performed, and a short description of the services provided. Client reference calls may be performed as part of the RFP procurement process. Since its release, the Enforcement and Permit Management Solution has proven itself revolutionary to parking management and public safety solutions. We invite you to contact our references, who can attest to our high level of customer support, technical innovation, and product dependability. FLORIDA ATLANTIC UNIVERSITY (FAU) NT/C& A Primary Contact: Andy Santana Address: 777 Glades Rd. Bldg. SU 80 (Student Services) Boca Raton, FL 33431 Email: santanaa@fau.edu Tel: 561.297.2771 Project Dates: 2015 - Present FST 196'1 Description of Services: Enforcement Management Solutions, Permit Management, LPR ST. MARY'S COLLEGE, CA SAINT Primary Contact: Cassandra Walker, Parking Coordinator M A RY S Address: 928 St. Mary's Road, Moraga, CA 94575 co L Lf G E Email: clw12@stmarys-ca.edu Tel: 925.631.4052 Project Dates:2019 - Present i CA 1.I FOR N I A Description of Services: Enforcement and Permitting, Enforcement Management System 641 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B UNIVERSITY OF MINNESOTA DULUTH, MN U1V11) Contact: Lisa Norr, Associate Director of Student Life Operations DULUTH Address: 245 Kirby Plaza, Minneapolis, MN Email: lisanorr@d.umn.edu Tel:218.726.6601 Project Dates: 2017 - Present Description of Services: 3 Mobile Enforcement devices, Enforcement Management System, Permitting, License Plate Recognition CITY OF CINCINNATI, OH Primary Contact: Christopher Brown, Parking Services Supervisor CIN I Address: 300 W. 6th Street, Cincinnati, Ohio 45202 0,P C4r'. Email: Christopher.Brown@cincinnati-oh.gov Tel: 513.352.4525 y Project Dates: 2011 - Present 178; - , -, Total Contract Value: $2,424,415 i Project Description: Installed 3,232 M3TM Single-Space Meters, tt, `-4° t 1,629 M5TM Single-Space Meters, 144 MS1TM Multi-Space Pay OHIOStations, Mobile Enforcement devices, EMS Citation Management system CITY OF LYNN, MA 0 iii-Primary Primary Contact: Bob Stilian, Parking Manager J1 Address: 3 City Hall Square Lynn, Massachusetts 01901 a Email: bstillan@lynnma.gov Tel: 781.586.6872 Project Dates: 2015 - Present g e co Total Contract Value: $565,000 o 1a Project Description: 24 MS1TM Multi-Space Pay Stations, 147 l6? 97Nstump p(\ 1. MK5 Single-Space Meters, Enforcement and Permit solutions, Mobile Enforcement Solution (MES) citation handhelds, Enforcement Management System (EMS) Parking Citation Management, and Permit Management Solution. The City has also deployed the PARK SMARTER' mobile app as a convenient payment alternative for its customers. 642 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B TAB C WORK PLAN t - 4, t T ° e ' _ t , Pt jjs.-[ Y p .J A t om,' 1.0 kit„ L pv.14 r. ,.., . , , • , ".. .. ., _ __ .,„....._____,_. .... ... r_ _ J . f rt. a. fAl rw...... RI 6 ......-0„... i • ,0 0 / 11111ft i fie`.. 1k' d ti -,:• yy +Y may,„'... f 4 4'I 10'l I y' 4 , '' •^ s •1 ',. 1' 4,-,!-,..i, ; , i kms' ° ,, ‘414,t'r''''.isf;,e,- .4 *..'Y''',r'.4 643 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B C. Work Plan Provide a detailed description of the implementation/transition process, including testing and training, for each of the services requested in this RFP. Provide a sample implementation/transition schedule to include data on the average lead time for an implementation/transition of the type that has been explained in this RFP. Outline critical factors that may affect that lead time. Describe support provided during implementation transition, including training, technical support, user manuals, and on-site visits. DATA MIGRATION TIMELINE FOR PASSHE (ESTIMATED) IPS will work with PASSHE's existing data to analyze and convert it, as required. IPS understands how critical this data conversion is to the success of this project and it is our promise to provide PASSHE dedicated care and communication throughout the entire conversion process. IPS has a number of full-time individuals dedicated to helping you throughout the conversion process. We utilize a unique process of expediting the conversion data by working on test data prior to the live exchange. All of these processes are accomplished and continuously supported in order to maintain the integrity of PASSHE's data; all while minimizing operational and customer service disruptions. The integration will begin with a scope of work outlining the data flow needs, triggers, and mapping needed to achieve the integration. Minimum variable products will be assessed first followed by upgraded features and capabilities. From there, milestones will be set for each benchmark - for example, if an event triggers a call to the API to initiate the retrieval or push of a certain transaction (let's say a payment), this will be listed, tested, and flagged as a milestone. Other functions of a similar nature will be treated in the same manner. API requirements on both sides will need to be assessed and built as agreed upon; the preference being as little labor as possible from the client. This will be followed up by testing and QA. Below is a detailed list of tasks needed by the Pennsylvania State System of Higher Education (PASSHE) prior to implementation: Fill out the setup document Supply user lists Fill in documents to retrieve vehicle registered owner data from the DMV and/or Nlets Provide a list of surcharges Work with IPS to create custom citation papers, and notices Help IPS setup the State System of Higher Education (PASSHE)'s merchant accounts Supply a Violation Schedule Optional: Supply location list, citation comment list, citation private comment lists If applicable, IPS will need someone to provide the Historical Citation Data to import into the Pennsylvania State System of Higher Education (PASSHE)'s system 644 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B We recommend converting all citations issued within the last five years. This will ensure that you will be able to generate statistics and reports against a complete data set. IPS is happy to accommodate a smaller conversion should that be the desired direction. A detailed conversion timeline is included below with sample start and end dates which help provide a clear picture of the steps we will take during your conversion process. All user manuals will be provided to PASSHE upon award. CONVERSION TASK (SAMPLE - DATES CAN BE UPDATED UPON PASSHE CONFIRMATION) SUBTASK DURATION SAMPLE SAMPLE START DATE END DATE Conversion Data Analysis 14 10/30/2023 11/14/2023 Data file(s) request 1 10/30/2023 11/1/2023 Data file(s) receipt 5 11/1/2023 11/6/2023 Data file(s) initial analysis 1 11/6/2023 11/7/2023 i Data file(s) Q&A with existing vendor 1 11/7/2023 11/8/2023 Answer(s) received from existing vendor 1 11/8/2023 11/9/2023 Import into test database 1 11/9/2023 11/10/2023 Follow up Q&A with existing vendor 1 11/10/2023 11/11/2023 Conversion algorithm modification 1 11/11/2023 11/12/2023 Reload conversation data into test DB 1 11/12/2023 11/13/2023 i Analysis of loaded data 1 11/13/2023 11/14/2023 Live Data Conversion 18 10/31/2023 10/18/2023 i Receipt of live data 1 10/31/2023 10/1/2023 1 Data analysis 1 11/1/2023 11/2/2023 I Follow up Q&A with existing vendor 1 11/2/2023 11/3/2023 1 Answer(s) received from existing vendor 1 11/3/2023 11/4/2023 645 Docusign Envelope ID:0BA50972-93D8-.483B-BO3F-BB6970C53ECD CW18653,Exhibit B Import into live database 1 11/4/2023 11/5/2023 Year 1 data loaded 5 11/5/2023 11/10/2023 Year 2 data loaded 1 11/10/2023 11/11/2023 Year 3 data loaded 1 11/11/2023 11/12/2023 Year 4 data loaded 1 11/12/2023 11/13/2023 Year 5 data loaded 5 11/13/2023 11/18/2023 Final Review 8 11/18/2023 11/26/2023 I I Final analysis 2 11/18/2023 11/20/2023 Client analysis 2 11/20/2023 11/22/2023 I I Vendor sign off 2 11/22/2023 11/24/2023 I I Client sign off 2 11/24/2023 11/26/2023 QUALITY ASSURANCE PLAN AND TESTING FOR PASSHE We at IPS incorporate an industry-standard QA plan and we follow processes that are a combination of automation and manual testing. Each stage of development will have at least one formal checkpoint called a "stage exit". When a stage has been successfully exited, it indicates that all draft deliverables due to date have been completed, all outstanding issues have an acceptable action plan, and there is a sound plan in place for the remainder of the project (detailed for the next stage). The project's designated approvers (signoff authorities) must provide a written position of concur/non-concur at the stage exit. All affected functional areas involved in the project also participate in and can provide input to the stage exit. Quality Assurance for this project will include at least one audit of all current draft deliverables and selected work products in each stage of development. These reviews will assure that the established system development and project management processes and procedures are being followed effectively and that exposure and risks to the current Project Plan are identified and addressed accordingly. In-stage reviews, hereinafter referred-to as In- Stage Assessments (ISA), will be performed and documented by the SJ-RT Quality Assurance consultant, in accordance with the DOE SEM In-Stage Assessment Process Guide. The following steps depict the In-Stage Assessment process flow for all development stages: Schedule the Assessment Receive Deliverables Conduct the Assessment Prepare Finding Report to Project Manager 646 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B IMPLEMENTATION PLAN - METERS WEEK No. MILESTONE / DELIVERABLE 1 3 4 5 '• 7 8 9 10 11 12 13 14 15 16 17 Phase I: Project Initiation 1. Internal Project Kickoff 2. External Project Kickoff Phase II: Infrastructure Configuration 3. Project Kickoff Follow-up 4. Product Manufacturing 5. Pre-Installation Site Visit&Prep 6. Product Shipment& Delivery 7. Scheduling Phase III: Project Implementation 8. Installation 9. Training (Onsite) 10. ost-Install Follow-up Training Web) Phase IV: Ongoing Project Management 11. Open Items 647 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B IMPLEMENTATION PLAN - ENFORCEMENT IPS will work closely with Pennsylvania's State System of Higher Education (PASSHE) to ensure a seamless implementation of the Enforcement Management System. Cathy Bock, Project Manager, will be responsible for managing the project for PASSHE through all stages of the implementation and throughout the life of the project. Cathy will oversee the integrity of the service and performance. All Key Personnel are fully proficient in our services and system with over 30 years of total combined years of permit processing experience. All steps will be documented to ensure that each step is completed in a timely and accurate manner. The below standard operating procedure (SOP) is based on the best estimates of the time required to implement the IPS Enforcement Management System. Generally, an implementation is achievable within 90 days or less. However, IPS strives to beat these timelines; in many cases, we can accomplish a go-live in 45 days or less. IPS will comply with all local and state health and safety guidelines in place at the time of any in-person visits to PASSHE. TASK TARGET TIMELINE Equipment 4-6 Weeks Hardware Order and Shipment Citation Paper Proof Citation Paper Order Data Acquisition 1-2 Weeks Location Data Violation Data User / Officer Data Other Business Rules Data Conversion 6-8 Weeks Conversion of Existing Data Training and Installation 1-2 Days Onsite Installation and Training Other Processes 1-2 Weeks Export Build and Testing (if applicable) 648 Docusign Envelope ID:0BA50972-9308-4838-B03F-BB6970C53ECD CW18653,Exhibit B Conversion Data is a set of existing (open, closed, and archived) data that PASSHE owns. This data can be quite extensive and therefore IPS has a strict protocol that we follow to ensure a seamless conversion process. This unique protocol gives IPS the ability to guarantee absolutely minimal downtime through our entire implementation process. IMPLEMENTATION PLAN - PERMITS IPS will comply with all local and state health and safety guidelines in place at the time of any in-person visits to PASSHE. TASK TARGET TIMELINE Data Acquisition 1-2 Weeks Location Data Permit Types/Permit Sub-Types Other Business Rules Data Conversion 6-8 Weeks Integrations of Enfocement, LPR, meters Conversion of Existing Data Training and Installation 1-2 Days Onsite Installation and Training Other Processes 1-2 Weeks Export Build and Testing (if applicable) Conversion Data is a set of existing (open, closed, and archived) data that PASSHE owns. This data can be quite extensive and therefore IPS has a strict protocol that we follow to ensure a seamless conversion process. This unique protocol gives IPS the ability to guarantee absolutely minimal downtime through our entire implementation process. 649 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B IMPLEMENTATION PLAN - PARKSMARTER WEEK No. MILESTONE / DELIVERABLE 1 2 3 4 5 6 ,.7 8 x,9.. .10. 1.1 12 13 14 15 16 17 S', Phase I: Project Initiation 1. Internal Project Kickoff 2. External Project Kickoff Phase II: Data Aquisition 3. Zone/Location Data 4. Configuration/Rates 5. Integrations(if applicable) 6. Marketing Materials(if applicable) Phase III: Project Implementation 7. IPS/Agency Testing Period 8. Installation and Training Phase IV: Ongoing Project Management 9. Open Items 650 Docusign Envelope ID:0BA50972-9308-483B-803F-BB6970C53ECD CW18653,Exhibit B TRAINING PROGRAMS FOR PASSHE IPS WILL PROVIDE AS MUCH TRAINING AS REQUIRED IPS will provide all necessary training (both on-site and web-based) as required by PASSHE including additional and customized sessions before and after deployment. Additionally, IPS can provide multiple trainers if necessary. Most IPS training sessions are a combination of onsite classroom training and hands-on use of enforcement management systems. Manuals are provided for reference material. As new features are deployed, additional training sessions can be established at mutually agreeable times to provide updates and refresher training. The following pages include our standard training subjects. A complete training schedule with an agenda will be constructed and approved by PASSHE if awarded. TRAINING SUBJECT: ENFORCEMENT Element Description Subject Matter Training will demonstrate meter flexibility and configuration options that can be used to make enforcement as easy as possible. Primary Audience Enforcement Staff/ Supervisors, Adjudication Staff Training Hours per Student 1-2 hours per session Students Eligible to Train 8-10 per session, with no limit to the number of total students Proposed Schedule Post-installation Location of Training Enforcement staff offices or locations TBD Training Provided By Local Field Service Technician TRAINING SUBJECT: HANDHELD HARDWARE/MOBILE ENFORCEMENT SYSTEM (MES) Element Description Subject Matter To introduce enforcement officers to handheld hardware and software use. Training includes basic handheld use and operating features related to issuing a citation, taking photos of vehicles in violation, use of the chalking feature, and use of Meter Guided Enforcement. First-line troubleshooting and basic repair are also included. The session also includes FAQs and Q&A sessions. Primary Audience Officer staff responsible for issuing the citation Training Hours/Student 1-2 hours per session Students Eligible to Train No limit to the number of total students Proposed Schedule Prior to and during the installation 651 Docusign Envelope ID:0BA50972-9308-483B-B03F-BB6970C53ECD CW18653,Exhibit B Location of Training PASSHE determined location TBD Training Provided By IPS Group System Support Specialist/Local Field Service Technician TRAINING SUBJECT: ENFORCEMENT MANAGEMENT SYSTEM (EMS) Element Description Subject Matter To introduce PASSHE staff to the Enforcement Management System (EMS) used to track the entire lifecycle of parking citations. Training includes a review of citation data, adjudication, payment, DMV communications, and reporting. Training includes an overview of the various system functions related to citation changes and updates. The session also includes FAQs and Q&A sessions. Primary Audience Office staff having interaction with public inquiries and any PASSHE employee needing access to citation information. Training Hours/Student 1-2 hours per session Students Eligible to Train No limit to the number of total students Proposed Schedule Prior to and during the installation Location of Training PASSHE determined location TBD Training Provided By IPS Group System Support Specialist/Local Field Service Technician TRAINING SUBJECT: PERMIT MANAGEMENT Element Description Subject Matter To introduce the staff to the use of the permit management system. Training includes how to register and purchase a permit on a public portal, back-office approvals, other options, and permit reports. Primary Audience Staff responsible for managing permits Training Hours per Student 1-2 hours per session Students Eligible to Train No limit to the number of total students Proposed Schedule Prior to and during the installation Location of Training Webinar Training Provided By IPS Group Support Specialist 652 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B RAINING SUBJECT: METER MAINTENANCE Element Description Subject Matter To introduce maintenance and operations staff to basic meter use and operating features, including primary construction & disassembly, meter installation & removal, coin and card transactions, primary diagnostics tools, standard operating parameters, first-line troubleshooting, and basic repair. The session also includes FAQs and Q&A sessions. Primary Audience All maintenance and operations staff Training Hours per Student 1-2 hours per session Students Eligible to Train 5-10 per session, with no limit to the number of total students Proposed Schedule Prior to and during the installation Location of Training PASSHE meter shop or location TBD Training Provided By IPS Group Customer Support Manager/Local Field Service Technician TRAINING SUBJECT: DATA MANAGEMENT SYSTEM USAGE Element Description Subject Matter Provide a thorough review of all financial, technical, and administrative reporting capabilities, specific to each functional user group, in addition to more advanced training for system administrators who will use multiple reporting areas, as well as meter configurations. Primary Audience Operations Supervisors/Managers, Adjudication Staff, Project Managers, System Administrators Training Hours per Student 1-2 hours per session Students Eligible to Train 5-10 per session, with no limit to the number of total students Proposed Schedule One week or more prior to installation and one week after installation Location of Training Location TBD Training Provided By Local Field Service Technician TRAINING SUBJECT: FINANCE/ACCOUNTING/AUDIT/ADJUDICATION Element Description Subject Matter To provide an overview of IPS meter management system reporting capabilities covering all financial reports, credit card settlement, coin reconciliation, and transaction details. Primary Audience Operations Supervisors/Managers, Administration, Data Analysts, Finance & Accounting Managers 653 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B Training Hours per Student 1-2 hours per session Students Eligible to Train 8-10 per session, with no limit to the number of total students Proposed Schedule One week or more prior to installation and one week after installation Location of Training Location TBD Training Provided By IPS Group Customer Support and Local Field Service Technician TRAINING SUBJECT: LPR ENFORCEMENT Element Description Subject Matter Back-office training; This initial, 60-minute training covers back-office operations, including Vigilant Client Portal usage. This training covers how to set up and manage users, set up vehicles, set up zones, and perform reporting. Scheduling for back- office training is typically discussed on the kickoff call and can take multiple meetings to ensure sufficient training is provided. System startup and commissioning; Vigilant CarDetector Mobile training - This training is scheduled once the installation is completed, and includes final camera commissioning by Motorola Solutions' Sales Technician to ensure the cameras are aimed correctly and functioning properly. This typically takes 3.5 hours but may vary based on the size of the City's operation. Motorola Solutions' Sales Technician will train personnel on using Vigilant CarDetector Mobile while on-site, and help train staff on other solution software that is being implemented. This 1-hour training is geared towards enforcement officers, covering the software they will use on a day-to-day basis. Primary Audience Enforcement Staff/ Supervisors, Administrative Staff Training Hours per Student 3-6 hours - over the course of the project implementation Students Eligible to Train No limit to the number of total students Proposed Schedule Concurrent with a project timeline Location of Training Online via web conference/phone and in-person once installed. Training Provided By Motorola Solutions (Vigilant) 654 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B RAINING SUBJECT: PARK SMARTERTM Element Description Subject Matter PARK SMARTERTM is incredibly easy to learn; therefore, complete training should only take one hour. Topics covered include: a. Creating an account b. Single sign-on (SSO) c. Transactions d. Administration e. Visa Commerce Network Primary Audience Operations Staff Training Hours per Student 1 hour, unless additional training is needed Students Eligible to Train No limit to the number of total students Proposed Schedule Prior to and during the installation Location of Training Remote — can be accomplished via webinar. Training Provided By IPS Customer Support PASSHE'S JOURNEY WITH IPS - CUSTOMER SUCCESS IMPLEMENTATION Below is the onsite installation and training customer success that we created for PASSHE: Onsite Installation and training PASSHE and IPS define "success" based on PASSHE's short and long-term goals, and map implementation and performance milestones to an agreed-upon timeline. IPS provides consultation on a strategic plan for your long-term success in revenue gains, staff independence and comfort with technology, and maintaining public acceptance of paid parking program. PASSHE is introduced to its dedicated team and its respective roles. The project team delivers tailored, in-depth training based on a proven curriculum. Training is provided as needed for new staff post-deployment. Train-the-trainer approach is used to teach staff to teach colleagues; however, IPS offers the option for our trainers to teach your new staff members as they come on board. I Staff introduced to all the self-help resources available in the DMS, including how-to videos, instruction manuals, and more. IL Customer Success and Marketing teams work with PASSHE to launch any Marketing tactics. Post installation, PASSHE + IPS Customer Success meets via conference call to discuss the installation and ensure all project criteria have been met. 655 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B PASSHE + IPS Customer Success establishes periodic business reviews to gauge program health and performance. Customer Success consults on appropriate adjustments to guide the future direction and momentum toward goal achievement. Customer Success maintains open communication across sales, support, marketing, and engineering to ensure quick issue resolution and continual progress. IPS GROUP PROJECT TEAM Our high-performing project management team will apply best practices to ensure that the entire solution is implemented within budget, on schedule, and within scope. We strive to provide the tools to ensure our customers' success long-term. We understand the importance of ongoing support and we encourage PASSHE to speak with our references in this regard. We also understand that ongoing support is a critical element of any successful project and the basis of a long-term partnership. IPS is uniquely positioned to provide support services that will translate into the most responsive and comprehensive service offering available to the University. AMIR SEDADI Chief Innovation Officer I ROLE: Strategic direction — Smart Cities innovation Amir serves as the Chief Innovation Officer of IPS Group, Inc. As ktIV' CIO, Sedadi is tasked with driving, developing, and managing innovative and intelligent parking solutions with a strategic focus on Smart Cities both in the US and internationally. After ft( retiring from the City of Los Angeles Department of Transportation (LADOT) in 2012, Amir joined IPS Group, bringing over 30 years of transportation management, engineering, policy, and legislative experience with expertise in the areas of intelligent parking management operations & policies, transportation planning, budget, and administration. 656 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B MIKE CHIODO 11111 IlkAgriOW 1,Senior Vice President of National Sales I ROLE: IPS Sales Organization Leadership Mike has been with IPS Group for eight years and has a proven track record of success. Based in California, he oversees the U.S. and is well-versed in agency policies. He has worked with over illhillh 100 cities implementing new parking programs as well as modernizing current parking programs. His strengths are working with cities, and private operators, alongside vendor partners modernizing current programs and ensuring the best solutions, are utilized to optimize their parking programs. DAVID L. ROTENBERG 0.-- Director of Enforcement Solutions I ROLE: Enforcement Supervision Dave Rotenberg serves as Director of Enforcement Solutions of 1114 IPS Group, Inc. As Director, Dave is responsible for the oversight and management of the Enforcement Solutions division and maintains direct supervision over the technical and operations units. Dave joined IPS in 2016 at his current position, bringing with him 20 years of parking enforcement management experience in both the public and private sectors. Prior to taking on his role as Director of Enforcement Solutions, Dave was the COO and part owner of a premier parking and code enforcement data management corporation where he was responsible for the day-to-day today operations of the company; managing the MIS, Client Relations and Operations departments. MIKE CARNEIRO r Director of DMV I ROLE: Services DMV & Nlets Liaison Serving as the Director of DMV Services, Mike Carneiro is responsible for the development and management of relationships with state Departments of Motor Vehicles, DMV source agencies, as well as the National Law Enforcement Telecommunications System (Nlets). Mike joined IPS in 2022ii bringing with him over 38 years of expertise in the parking and tolling industries, 13 years at Duncan Solutions and 25 years at IMMENIIIIIIMMIIIMIIIMII Conduent as the Director of DMV Relationship and Data 657 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B Management. Mike holds a Science Degree in Criminal Justice and has professional certifications in Homeland Security, Domestic Violence, and Corrections. He is a subject matter expert in the registration license plate identification field and is a licensed private investigator in the state of North Carolina and a member of the North Carolina Association of Private Investigators (NCAPI). INF RANDY LASSNER Vice President of National University Sales I ROLE: Parking Enforcement Solution Sales Contact M Before joining IPS, Randy Lassner worked in the car industry for over 12 years as a General Manager for one of the top 20 volume Chevrolet dealerships in the US. He was responsible for managing a team of 20+ salespersons, advertising, and purchasing all used cars. In 2008, Lassner entered the parking industry. As Director of Sales, he was responsible for selling Parking Enforcement software and hardware to Municipalities and Universities across the country. Lassner helped multiple companies grow their presence across the US market through strategic partnerships and relationships. TIM MACELDOWNEY Regional Sales Director-Higher Education, Southl ROLE: Sales Management & Local Support Tim oversees our Higher Education customers in the Southern 4° US region. This region includes the states of GA, FL, NC, SC, and VA. He works directly with universities & college campuses to implement IPS Permitting, Enforcement, and Meters, as well as modernize current parking programs. He brings 20+ years of experience in sales & strategic alliances of SaaS software solutions. He enjoys collaborating and partnering with Campus Leaders who are interested in offering the most reliable and cost-effective parking management solutions to their Students, Faculty, and campus employees. 658 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B JERAMY RUSSELL Project & Account Manager I ROLE: Local Support & Project Management Jeramy Russell recently transitioned to IPS from the City of Deadwood, South Dakota where is was employed since 2016. Jeramy served a variety of rolls while working for the City. Jeramy served as a Community Service Officer for the Deadwood Police Department for 3 years before his promotion to the Planning and Zoning Administrator, Parking Manager, and Transportation Director in September 2019. Jeramy was instrumental in transitioning Deadwood's outdated parking system over to the state-of-the-art options provided by the IPS Group. Jeramy attended Western Culinary Institute in Portland, Oregon where he received a Culinary Arts Certificate, and Columbus State Community College in Columbus, Ohio. Jeramy and his wife, Ashly, have 2 young children, Maverick and Weston. ALEX DOMINQUEZ Systems Support Specialist I ROLE: Client Support Alex earned his Bachelor's degree from Westwood College and came to IPS with over 10 years of experience in the parking industry. He began his career with an enforcement company and worked his way up from Data Entry to Technical Support Specialist. Alex now works as the Systems Support Specialist with IPS Group, working closely with both the enforcement hardware and software, as well as working in tandem with the development teams to test and deliver new innovative software. His responsibilities include a charge of configuring, testing, and installing all equipment for new clients, on-site or remote training of new and existing customers, as well as handling day- to-day client requests, troubleshooting, and technical support of all kinds. 659 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B ELISA LEANOS ti04i • -. Operations Coordinator I ROLE: Operations Coordinator lir 1111 Elisa Leanos serves as the Operations Coordinator oft 4- Enforcement. As Operations Coordinator she is responsible for revery aspect of our parking citation and processing service r, , operation for existing clients as well as managing the daily service functions. Elisa joined the parking industry in 2005 bringing with her 13 years of parking enforcement experience in the private sector. Her duties include project management, client setup and implementation, and system research and development. CUSTOMER SUPPORT AT IPS, YOUR SATISFACTION IS OUR PRIORITY DEDICATED 411), if iiit SUPPORT THE dir WAY YOU WANT Whether you prefer to receive support by phone, email, or self- service elf- service on the web. IPS111ror4( i C . s iiir , I 1j is the only vendor that offers every option. AI With IPS we customize A . your support to best fit your team's needs.fi i „ . • . IPS clearly understands the importance of ongoing support and we encourage PASSHE to speak with our references in this regard. We also understand that ongoing support is a critical element of any successful project and the basis of a long-term partnership. IPS is uniquely positioned to provide support services that will translate into the most responsive and comprehensive service offering available to PASSHE. Your designated Customer Success Team includes a Customer Support Manager who understands all the intricacies of your project. We promise to listen to any challenge to find a solution. 660 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B THE FOLLOWING SERVICE OFFERINGS ARE INCLUDED THROUGHOUT THE LIFE OF THE CONTRACT WITH IPS: 24/7 TELEPHONE HELP DESK & ONGOING SUPPORT Knowledgeable, friendly service is just a phone call away. IPS offers customer service resources with in-depth system knowledge around the clock to ensure you get what you need, fast. Our team of experts is available via a telephone-based help desk during normal business hours from 7 a.m. to 9 p.m., Monday through Friday. We also offer after-hours/emergency technical support to maintain constant coverage. Upon entering a contract, IPS will provide contact information for all IPS senior staff. IPS customer service can be reached toll-free at (877) 630-6638, or at customersupport@ipsgroupinc.com for non-emergencies. LIVE CHAT CAPABILITIES Self-help support resources are right at your fingertips. Our products have been developed so that an easy immediate fix may be available without the help of additional IPS personnel support. The IPS Parking Enforcement Management System features Live Chat to help get the job done. Online help tools include product manuals, FAQs, "how-to" training videos, and more. These tools can be conveniently accessed 24/7 online for authorized users. o= TROUBLESHOOTING / TECHNICAL SUPPORT Designated technical resources are ready to help you. As both the designer and manufacturer of its smart parking technology, IPS is prepared to designate PASSHE with technical resources including a team of hardware/software engineers, database administrators, and web/data-integration engineers for additional support. DATA SECURITY MANAGEMENT Your data is protected. IPS offers ongoing data security management and backup systems support of the EMS in case of a critical failure. PERSONALIZED FOLLOW-UP MEETINGS Ensure the Parking Management Solutions project criteria for PASSHE are met and exceed expectations 661 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B TAB D TECHNICAL REQUIREMENTS ill, VIII4r/4"i PA RK Ir IG ELoog EI0.01P/0....., 1 v mi, ii., le li\ 4. 41. 1' i 40 r 662 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B D. Technical Requirements Provide a detailed description of the proposed solution and include a response to the Requirements listed in Section III of the RFP. Based on the RFP specifications in the section III Work Statement and appendix A, we propose IPS Enforcement Management System (EMS), including Parking Pay stations, License recognition Plate, and Permit Management —A solution for Pennsylvania's State System of Higher Education (PASSHE), including state and local governmental entities, public and private primary, secondary, and higher education entities, non-profit entities, and agencies for the public benefit. IPS Enforcement Management Solution will help PASSHE to manage the entire citation lifecycle from issuance to collections and incorporates state-of-the-art, real-time technology, and dedicated customer service resources for all universities, colleges, and entities associated with PASSHE. The complete Enforcement Management Solution seamlessly integrates with the existing parking platform of PASSHE. IPS Permit Management System's back-office application will allow PASSHE to easily set up and manage the entire permit issuance process from design to fulfillment. PASSHE has the flexibility to offer whatever permit types are chosen (e.g.... residential, guest, daily), and can designate specific rates accordingly. Administrative users (as determined by PASSHE) have the authority to create new permits or deactivate existing permits via the system. For this project, IPS will be partnering with Motorola/Vigilant solutions to coordinate the LPR Enforcement System for vehicle patrol units. The mobile license plate recognition systems (LPR) will be completely integrated with IPS Group enforcement and citation issuance software. On the following pages, we are providing a demonstration and details about the RFP requirements and our ability to meet the work statement for the parking management solutions based on an experience of 23 years as a leader in the industry. Parking Pay Stations: IPS understands Pennsylvania's State System of Higher Education's requirements mentioned in the section II work statement and Appendix A and proposes a choice of our Parking Pay Stations MS1TM and our latest generation of MS3TM. We have included in Tab B, all the key features and advantages of each Parking Pay Station. IPS is happy to run a demonstration and/or a presentation to PASSHE and go through more details and help you to meet your budget and expectations. The Data Management Software is a back-end Software that will help PASSHE's Staff to manage the whole parking system, they also can customize the reports. 663 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B ai , m J TM MULTI -SPACE METER PAY- BY- PLATE The MS1' Pay Station incorporates the unique features of the proven IPS single-space platform while offering customer-focused features such as IntelliTouchTM transaction processing. The MS1T" features a robust hardware design, which includes a stainless-steel cabinet and armored glass. PHYSICAL FEATURES Accepts credit and debit cards, coins, tokens, smart cards, "touchless" pay-by-phone and NFC/contactless (optional), EMV (optional), and bill notes (optional) Available in Pay-by-Space, Pay-and-Display, and Pay-by-Plate with the simple change of a keypad and firmware update Separate maintenance cabinet and collection vault. The cash box is housed in a secure vault that features a six-point locking system and a high-security lock. Highly secure, stainless steel cabinet with weather and graffiti-resistant powder coating and scratch-resistant armored glass LCD display window. Independently certified to operate in all climate types and temperature ranges of - 20°F to 120°F Automatic alerts are sent to technicians or staff members in the field via email, text, or both. Pre-integrated with IPS meters/sensors, most pay-by-phone, and guidance/enforcement applications. 664 Docusign Envelope ID:0BA50972-93D8-483B-1303F-BB6970C53ECD CW18653,Exhibit B 1,1 MS3TM MULTI -SPACE METER PAY-BY- PLATE MS3TM MULTI-SPACE PAY STATION IN TIMES LIKE THESE, YOU NEED A PARTNER THAT YOU CAN TRUST. ALL IPS METERS AND SPARE PARTS 1 ARE MANUFACTURED IN THE U.S. AT OUR SAN DIEGO, CA HEADQUARTERS. pApr faisiW The MS3TM Pay Station features a full-color screen with the flexibility of an optional touchscreen. With the MS3, you can give your patrons easy-to-read parking instructions in a vibrant showcase. For your staff, the MS3TM ties into the powerful IPS Data Management System, allowing you in-depth analysis of parking patterns and the ability to remotely update rates and other operational features. PHYSICAL FEATURES Display: Large color, touch screen (optional), multi-language, 800x480 pixels, and allows for alphanumeric or graphical messages. The display is protected by the anti- glare coated bonded glass (standard) Payment Accepted: Credit and debit cards, smart cards, coins, optional tokens, touchless" options including pay-by-cell integration, smart payments through apps like Apple PayTM and Google PayTM, and bill notes. Cabinet Housing: Uni-body construction. High-grade corrosion-resistant stainless- steel treated and covered with weather and graffiti-resistant powder. Protected by a six (6) point secure locking system. Flexible and User Friendly: The MS3TM is available in Pay-by-Space, Pay-and-Display, and Pay-by-Plate models. 665 Docusign Envelope ID:OBA50972-93D8-4838-B03F-13B6970C53ECD CW18653,Exhibit B I II 11 1N/1,......____, DMS DATA MANAGEMENT SYSTEM 666 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B GEOfencing Technology: IPS can integrate with any third-party contractor for Geofencing to meet PASSHE's requirements. License Plate Recognition Technology We are currently partnered with Motorola (Vigilant), however, the Enforcement Management System can integrate with any third-party LPR provider that PASSHE desires. Please refer to the product brochures in the appendix. IPS can integrate our Enforcement and Permit Management Solutions with any License Plate Recognition (LPR) provider to form a fully comprehensive, advanced, virtual permit and citation management system. This capacity to integrate with any LPR platform means that we have the unique ability to design our system to, just about, any need and/or specification. Our exclusive LPR partnerships allow for access to the best this industry has to offer in LPR technologies: Fixed LPR cameras systems ALPR vehicle camera systems Garage parking systems Virtual permitting Virtual citations Scofflaw Alerts Boot Alerts Overtime Zones and Alerts Comprehensive real-time Reports Unauth • Not Authorized P574023 Camera #4 Parking inform. swn VW/MUM vMrtu .. .. ., Lambe, Penni Ur* 6.s.9..7 ar'Kw 111001140n•ao,111..r C.+.M.NMM Cows 14 I y.W M M LM'elhAs •71114002 7. Lama* $2 Naos 6.ew..I C..W.. Unauthorized Vehicle Alerts in Vigilant Car Detector Mobile 667 Docusign Envelope ID:OBA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B Digital Chalking for Time-based Enforcement LPR Motorola Solution includes Digital Chalking to help identify vehicles that have been parked longer than their allotted time. Personnel will be able to configure time limits for each parking area, enabling our Parking Solution to send alerts to enforcement personnel if a vehicle has exceeded the limit. The personnel receives alerts via the enforcement software provided for their role. Vigilant CDM will alert patrolling enforcement officers when mobile LPR cameras detect a vehicle that has exceeded its allotted time. Expired Partin j i,of NYMSW, us-:s l:t f 1 +4H 'I Deva ?.3.16.,5 Stout Tnr Of SLIM Cl:8 i,pl,. Right T.+.a sun :f.`r 16 PU Comm Nam .. .. Caws.—.— R-ite Lllgppl locWan laftswum plwo L{pp{p .763L3?1WD363 1'...i.as — LWOW, 40':SSL97D3Di 111111.1 n.r. I row _. L Arra.mg*gill. Digital Chalking Alerts in Vigilant Car Detector Mobile A comparison of current vehicle scan information to initial scan information. Vehicle image, to confirm that the same vehicle has been detected. The location of the vehicle. That location's time limit, the duration of the parker's stay, and the time elapsed since the parker exceeded their allotted time. 668 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B Scofflaw Identification Using a pre-configured list, the proposed Parking Solution will help identify parking scofflaws and alert personnel to them. Personnel will be able to prepare the scofflaw list by manually uploading a file or setting up an automatically refreshed file. Once configured, the list will automatically synchronize throughout the Parking Solution, which will alert personnel via CarDetector Mobile if it detects a vehicle on the scofflaw list. Motorola Solutions can assist in configuring available scofflaw lists. Scofflaw Alert Exact match V X111.., III 4 rLLx2/.4 4111111 Camera #1 4 Hit Description 1:notyq,S . CDM hit • DDdsa[ illilliMihlliI. 1D•b4cdc,lslev 00)- D11: 1118 Dwarres• 13.3.11.11 G Canwp421MI2 2 Ai Scofflaw Alert Notification in Vigilant Car Detector Mobile Payment and Permit Verification Our Parking Solution helps enforce parking policies in paid parking areas by maintaining a whitelist of authorized parkers. The solution uses data imported from payment applications or virtual permit providers to determine if a vehicle is authorized to park in an area. Those payments and permits can come from third-party permits, mobile payment, multi-space meters or reservation providers. Personnel will also be able to configure contextual enforcement rules, such as what times of day a vehicle requires a permit or payment to park in a specific area. 669 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B Step 1: Name Your Zone na Location&cla*whw'%Kiva. r. Refresh Step 2: Choose A Boundary Type Goo 7"@ tea*eE tare Li.rerndl.CA.USAzi40000 5\--P-\ Map Sate;Me Ti siooad Alit 1 tm amu '°° AP'' n t lx4e go'"a Location Mapping and Rule Configuration Back-office software, called Vigilant ClientPortal, automatically synchronizes the configured rules for each site with field enforcement software, so patrolling enforcement officers or a fixed LPR camera will be able to easily determine if a vehicle is authorized to park in an area. During enforcement hours, enforcement software will issue an alert if it detects a plate that is not on the approved list for a location. Personnel receive alerts via the enforcement software provided for their role. Patrolling enforcement officers can receive alerts from Vigilant CarDetector Mobile (CDM), using mobile LPR cameras to detect unauthorized vehicles. 670 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B NCIC and CLEAN Reporting : IPS can integrate with the Commonwealth Law Enforcement Assistance Network (CLEAN), which is used by the Commonwealth's criminal justice agencies to access driver's license and motor vehicle information, state criminal history record information maintained in the Pennsylvania State Police Central Repository, the Commonwealth's central registry for Protection from Abuse orders, "hot" (stolen and wanted) files, law enforcement messaging capabilities, and a host of other services. IPS uses Nlets to acquire Registred owner information, however, with appropriate permissions and access, IPS can integrate with CLEAN, and a host of other services as well as NCIC if access is granted. Citation Processing Management and Support Services: Knowing that PASSHE manages many colleges and entities, IPS enforcement Management is the perfect solution to meet all the requirements described in the Work Statement. Our solution back-end Enforcement Management Solution (EMS) will allow PASSHE's staff to manage all the citation cycles for all the entities and colleges associated o PASSHE. In the meantime, the Public Citation Management will allow the students/visitors to pay for their citations with ease of mind. Below is a full description of our Enforcement Software. PASSHE will have access to the latest software version of our software. IPS will notify PASSHE to get the latest version in case of software updates or upgrades. Our solution is fully integrated with PASSHE's solution, IPS team will provide the training and support required as described in the Tab C Work Plan. For integration requirements with the PASSHE's third-party vendor programs, IPS has proven capabilities, all we need is to receive the data format specification, transmission API, and frequency from the vendor. Alternatively, if the vendor does not have this information, IPS can provide standardized data share API and documentation. 671 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B A INF v ENFORCEMENT MANAGEMENT SYSTEM 672 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B 673 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B 674 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B 675 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B 676 CW18653,Exhibit B 677 Docusign Envelope ID:OBA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B 678 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B 679 Docusign Envelope ID:0BA50972-93D8-483B-603F-BB6970C53ECD CW18653,Exhibit B 680 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CWI8653,Exhibit B 681 Docusign Envelope ID:OBA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B PERMIT MANAGEMENT PORTAL a - 682 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B 1 683 Docusign Envelope ID:OBA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B 684 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B 685 Docusign Envelope ID:OBA50972-93D8483B-B03F-BB6970C53ECD CW18653,Exhibit B 686 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B 687 Docusign Envelope ID:OBA50972-93D8-4836-B03F-BB6970C53ECD CW18653,Exhibit B 688 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B 689 Docusign Envelope ID:0BA50972-93D8-4836-B03F-BB6970C53ECD CW166SS,Exhibit B TAB E MANDATORY REQUIREMENTS 4,00r, mild4 i 04' K 1. t apt. b1 T k r K y# .e R s' 4,,Y A t t Y .:‘. 1r. . ::,:ii.:'4: 1, 4 may/a 4,10r,,Th , ,..., ,. i .. '-- - -Ira - -41C,, ..,,.. - fly i:. • r.It,A N: A:, a e'. how r A y IS a.. P t NI 4( lig 4.II g; • ' NP 46 J^'.,"-.I a G ,r P 111. i a 690 Docusign Envelope ID OBA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B Demonstrate that all Mandatory Requirements listed in Section III of the RFP can be met. Explain in detail. Offerors must demonstrate that they meet all the following mandatory requirements: 1. The ability to provide a full parking enforcement module which enables the universities to issue, enforce and adjudicate tickets and fees, accept payments, and provide customer service. As described in Tab D Technical Requirements, where we have included our full description of the solution proposed to PASSHE. IPS Parking Enforcement Management Solution is a fully integrated solution that lets Pennsylvania's State System of Higher Education PASSHE) staff manage the entire lifecycle of parking enforcement from Civil Citation Management to Permit Management. IPS also will provide exceptional customer service as described in the Tab C Work Plan. It has three major components: Back-office Management, Public-facing Portals, and Field Enforcement. Each element can be purchased as part of the fully integrated solution or as a stand-alone offering. BACK-OFFICE MANAGEMENT Enforcement Management System (EMS) http://ipsenforcement.com: Our web- based Enforcement Management System lets enforcement staff manage the entire lifecycle of parking citations including issuance, adjudication, payment, DMV communications, and collections. Permit Management System (PerMS) https://www.ipspermits.com: Our web-based Permit Management System lets permitting staff manage the entire parking permit lifecycle from initial design through fulfillment. PerMS supports all rates and permit types in multiple formats such as decals, hang tags, and/or virtual permits. PUBLIC FACING PORTALS Permit Public Portal https;//www.thepermitportal.com/IPS: This customer-facing website allows civic patrons to review rates and availability, apply for a permit, upload verification documents, and pay online. Public Citation Management Portal htps://citationportal.com/: This customer- facing website allows residents and visitors to see the current status of their citations; view fine amounts, including late fees; pay or contest citations, as well as obtain receipts or additional information. FIELD ENFORCEMENT Mobile Enforcement System (MES)/Handhelds: The IPS Mobile Enforcement System includes EMS software synced in real-time to a one- or two-piece handheld. You can choose the ergonomic XF Mobile Enforcement Device with an integrated 691 Docusign Envelope ID:OBA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B printer or a cell phone and a separate mini printer. Both options can run either the Android or iOS operating system, and provide enhanced evidence collection for ticketing, including e-chalking, mobile LPR, guided enforcement, Geocoding, and image capture. LPR Enforcement System (third-party): IPS integrates with major LPR vendors to offer a system that automatically captures and reads thousands of license plates per shift, compares each plate to any existing database in real time, and notifies officers of infractions. The LPR system can be mounted on a variety of enforcement vehicle types, including carts and Segways. 2. The ability for parking enforcement officers to utilize mobile license plate recognition to scan vehicles parked in surface lots and issue citations as required As detailed in Tab D Technical Requirements, IPS is partnering with Vigilant for License Plate Recognition Technology that will allow the enforcement officers to scan vehicles parked in surface lots and issue citations as required. i• . 1 I i r .SKIN VEHICLE EXACT MATCH ALM59301 2 IRI:O 59304H2 ww MGM59304H2 tl 3 CUE f:T40h C[T.IS 692 Docusign Envelope ID:0BA50972-93D5-483B-B03F-BB6970C53ECD CW18653,Exhibit B 3. Ability for parking enforcement officers to utilize smart device field access all customer vehicle citation information issue citations required The enforcement Officer can issue all the citations through the smart device. Citations are automatically uploaded and transferred to the EMS from the handheld unit. Y y„';I 'Y rz..1.—t.:7,..., Y' n••i ce t o Ow 4,...*- 21--, 'Se .• Iikirs4S-i-.... ' ".•\'''''' :61- t: •, -- : .. jook ., ,- .' ... ;./. ..'Z. , aZt " e 4 f *... & `9 .i. t tr tel Pt f -106-1=1 111. 11% 4Zi v 5 0 00. itgl.-\ lk t 4. Capability to track parking enforcement officer locations IPS complies. IPS supports both a one-piece and two-piece mobile enforcement device. Officers can track a location from a list and use GPS to automatically enter a location, or manually type in the location of the violation. The IPS Mobile Enforcement System (MES) captures high-resolution color photos (2mp 1080p @3fps color imager) that sync in real- time during citation issuance. Additional image capture specifications can be found as part of the Samsung Note 9 specifications list in response to the previous requirement. The MES also features digital "e-chalking" functionality to track time parked and provide evidence of violation with timestamped images. Pennsylvania's State System of Higher Education PASSHE) can easily configure the time limitations within each zone from the IPS Enforcement Management System (EMS). 693 Docusign Envelope ID:OBA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B 5. Ability to maintain data, images and/or video, and transactions for tickets issued to drivers and vehicles. All the data, images and/or video, and tickets issued to drivers and vehicles are automatically uploaded and transferred to the EMS from the handheld unit. IPS will store all those information as requested by PASSHE. 6. Offer multiple ways to pay and adjudicate tickets. IPS offers multiple ways to pay the tickets, In person, online through VISA, Mastercard, Discover, and American Express, or by mail, as per PASSHE's request, however, we also adjudicate tickets as described below: i® PANAINGEN(DNCEMENTAi MANAGEMENT a. .. Citation I3 12Fld r. Dorn( CWong Cah.CA ntnl CIINk11 I P P lncNbl PbM B W 0031929 00 NORTON AVE 4JW&l M 104,A DAM home TNM 0tm DAM lwl 03.0 120,2019 09 39 AM 1,6,20,A WAW0NOaNOIVX`19 COY MIIAI BUM P.O 0w BED WANMNG 000 00 nl es dr c uAr11EN 9 Itirn9 •rumor. 4 AOun r.n.0 0 AONV •Mrs. nw+roa,-inIPV19Ww i i1M11M NVPImo1.Pn Eoulwn kW.Nur00.. Po*,Nrwnb. CNAcar 1C0 NORTON AVE 0 Public Comments NO.SOMA MC CI S)101(10 P000.ComrA. Pate Sulo WI E.uvrtmn PNAYitMAY Mo. Body I UNINNL WY 1W:(P 3A9N Nur*. 0 OBACO.10TCP The Enforcement Management System accommodates three levels of parking citation appeals: (1) Administrative Review, (2) Administrative Hearing; and, (3) Superior Court. All actions associated with the adjudication trigger confirmation emails to Pennsylvania's State System of Higher Education (PASSHE). The IPS appeals processes are customized per the PASSHE's rules. This is how it works: When a citizen gets a ticket, the citation is within the time limit, and they want to contest it. 694 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B First Level Adjudication: Admin Review The Citee will log onto the Citation Portal (the payment site), enter their Citation number, and select the Contest Citation option. Once here, the Citee will be prompted to complete the provided form, provide their reasoning and evidence as to why they believe they were issued the citation in error, and upload supporting documentation. Universities staff or assigned staff at PASSHE will receive an email notification at which time staff would log into the EMS and navigate to EMS/Adjudication/Admin Review. Here the contested citation will be reviewed. Based on evidence and reasoning, the citation can then be Upheld or Dismissed. In both decisions, the Citee will receive email notification of the disposition. Second Level Adjudication: Hearing In the event the citation is Upheld, and permitted by PASSHE, the Citee may proceed through a Second Level Adjudication and request a Hearing date. A hearing officer is assigned to the case and will undertake the required legal process required by PASSHE. If utilizing the EMS for this process the hearing officer may uphold, or dismiss the citation in EMS, which will notify the Citee of the result. Third Level Adjudication: Court If the Citee decides to further contest the citation, then a court date may be requested. This must be allowed by PASSHE. We have processing functionality within EMS for this, however, we often establish an integration to send all the citation data electronically to the court. If not feasible, a manual process may be undertaken. 7. Maintain up-to-date and accurate information on customers, vehicles, tickets, and fees. The solution should have a means for deleting or disposing of archived customers data after a period set forth by the requesting entity. All the data and archived information can be stored or deleted as per PASSHE's guidelines. 8. Provide electronic access to evidence for ticket-issuing officers. All the tickets issued by the officers and evidence can be found in the EMS as shown below. 695 Docusign Envelope ID:OBA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B K YANA.AAn.0001K[MENT Hi iN[m . v cq«t S.'x«m,mCOv Gim.«YtN.a. Local.n P•y• f3.4% t;FP«Pawn to: Is«Y Ds wT4na Ow Dar RD Q Dasaburo 1070 f.t CD.R., 1S10t0 100430320700+14.PO( S•m Paid D.C. EN 000 MO O Mamma.Wt.aaw titt,aAotor o crFoam,* A OW F ow Yaw 8,wane+. • a It t ri-ir 0 0.4. II,It pi OEM*. Cawan Nm F'" 41l ONnm EvO a4,009,... Pp lROan NMNYMOWYar Pear* Mutt Y MaMYS.. Um,Seeaa et 3646 PHMe CMw•NM SONS POETEC TWO WHEEL MUIOR WHOA PARApU RAY:PHOMISI TAN01 Prhala°mewls WOOF YHamImiY. w taaaM 1npl al...Pm TYPM 0000'9 Ft 6:070 WN Mab MON Sift Tao• Coney FOUR-DOOR SEOAN OW, Serial IrNM Mew WE ARE HERE TO HELP ilkYOSTMANAG SUPPOUR CURT OMER ER COM,.COCCI': III O..Mn C,a."Y saws. IWMYY.of1aam yy O aPy uyO u...«.u.«.wr awPrN w«w .t...a-,•Q a.w.wtr.rM.c•,w a . ao9rMFr PF6 9. Provide images, audio, and/or video of all documents, transactions, and any other documents associated with a case or ticket. IPS complies. IPS will associate the images, audio, and or video of all the documents, transactions, and any other documents associated with the case or ticket as described in the image in the previous question. 10. The system shall track the payment and aging of all tickets. IPS complies. The payment and aging of all tickets are stored in the EMS as shown below. PASSHE can always customize the reports and export them in various formats. 696 Docusign Envelope ID:0BA50972-9308-483B-B03F-BB6970C53ECD CW18653,Exhibit B r GARAING ENFORCEMENT .•. MANAGEMENT CaaP3 u,..O1 Pawn**Amend Mal Deb ammo Check Payments Report Q1vI,19 1,'o:-i.• _ Pmenes 1p02.01'1101$1100 Mew.$141011 n EE AM INA es Emems*ewes Payrlleots APOI+d End Deb CMnk PAympnta)gd E 4Ems'hmt14; O829.I9 IY.9a AM Tar E Mwnelr •M nM • R GM i hw f 6 MM p N«w, 4 ei O.r~ r ME. f1 Murry Clem 0A1011 31600 all 1510'S GSa PS $20' n rnSa eel 6252010 $1090 rt11e *701011 Oya PS 10 TO In reµoe M 12012010 11001111123*152017 COOPS $000 1n 110016*(125101$ sem TEAM)*25201$ 06 OPE $000 M 101$ .n ralSIC!MI2010 11600 NCIH 1.5101$ 06 Os 0001 111 10001601 Tars SN.M.I $10000 0000 Ghech charyebacics.R$y5rs)k.3Rd_Rtiunds;2. a oxo a cME 5 INea 111 Z.: a /.pact *e'!• aw. M •••••RryreeM 0. 241010 !$6001 1161T666 6,2*20H 050052 16.00 to l$rOK(fol. 1 RANO) MOM 10 b eaymants AndAnd peo-SFdsiI5MinusChargebacks.RenersaI,and Refunds.o.. r raa. a 1r,.a.1 MT 161 4 r+c.wr ,1000 rawlsa..11. The system shall generate an electronic report of tickets issued at parking meters which shall include, at a minimum, the location of the meter and the ticket numbers issued.IPS complies. The EMS can generate customized reports of all the tickets issued.Universities can include and customize the reports as needed. EMS reports samples can be found in the appendix.12. Administration of the system is critically important. The system must provide the ability to set up multiple types of user permissions, permitting one employee to assess certain modules and certain data within those modules, which another employee could have read-only access to certain data with a group of administrators having full access, for example.The user permission will be controlled by the purchasing entity.IPS complies. PASSHE can set up multiple user permissions as desired, which can be managed from the Enforcement Management Software (EMS), DMS, or Permit Management Software. 13. A complete back-end auditing module must be included within the system and provide the ability to track log-in and log-out activity, as well as user actions during this time. Any changes to the system must be logged. Every transaction must have the ability to be recreated through the auditing tool. Every financial transaction will be completely tracked and able to be reconciled at any time.IPS complies. PASSHE can have a complete audit history of activity and modifications on citations, as well as a detailed audit log of all access and other activities to provide an added layer of protection on sensitive data. 697 Docusign Envelope ID:OBA50972-93D8483B-B03F-BB6970C53ECD CW18653,Exhibit 14. The ability to add guest parking for special events. IPS complies. PASSHE including universities and entities will have access to add/delete a guest parking as needed. 15. Universities may be comprised of more than one campus. As such, the Offeror may be required to provide a system to encompass all campuses. IPS complies. IPS provides PASSHE with a fully integrated solution that can be managed by PASSHE or any university or entity associated to PASSHE. We have included in our value- added system aggregator that describes that our solution is all connected and can be managed remotely from different entities with a high level of security. 698 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B TAB F DELIVERABLES bpleMpo CHECK PERMIT AVAILABILITY 0 0 699 Docusign Envelope ID:OBA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B F. Deliverables Provide a complete response to the required deliverables: Cloud-based Integrated Parking Access Revenue Control Systems (PARCS) IPS complies. IPS can integrate and share Parking Access Revenue Control Systems through the cloud. Randy to confirm IPS is only limited to the limitations of the third-party contractor. Real-Time Dynamic Space and Vehicle Counting System IPS complies. IPS can integrate and share services across campuses in key areas with any vendor chosen by PASSHE. Parking Guidance Signs (PGS) IPS complies. IPS can integrate and share services across campuses in key areas with any vendor chosen by PASSHE. RFID Readers/Gate Operations IPS complies. IPS can integrate and share services across campuses in key areas with any vendor chosen by PASSHE. We also work with multiple Gate equipment companies (PARCS) Single Sign-On Capabilities Single Sign On ("SSO"), a truly integrated solution that will allow PASSHE or any entity and university associated with it, to manage their entire parking network from anywhere, anytime, with single sign-on (SSO) access to all applications and consolidated parking data in one place. While the IPS Parking Management Suite offers all of the interrelated parking applications PASSHE may need, it can also seamlessly integrate with any third-party service via API. Wayfinding/Brand and Preferred Optional Integrated Services, including: o Parking Pay Stations/Meters IPS complies. IPS meters can fully integrate with any third-party contractor and share services across campuses in key areas as explained in the previous TAB D Technical Requirements. o Mobile Payment IPS complies. Our mobile Payment PARK SMARTER' is a mobile app that elevates Smart Parking to the next level. It will Provide PASSHE's students and visitors with greater flexibility and convenience in an optimized mobile parking experience. The Bluetooth- enabled app is part of the IPS Fully Integrated Smart Parking Ecosystem and is available to IPS meter customers at no additional cost. Parking policies, rate structures, live alerts, reporting, data analytics, and app management are available through the IPS Data Management System (DMS), fully connected and perfectly aligned with your IPS meter 700 Docusign Envelope ID:OBA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B operations and can share services across campuses in key areas. The description can be found in Tab D Technical Requirements. Brochures are also attached in the appendix. o Citation/Permit Management Software IPS complies. The EMS/Public Citation Management Software and Permit Management Software are fully integrated with PASSHE's existing software and can share services across campuses in key areas as requested. c Enforcement Handhelds IPS complies. IPS offers a choice of one-piece and two-piece handheld as described in Tab D Technical Requirements. Enforcement Software is fully integrated with PASSE's existing Software and can share services across campuses in key areas as requested. o Collection Services IPS complies. IPS offers direct integration to Nlets and a strong partnership with CBA for collections services. CBA is a privately held corporation with 50+ years of experience in the collections industry. CBA's nationwide scope is a competitive advantage because it allows us to collect for national clients with customers across the United States. No matter where the customer moves, CBA has the ability to contact them in their state of residency to work with the customer regarding their account. Having a substantial national market penetration across the United States, CBA can allocate resources for collection efforts that apply to all markets because we have active, current, and ongoing collection efforts in every state. CBA is integrated with the IPS Enforcement Management System allowing for easy retrieval of citation data. CBA provides a comprehensive solution while allowing flexible recovery strategies and approaches to collections to meet the PASSHE's needs and goals. CBA provides customized letter and notice programs, reporting, payment options, and call centers with staff trained in handling collection matters. IPS provides ticket collection services to Pennsylvania's State System of Higher Education PASSHE), as well as generate and mail all notices. All notices, letters, and postage are provided by IPS and mailed via first-class mail. Notices are printed in color and provide important information to the public regarding the citation details as well as containing all information required to submit payment. Parking violation notices are mailed based on Pennsylvania's State System of Higher Education (PASSHE)'s preferred schedule. Pennsylvania's State System of Higher Education (PASSHE) has the ability to customize the text that is printed on the notice if necessary, which allows Pennsylvania's State System of Higher Education (PASSHE) the flexibility of changing the text should procedures change. Notices will be generated and sent in accordance with best practices and all State Statutes and regulations. o Mobile/Handheld License Plate Recognition Technology 701 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B IPS complies. IPS can integrate our Enforcement Management Solution (EMS) with any License Plate Recognition (LPR) provider to form a fully comprehensive, advanced, virtual permit and citation management system, and can share services across campuses in key areas as requested.The LPR technology has a unique audible and visible alert when an illegally parked vehicle is discovered. 702 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B 11 TAB G VALUE-ADDED SERVICES ATTRIBUTES ip -;:r 7. • , f,fi; diAr / P kr % A. I/ t. ', ,. /1 W.40 ir4110 4',I 17 IP lit 4011 1 11‘-'. . ' O 0//( fififs, 440t s„. ...,.... 44.'. h ofiiiii( j 14, r 4" / I f 703 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B G. Value-added Services Attributes 704 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B 705 Docusign Envelope ID:OBA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B IPS LIMITED WARRANTY - METERS IPS will provide a limited parts warranty for any new meter or sensor product manufactured and supplied by IPS for 12 months under normal use. The warranty protects against defects in materials and workmanship from the point of installation or 15 months from the date of delivery, whichever is sooner, and 90 days from the date of delivery received in the case of spare or repaired products. Software Services are provided "as-is" and IPS shall provide bug fixes at no cost during the contract term. Additional Warranty Provisions: IPS must have the opportunity to assist in the initial deployment and system installation. Repair or replacement under warranty of any defective product (including any meter or subcomponent) does not extend the warranty period for that product or subcomponent. IPS will either repair or replace products or subcomponents, at our discretion, that are found to be defective within the defined warranty period, with transportation costs pre-paid by the customer. Returns for credit will only apply once IPS has received defective product (including any meter or subcomponent) and confirmed that defects were within the warranty period and are covered under the terms and conditions of the warranty provided. IPS strongly recommends that customers pre-purchase spare parts inventory for immediate access. Defective parts can be replaced immediately from customer stock and IPS shall replace such components upon receipt and determination of defect. On-site labor is explicitly not included in this limited warranty. Customer shall be sufficiently trained to perform all on-site work, including meter or sub-component removal/replacement. IPS can provide additional on-site services under a separate maintenance agreement or quoted on an as-needed basis. THE WARRANTIES CONTAINED IN THE AGREEMENT DOCUMENTS ARE IPS'S SOLE AND EXCLUSIVE WARRANTIES. THE EXTENT OF IPS'S LIABILITY FOR A WARRANTY CLAIM IS LIMITED TO THE REPAIR OR REPLACEMENT OF THE DEFECTIVE EQUIPMENT OR DEFECTIVE SERVICE OR SOFTWARE AT THE SOLE OPTION OF IPS. IPS AFFIRMATIVELY EXCLUDES ANY AND ALL OTHER WARRANTIES, CONDITIONS, OR REPRESENTATIONS EXPRESS OR IMPLIED, ORAL OR WRITTEN), WITH RESPECT TO THE EQUIPMENT AND/OR SERVICES OR SOFTWARE PROVIDED INCLUDING ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS OF TITLE, MERCHANTABILITY, OR FITNESS OR SUITABILITY FOR ANY PURPOSE (WHETHER OR NOT IPS KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED, OR IS OTHERWISE IN FACT AWARE OF ANY SUCH PURPOSE) WHETHER ARISING BY LAW OR BY REASON OF CUSTOM OF THE TRADE. _„_, IMP IIPMPI— Shipping: This warranty covers all return shipping to the customer after any warranty work is completed. Shipping to IPS is paid by the Customer. Exclusions: Warranty voided with use of imitation or non-genuine IPS replacement parts, un- authorized alterations, abuse, vandalism, improper installation by customer, handling or general misuse to the equipment (hardware or software), including attempted repairs that result in damage. Warranty specifically excludes any consummable items such as paper, batteries, etc. Software warranty is void if usernames and/or passwords are shared with 3rd parties, or allowance of 3rd party access to IPS software without IPS written consent. Force Majeure: IPS shall not be liable for any warranty provisions where such product failure is as a result of Acts of Nature (including fire, flood, earthquake, storm, hurricane or other natural disaster), war, invasion, act of foreign enemies, hostilities (whether war is declared or not), civil war, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalization, government sanction, blockage, embargo, labor dispute, strike, lockout or interruption or failure of electricity, internet services or cellular telecommunication failures caused by any of the events or causes described above. IPS provides no warranty with respect to any 3rd party hardware or software, whether supplied in connection with this Agreement or otherwise. IPS is not liable in any way as a result of use or performance of customer internet service or wireless data services provided by national carriers. Preventative Maintenance: The primary operational elements will be a working battery, card reader, coin validator and printer (if applicable). All product surfaces should be kept clean with mild soap and water. No harsh chemicals should be used on any plastic surfaces. The card reader heads should be cleaned with a cleaning card every 1-2 months to ensure optimum performance. Cleaning cards may be purchased from IPS. Batteries should be replaced when 706 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B notified by the IPS Data Management System. At 6 month increments, the coin validator shall be visually inspected for any damage or debris. Compressed air may be used to keep the card reader, coin acceptor or printer (if applicable) clear of debris, every 6 months. Additional preventative maintenance shall be administered by customer staff at such time as it is apparent to be necessary, even if it should occur on a more frequent basis than described herein. 707 Docusign Envelope ID:OBA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B IPS LIMITED WARRANTY - ENFORCEMENT AND PERMITS IPS will provide a limited parts warranty for any physical product, such as handhelds or printers, in accordance with the manufacturer's warranty. Software Services are provided "as-is" in accordance with the scope of services and shall perform substantially in accordance with an identifiable set of functional specifications. IPS shall provide bug fixes and generally available upgrades at no cost during the contract term. Additional Warranty Provisions: Repair or replacement under warranty of any defective product does not extend the warranty period for that product or subcomponent. IPS will either repair or replace products or subcomponents, at our discretion, that are found to be defective within the defined warranty period, with transportation costs pre-paid by the customer. Returns for credit will only apply once IPS has received a defective product and confirmed that defects were within the warranty period and are covered under the terms and conditions of the warranty provided. THE WARRANTIES CONTAINED IN THE AGREEMENT DOCUMENTS ARE IPS'S SOLE AND EXCLUSIVE WARRANTIES. THE EXTENT OF IPS'S LIABILITY FOR A WARRANTY CLAIM IS LIMITED TO THE REPAIR OR REPLACEMENT OF THE DEFECTIVE EQUIPMENT OR DEFECTIVE SERVICE OR SOFTWARE AT THE SOLE OPTION OF IPS. IPS AFFIRMATIVELY EXCLUDES ANY AND ALL OTHER WARRANTIES, CONDITIONS, OR REPRESENTATIONS EXPRESS OR IMPLIED, ORAL OR WRITTEN), WITH RESPECT TO THE EQUIPMENT AND/OR SERVICES OR SOFTWARE PROVIDED INCLUDING ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS OF TITLE, MERCHANTABILITY, OR FITNESS OR SUITABILITY FOR ANY PURPOSE (WHETHER OR NOT IPS KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED, OR IS OTHERWISE IN FACT AWARE OF ANY SUCH PURPOSE) WHETHER ARISING BY LAW OR BY REASON OF CUSTOM OF THE TRADE. Exclusions: Warranty voided with use of imitation or non-genuine replacement parts, unauthorized alterations, abuse, vandalism, products subjected to unusual physical or electrical stress, improper handling or general misuse to the equipment (hardware or software), including attempted repairs that result in damage. Warranty specifically excludes any consumable items such as paper, batteries, etc. Software warranty is void if usernames and/or passwords are shared with 3rd parties, or allowance of 3rd party access to IPS software without IPS written consent, or any unauthorized changes or attempts to change IPS software. Force Majeure: IPS shall not be liable for any warranty provisions where such product failure is as a result of Acts of Nature (including fire, flood, earthquake, storm, hurricane or other natural disaster), war, invasion, act of foreign enemies, hostilities (whether war is declared or not), civil war, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalization, government sanction, blockage, embargo, labor dispute, strike, lockout or interruption or failure of electricity, internet services or cellular telecommunication failures caused by any of the events or causes described above. IPS provides no warranty with respect to any 3rd party hardware or software, whether supplied in connection with this Agreement or otherwise. IPS is not liable in any way as a result of use or performance of customer internet service or wireless data services provided by national carriers. 708 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B 3fps GRO(J/ ito Ml Multi -SpacePay Station The MS1TM Pay Station provides unparalleled efficiency and the most flexible user Dexperience on the market. The MS1 features a robust hardware design that provides maximum security and easy maintenance. With customer-focused features, users will V) enjoy a flexible user experience like no other pay station available. Configurations I and real-time parking data are accessed via the fully integrated, web-based Data Management System. 0 ZN I i KEY BENEFITS 0 Flexibility: Available in pay-by-plate, pay-by-space, and pay-and- display; modular parts enable easy change in mode as needed 0 Unparalleled Power Efficiency: Powered by environmentally 1175 •r friendly solar panel and rechargeable combination battery system L. _ .z. . Customization: Configurable buttons for help screens, alternative e)c.;languages, max time, and more CC o.. Robust, Durable Design: Stainless-steel cabinet with weather and K- graffiti-resistant powder coating and scratch-resistant armored glass LCD display provides maximum longevity It Improved Visibility: Blue LED lighting above display enhances visibility for motorists, technicians and collections staff r 1 Customer-Friendly: Intuitive user experience; convenient My i Parking Receipt' digital receipts and license plate auto-population Dependability: 4G wireless communications to DMS; no additional i~ communications hardware or software required Easy Maintenance: Modular design built for technicians with easy plug-and-play maintenance Security: Separate maintenance cabinet and collection vault; cash box housed in vault with six-point and high-security lock system Future-Proof: Open interface for third-party application integration such as enforcement, permitting, LPR, mobile payment and more Additional Payment Options: Upgradeable to Contactless Payment and/or EMV-approved card readers FEATURES w CROVIP n v Xiiii1IPS Solar Panel Large Display Intuitive Keypad Optional Contactless LED Lighting 709 Docusign Envelope ID:OBA50972-93D8-483B-B03F-BB6970C53ECD C ' V V I v III 11111 k.M 1111 A8C8EF s/ i K Ida Technology A0011.11114 400.141, 0 I C*2 RFID I ' 0100 Solar Powered Wireless Ultra-Low Power Integration Ready RFID Technology TECHNICAL SPECIFICATIONS Weight: 175 lbs. Dimensions: 12.5" x 12" x 60"; MS1T" is compliant with all relevant standards for disabled access. Power: Solar (standard) or AC. Temperature Range: Designed and certified to operate in all climate types; optional heater (AC units only). Payment Accepted: Multiple payment options are available including credit/debit card, coins, and optional contactless with Apple Pay* and Google PayTM, smart card, tokens and mobile payment apps. Cabinet Housing: Uni-body construction. High grade corrosion-resistant stainless-steel treated and covered with weather and graffiti-resistant powder coating. Locks: Cabinet is protected by a six (6) point secure locking system. The outer vault door locks are protected by anti-drill spin disks. Upper and lower housing require separate keys. The collection vault has a dual locking system with a T-bar. Electronic locks available upon request. Display: Large monochromatic display screen is 320 x 240 pixels and allows for five lines of alpha-numeric or graphical messages. Display is protected by anti-glare coated armored glass. Printer: High-resolution graphic thermal printer allows for customizable graphics, vouchers, and barcodes, which are programmable from the Data Management System (DMS). Coin Box: Exchangeable coin box with auto-close feature on removal and "Smart" sensing technology to provide additional security and auditability. Bill Stacker: 600 bill notes. El WI;CI For more information on the IPS Fully Integrated Smart Parking Ecosystem, please contact us. r .: Schedule a Q&A: 877.630.6638 I ipsgroup.com Y' W-•} 2022 IPS Group, Inc.All rights reserved. 710 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,ExhibitB 1117— — r-I GROUP DMft°444C4 Multi-Space Pay Station n The MS3TM is the latest generation of IPS Pay Station solutions. Featuring a vibrant full-color display, optional touchscreen, merchant coupons, multi-language support and intuitive interface, the MS3TM provides the most convenient customer experience of any pay station on the market. Configurations and real-time parking data are I accessed via the fully integrated, web-based Data Management System. D 0 KEY BENEFITS Z N Flexibility: Available in pay-by-plate, pay-by-space and pay-and- F I display; modular parts enable easy change of mode O Durable Design: Stainless-steel cabinet with weather and graffiti- resistant powder coating provides maximum longevityit'.1 Customer-Friendly: 7-inch active matrix, high-resolution color LCD display and optional touchscreen for intuitive user experience; My 1 49;.'..1 ' Parking Receipt" digital receipts and license plate auto-population Security: Separate maintenance cabinet and collection vault; cash box housed in vault with six-point and high-security lock system I 'yI Unparalleled Power Efficiency: Powered by environmentally friendly solar panel and rechargeable combination battery system 111 Improved Visibility: Blue LED lighting above the display enhances visibility; optional rear LEDs for visual enforcement (pay-by-space) Dependability: 4G wireless communications to DMS; no additional communications hardware or software required Easy Maintenance: Modular design built for technicians with easy plug-and-play maintenance Future-Proof: Open interface for third-party application integration such as enforcement, permitting, LPR, mobile payment and more Additional Payment Options: Upgradeable to contactless payment and/or EMV-approved card readers Merchant Coupons: Convenient coupon program enables businesses to offer parking discount and validation codes to their patrons. FEATURES 1 imji 4 4 I 4.Ilk i. Cclor display Optional touch screen Multiple Languages Optional Contactless Solar Power 711 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B 0 cn D M . Single-Space Meter Setting the industry standard for Single-Space Smart Parking Meters, the IPS M5TM provides a simple, customer-friendly experience and is more cost-effective X) and reliable than alternatives. The M5 mechanism retrofits into your current parking meter housings for fast installation and uses energy-efficient solar power. Multiple payment options are available including credit/debit card, coins and optional contactless with Apple Pay and Google Pay1'4, smart card, tokens, and mobile payment integration. Configuration management and real-time data are accessed via the fully integrated, web-based Data Management System. mIm KEY BENEFITS N r Flexible: Retrofits almost all housings (Duncan, MacKay, and POM); less than 15 seconds to install, no modifications needed 11 ir> Durable Design: Mechanism is protected by zinc alloy meter dome and UV-resistant, anti-fog LexanT" cover Customer Friendly: Intuitive payment navigation; easy-to-readImechanicalbuttonsratedformorethan250,000 cycles Enhanced Visibility: Tri-colored LED lights on front and back communicate status: paid (green), unpaid (red), and fault (yellow) Greater Security: Vandal-resistant coin slot/chute allows for worry-free operation and quick servicing Environmentally Friendly: Solar panel and combination rechargeable/back-up battery pack maximizes ongoing power Reliable: Operable in harsh weather such as snow, sleet, rain, humidity, salty coastal air, dust storms, extreme cold and heat Improved Tracking: RFID identifies meter location, downloads operating parameters upon installation/replacement Integration-Ready: Allows for seamless integration with Smart Sensors, Mobile Payment, and other applications 712 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B x ISI I . ----,- ijitl) AUAr.m El r Model 232 Model 247 Model 895 rPAYMENT OPTIONS N©'> > Accepts payment with credit/debit card, coins, tokens, and smart card Optional Contactless/NFC payment with Apple Payz and Google PayTM Integrates with IPS PARK SMARTER' and any third-party mobile payment application Ensures secure credit card transactions with PA-DSS and Level 1 PCI-DSS certification WIRELESS COMMUNICATIONS o Wireless communication via the cellular network enables secure connection to IPS Data Management System (DMS), eliminates need for additional communication hardware Notifies parking operations staff of any faults, such as a card reader or coin validator jam, via text message, email, or both Supports optional power-efficient BLE that enables in-vehicle and smart payments, as well as fully integrates with other IPS technology like the Smart Collection System o, 1 1 1 GRAPHICAL DISPLAY Certified to operate in all climate types LCD Provides simple user experience through large 160x160 pixel, backlit LCD Supports remote programming of dynamic rates via web-based DMS Displays clear, easy-to-read user instructions; custom messaging and images configured remotely from the DMS IeV I CENTRALIZED DATA MANAGEMENT SYSTEM Aggregates all parking data sources in comprehensive parking management solution that includes robust reporting, data analytics and key insights Seamless integration with IPS Smart Parking Ecosystem including smart sensors and enforcement and permitting solutions optimizes parking operations Synchronizes with IPS Tech Tools to enable remote management of maintenance, enforcement, collections and more from a smartphone or tablet 0 For more information on the IPS Fully Integrated Smart Parking Ecosystem, please contact us. Schedule a Q&A: 877.630.6638 I ipsgroup.com S}• •• 2022 IPS Group, Inc.All rights reserved. 7 g is 713 Docusign Envelope ID:OBA50972-93D8-4838-B03F-BB6970C53ECD 53,Exhibit B DXPf oral1 we , - Z v v O SR 0o w r Or s gh,, GET IT ON Download on the Google Play App Store Park Smarter' PARK SMARTERTM is a mobile app that elevates Smart Parking to the next level. Provide your customers with greater flexibility and convenience in an optimized mobile parking experience. The Bluetooth-enabled app is part of the IPS Fully Integrated Smart Parking Ecosystem and is available to IPS meter customers at no additional cost. Parking policies, rate structures, live alerts, reporting, data analytics, and app management are available through the IPS Data Management System (DMS), fully connected and perfectly aligned with your IPS meter operations. KEY BENEFITS Multiple Forms of Payment: Supports credit/debit card payments from American Express', Discover, MasterCard`, Visa; Apple Pay' and Google PayTM; MasterPass' and Visa Click to Pay' Quick, Easy Account Access: Simple account setup and intuitive parking payment on iOS and Android; supports Facebook authentication/single sign-on Remote Extensions: Real-time notifications alert users in advance of parking expiration with option to pay to extend (if allowed by parking policy) Real-Time Parking Finder: Gives directions to open parking spaces` Optimized with BLE Connectivity: Puts time directly on the meter** Personal Account Management: Provides transaction history, digital receipts, notification settings and preference management for fully personalized experience Merchant Validations: Fully integrated with IPS service that allows merchants to offer discount codes, special offers and validations IPS Vehicle Detection Sensors required for the most accurate space availability Requires meter BLE upgrade 714 Docusign Envelope ID:0BA50972-93D8-4838-603F-BB6970C53ECD CW18653,Exhibit B PARK SMARTER SPACE FINDER 9:41 d V—9:41 41 o mo \ if 9 41 —..H II e11119:a1 M A o 41 PARK RT ER PARK SrIaRTER I Pa49K'''IaRTER PaRK'rr'k]K :1: Fond Perknp Fond Parking x 10001Zone Parking Sessions iumi 11111117;— a Ei re... ra rbee.ar . MUDna.:?fiw and 0 A{rneF it 0 45 t Mad.n'•i liaa aa rap- 0 W total$0.75 00:1 2 R• el ac_ — vp• n.;Wept raPM Ps s Ilk cl) 1 . . 1111.11111111.1Pr- it e (',2 t= 0 U c ale rA t O C 0- U e 6 . A Parking Finder scans and Parking Finder details User views time left and Need more time? identifies nearby parking proximity and cost of parked location from a Open the app,pp, add more spaces nearby parking spaces GPS-enabled device time, and extend 9, 111.7.111=117.114,,.. PaRK 'I2RTER FEATURES Real-time parking expiration alertsiOptimizedwithBLEconnectivityto put time directly on the meter 101`""""`°` nir requires meter BLE upgrade) 9.. W An E N.Mm Parking Finder provides direction to open parking spaces Ability to pay and extend parking session remotely if allowed by parking policy) Supports Facebook authentication Simple account set up and intuitive parking payment on iOS and Android it cW, (%i q> Works as a convenient, contactless payment option 0 User selects options for O FIND I EXTEND MULTIPLE notifications, reminders, AVAILABLE L PARKING l CARDS PER and reciepts i PARKING SESSION 1 ACCOUNT 1- Ili::lD For more information on the IPS Fully Integrated Smart Parking Ecosystem, please contact us.Cris{ i •Schedule a Q&A: 877.630.6638 ipsgroup.com e 2022 IPS Group, Inc.All rights reserved. El a 715 Docusign Envelope ID:OBA50972-93D8-4836-B03F-BB6970C53ECD SIN CW18653.Exhibit B O J\- 5 SP ONS PARK ^ F FPGC QP r Rs AP'S- o GROU/ 47Dk 0,5,Z M s m o t..:., 0))) 2ZF t.1 1 •F(/ Z Cr,Ay M t , u, 3 0 360° DATA x7 O w Z z 1- MANAGEMENT D w U Wi 2n bd 1bdW6 k Z 1 . '- wW 4zi Z' A CS SS/NG OP' SEAMLESS THIRD-PAR." INTEGRATIONS Fully Integrated Smart Parking Ecosystem Whether you work exclusively with IPS or need to aggregate multiple third-party solutions as part of your parking technology stack, the IPS Fully Integrated Smart Parking Ecosystem provides completely unified parking resource planning, management and data-driven decision-making power for any size operation. ONE TRUSTED PARTNER. ONE PROVEN SOLUTION . IPS unlocks 360° Parking Management Solutions by combining perfectly seamless, real-time IPS application integration, and powerful business intelligence. All this, 011111111111111111111111111.. 1117plussupportfromthemosttrustedleaderinSmart Parking innovation.v r,c- Optimize Parking Intelligence r Rapidly Scale as Needs Evolve Future-Proof and Protect Your Investment Accomplish More with the Most Feature-Rich Technology 716 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD a CW18653,Exhibit= a--.., J- I 0 ' l"lIlIl 10 -- 0 IPS DATA MANAGEMENT SYSTEM (DMS) At the heart of your parking operations, the DMS a — unifies all your data into a single back-end system.pit_ Comprehensive reporting, o .Com p p g, intuitive dashboards, 4 .. 0I 0 © DIadvancedanalytics, and business intelligence F ,..provide the most accurate measurement of your operational effectiveness. Make informed, data-backed decisions Unify all Smart Parking data sources Save time and resources through greater efficiency I I I I , 1 I I MONITOR OPERATIONAL PERFORMANCE WITH ROBUST PARKING INTELLIGENCE REPORTING The DMS provides a comprehensive library of financial, technical, and administrative reports. All reporting functions are accessed from an easy-to-navigate interface. Monitor real-time financial, operational, and maintenance J = • - -- data for all Smart Parking technologies o Report on revenue, maintenance, inventory, assets, and more; filter by need, drill-down for granular reports j • Generate transaction summaries that can assist in citation adjudication Get real-time alerts: device health, power levels, occupancy s ,and collections C, 7:4 9.`lc ? #rs .®..,,._. sit .,„,, ,Notify maintenance staff in real time of meter faults by email f - s.}3 e I 2. I\-- ! I or text message 11 1,I •rI • i: 4tioi it.= 0•- t y Configure demand-based rates, policies, display messages o •• V' and more remotely 717 Docusign Envelope ID:OBA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B f r- rm-. wry In MIMI 881=1:11® oaolls L SODaa l slit =! Ii, ff if if if f: c i. F a 1 ice" I 7 iiiii, idii.,. . .i P i ii • f i 1 GAIN GREATER CONTROL WITH CUSTOMIZABLE DASHBOARDS & DATA ANALYTICS Make smart data-driven policy decisions with confidence. DMS Advanced Analytics guide operational decisions that increase revenue and efficiencies while improving the customer experience. Create visual reports in the form of charts, graphs, and heat maps (all export formats supported) Pill. 77:1111.11=2 Plan optimized routes for collections, enforcement, and maintenance teams based on real-time data Detect equipment and service issues proactively for faster response i0CustomizedashboardstomonitoryourmostimportantKPIstiliMonitorandtrackperformance, occupancy, citation, and revenue trends AGGREGATE ALL THIRD-PARTY DATA SOURCES Harness the power of your data sources with the IPS Parking Management System Aggregator. IPS combines fragmented sources of data into a centralized system for a unified view of overall program performance and revenue sources to drive more confident, data-driven decisions. Reduce Work in Disparate Systems V ° Integrate All Third-party Solutions Via API 1P5 _ _ Maximize Security with Encrypted Connections Parking Meter API Parking Management System Aggregator ill Mobile API Permit API J O Do1131c LPR API Enforcement API Reporting Policy Management Analytics Interface Interface Interface 718 Docusign Envelope ID:0BA50972-93D8-4836-B03F-BB6970C53ECD CW18653,Exhibit B 40\I f‘lopiiii ilea — ,. IN II III It IIIILIIIIIIIIII11 il. 71MMIIMIIIII.1111.==111 iiia 41114r. 411/16 RESOURCE AND INVENTORY MANAGEMENT As part of the Fully Integrated Smart Parking Ecosystem, IPS offers single sign-on (SSO) that saves you time and provides greater security with one login to access your entire network of intelligent business applications. TECH TOOLS 0 l • Access all DMS reports and alerts from smartphone or tablet Track and log services with Work Order Management tool Generate customized fault list Manage configurations and swap RFID tags Identify spaces in violation using Guided Enforcement Track inventory and receive alerts when stock gets low 1% RETURNS MANAGEMENT AUTHORIZATION (RMA) I'Enhance RMA process transparency Track returns and repairs status and shipment updates Obtain warranty information on entire parking meter inventory D ` ON-DEMAND EDUCATIONAL RESOURCES Watch how-to video tutorials View or download digital user manuals Access FAQs and other guides y______j1/ METER SHOP Shop for new IPS meter products, spare parts, and more o 0 Get what you need faster and easier in a convenient ecommerce experience All IPS systems are certified PCI-compliant. For information on other software applications that are part of the IPS Fully Integrated Smart Parking Ecosystem, including the Enforcement and Permit Management Systems, visit ipsgroup.com or contact an IPS representative. IMI'• •: 1r For more information on the IPS Fully Integrated Smart Parking Ecosystem, please contact us. t.5 Schedule a Q&A: 877.630.6638 I ipsgroup.com I, ••. : 2022 IPS Group, Inc.All rights reserved. 719 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Ex ' ' 9 Z PS O 4GROUP Z7 l mp ' mZI fe, DPq Z RKING m Z NT m F- p i Enforcement Management Solution The IPS Enforcement Management Solution handles all stages of citation administration from ticket issuance to collections using real-time technology and dedicated customer service resources. Born in the cloud without the growth limitations of older legacy enforcement technologies, the IPS Solution is highly flexible with powerful features to meet all your needs today, with scalability to evolve with your operations over time. The fully integrated enforcement ecosystem includes a secure citation management back- office and public portal, plus flexible mobile enforcement device options. COMPONENTS Enforcement Management System (EMS): The central hub for end-to-end enforcement management: issuance, adjudication, notices, payments, DMV, LPR, i booting/towing, collections and more s z Public Citation Management Portal: A secure fi website that allows the public to review their citations,r pay, contest and obtain additional support I ' * It i Mobile Enforcement System (MES): Support for aillikill. ..,, current iOS, Android and Windows mobile devices; I new 1 and 2-piece devices also available — all connect seamlessly to EMS for rapid processing Additional Compliance Solutions: Fully integrated options for Permitting, Code Enforcement and Event Management 720 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B ENFORCEMENT MANAGEMENT SYSTEM (EMS) The EMS is a real-time, web-based enforcement back-office application that gives officers access to case information including both high-level and detailed citation summaries, photos, notices and letters, adjudications, and voids. The EMS is fully integrated with the entire IPS Smart Parking Ecosystem. Cross-compatible interface across all operating systems and devices Advanced smart search capabilities 7111- Adjudication and disposition management Personalized dashboards, robust reporting, and unlimited custom reports Payment, payment plan and refund processing Notice and letter processing Point-of-Sale Module: receipt printing and check endorsement support DMV and NLETS integration PUBLIC CITATION MANAGEMENT PORTAL Within the online portal, customers can review their citation status, pay or contest their citation, review fine amounts and late fees, apply for payment plans and obtain additional support. Real-time access to citation status and transaction history O""` PCI-compliant; all major credit cards accepted Cross-compatible interface supports all browsers and devices Customizable interface and branding Comprehensive FAQ and customer service options Convenient Live Chat support MOBILE ENFORCEMENT SYSTEM (MES) The IPS Solution supports your current mobile enforcement devices that issue citations from a smartphone, tablet, or other mobile device. The Mobile Enforcement System (MES) operates on Apple iOS, Android, or Windows- based platforms. New Mobile Enforcement Devices can also be purchased in 1 or 2-piece options. Real-time syncing to secure EMS for rapid processing I Ticketing and collection Lows High-resolution color photos, e-chalking, and heat maps P5 Scofflaw and customized notifications Customizable user dashboard Automatic software updates Type-ahead field input For more information on the IPS Fully Integrated Smart Parking Ecosystem, please contact us. Schedule a Q&A: 877.630.6638 I ipsgroup.com 7.El 2022 IPS Group, Inc. All rights reserved. 721 Docusign Envelope ID:OBA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B GIZOLJ/" D 1.- mXI i I Z GI 10.1.11 NIPm 3 m t metal a+ Z pil _i ii)h; Permit Management Solution The IPS Permit Management Solution supports the full administrative lifecycle for any permit program from initial design through fulfillment. Access to real-time permit information, application management, waitlists, reporting and insights are available on the web 24/7. A secure public portal provides customers with a convenient ecommerce experience to apply for (or renew) their permits, print temporary permits, and obtain additional information or support. FEATURES Flexible Types: Residential, guest, daily and any Customizable: Agency-branded interfaces other type Waitlist Management: Interactive tool enables Multiple Formats: Decals, hang tags, and virtual management and prioritization of applicant queue Scalable: Deployed on its own, or seamlessly integrated with IPS Enforcement Management Solution and/or third-party applications Robust Reporting: Comprehensive reporting library, intuitive dashboards, data analytics, and support for Excel and PDF exports Customer Convenience: Public Portal provides real-time permit management to customers including WELCOME TO printing of temporary permits PERMIT PARKING Ia.,NYC,$4µ4-a Ira•`••,Secure Operations: Access to real-time permit 1414' MIMI updates via cloud based solution Real- Time Integrations: DMV Integration for real- i time validation of vehicle registrations 722 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B tom,. ... , 111.1.111.1.1.1.1111N404111/11 •• .OF I N In abwava alma 1..ws... .. III MANAGEMENT & FULFILLMENT Fully integrated with IPS Parking Enforcement Management Solution 24/7 secure login and access to permit information Permit formats: decals, hang tags, and virtual CUSTOMIZABLE CUSTOMER INTERFACE Vehicle and permit data updated in real time Void lost, damaged, and stolen permits Process and generate renewal letters Waiting List Management Advanced search options CUSTOMER CONVENIENCE Easy online registration, permit ordering and renewal FULLY INTEGRATED Instant email notification Temporary permits available immediately Permit status updates via email or text message 7\/3 OPTIONAL VIRTUAL PERMITTING Enabled with integrated LPR solution ROBUST REPORTING Greater compliance: virtual permits cannot be lost, stolen or faked Cuts cost of physical permit production and no inventory to manage ft%: For more information on the IPS Fully Integrated Smart Parking Ecosystem, please contact us.P. Schedule a Q&A: 877.630.6638 I ipsgroup.com y• • •••2022 IPS Group, Inc.All rights reserved. 0 *.lb. 723 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B SAMPLE EMS REPORTS EMS DASHBOARD The IPS Dashboard is the homepage of the Enforcement Management System. The Dashboard gives you stats, maps, and graphs to give you a birds-eye view of all recent activity. This gives you the data you need to make wise allocations of resources. From the Dashboard, you can use the Smart Search feature to look up any records for viewing, editing and/or processing. ay Efi Aiumildirmihi m sok s i.aih.iall.riai_A. 0.1....11_....._=yob.rMr• e..Pw la r...1r r.+. c' :. r y rr 1 111111111116 i . lil .I 1 I. I Id . WE ARE HERE TO HELP ihram anroMvOniMNY10[R The EMS Dashboard provides stats, maps, and graphs to give you a birds-eye view of all recent activity. 724 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B REPORTS DASHBOARD The Reports Dashboard gives you quick access to all the available reports. You can add reports to your favorites so that you do not have to go searching for the reports. If you do not see a report that matches your needs, the system gives the user the ability to create custom reports. 1.... s •/ WORM IN0.7s e..w err r..r..w.w. MY x. OUR. 0•••••••••••••gm. e...rr.... awn Co. Y tare Own Ir 1w.w...Y•r.w r..Ar• Ow,N..- w......w.r r...... ener w.-..+,.. w.o.r..... rr.....,.r• r RIO(11/••••••••• Mew r.+..... lo... n..._e.r.......q,r.. 100111 4,e Saw Odor... The Reports Dashboard is a library of standard, pre-saved custom, and favorited reports, all from one screen. AD HOC/CUSTOM REPORTS If none of the premade reports fit your unique reporting needs, the user can utilize the Custom Report Generator to access all the key data points required for your accounting processes. Save the report for reuse and add the new report to your favorites for quick access. 725 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B woo II. SEARCH n 1.: AN:41111..cmt( N,,cI4.„L VIt NI ii.•:IIM. • ' • 0.‘ co Custom Report c....nps,,,.. Seaton Pournalsm Gen F re, Ceseat Numb.. Flegustered Owner Map C.C..ra rg) A c.,...Catabon rro.,,(11.ouu•d) C.ratuw,To(FIrmuu,o51 9 077.0.7 Loa..., ttantialfgavp I:061W II s. Ma omit= pr.,p.. Meter Number Plate v U ava.r.!•ol., 1.4.1.0 Itne State Sonsi Number r, -• foment Plan Innen I { k• ./' 11•10 VIN I sort... 1 Santa na • 0 ..„ , . "., Status i tes•t4a As 'Nth. Tn., Use Otore+Ve lex Iv:Karroo Dala rm.m.o..R..,• Wagon Inlermelon Ina... l1 '4 V•olabon 2 S00.1 see111 UAW.Wral...tate 9 i e N... taolabon 3 atn 1 P '---f 1100rew , 777.497.,cann.rd• qv 01.N.1,113.1 3 1 i I Vine do 4. ...'.Lanae..13-75197 Lorgnette .117.17973 Preen*Centments Wilmot•3370791 Looprtuda••11710973 Lai..33.77797 I.onOturie •117 M73 Ad hoc/custom reports can be created from an easy interface where users pick only the parameters they need Custom reports can be saved for future use. CITATION ADJUDICATION All levels of Citation Adjudication can be completed within the Enforcement Management System. First level reviews, Hearings and Court Adjudications can be completed within the system. All actions associated with the adjudication trigger confirmation emails to the citee. 726 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B SEARCH MaNAINt N.UCitlai is NANAUtCtrttN Citation a•si.,,s' WOK ACRYtt. Oryrgtwp n e.Jptr.+:On U MIX.. Ctutbn NuNar I. on le Staia r 3:71.89 OD NOtrtf;ti..- CaIYt: CA haus Or. Now Tim ow Om. Lul ActlMts6'.1'20'9 OM NA W.WNPIGY76,41 19(B'lt AM Iketw POO 1.110011111CUME0WAPMS3aco I. tllv)r Irco'uVPatnaMl'M aibot CoMLm Mbmuoo.r leeatron M.tar Nunter Peatµn.tpe. Oat..Nrgiry••+ v=1005 P uotc Comma.w%hl PE r,'A 1:PH;J:t;;.14v,:t.Private Con V. Md.NMvmwbon Mute Stat. t'w EWYMIatt rn Mata Model N..t i. G. InI No.nbe,0..' All citation adjudication activities can be accomplished from the EMS.CITATION DMV VEHICLE DATA The Enforcement Management System will automatically acquire the Registered Owner from your local Motor Vehicle Department, or from the NLETS system. From here you can update the record or add an additional Responsible Party. All activity is logged for Auditing purposes. 727 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B i I n: Pr 2 0 1Y. o.. UY rn••• 11/..ww.r. 4 b u I...rw.... rte.a..•Y.Fa I Ka. NOR MwM . A-- f..... re. c.. WE ARE HERE TO HELD eso-- Interface to acquire Registered Owner data from local DMV and/or via direct connection to NLETS system. VIOLATION BY OFFICER ANALYSIS REPORT The Violation by Officer Analysis Report shows which violations the officers are issuing and how many. The report is sortable by any field and exportable to the most common file types. 728 Docusign Envelope ID:0BA50972-93D8-4538-B03F-BB6970C53ECD CW18653,Exhibit B Ca..a....w 4r..bow 11313 . Ua.........10.. I.,.ac 7 ME 4x.•..14 Oa.4.444 ft., O41.10.110.0.4:406.11141414) 40440 041610710t]I04 P14 WIN 0WV. Ma:.. l - 0,. 3300 44.4 049210410,H. 04. DP44D4441 Man. W.t Oa 6,00 W r MN..Writ 3110 Db..11.14.CM:tut.ttf134 4004 0 RAA:01034911 c.4 111 '0.+.4144041 WSOu 1300 4.0....• POI 0.4...0.000*.40•N.u4yry I•a-. O.‘,14,alio.... r.aa. WV*DWV. M.....1..o•cie. SAM r 1.14•4414..1, UM OW.-14000.0.4.:14 11144444 4311114 WHIM,O.4. IXl01 W140I.A. 411... M..I.OY Si00 1134. O 267AM 20403 UIM,. 0.40 4411.4 131_. C. 000 4.131/1041.10141 D[4D. 134.10 MM11 le... W.4.. 00 0,42,2121.4 ACM 1:0101 Ogl 10 WWI Ma-. d0. 000 S. Ns....1. ea luso Violation by Officer Analysis Report CITATIONS ISSUE REPORT The Citation Issue Report shows you all the citations from the date range of your choosing. Sort by any field and get critical data like Status and Balance due. Click on the citation number to open the citation for further processing. 729 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B DARNINCWCOPCCMtNT y SEARCH II MRMROIG W WT 4"'..0.1,' 'a ..rem,o.Ko..nt•As 4....e Reear• Wv Ctt.ana r....n tart Oat. 11107000 ,. C.o.,:1.....d roO Dab 8792017 r. em,Nya.t NM CWdrMportae CRAW IMMO Report Pnr.tre PI.PEOa Clat1n.rurma. t.rtsoen D.MITw. • VW N.1. MAW fab. 0..aeM WO. 0I13,.. l ntM,l' V.110n 6400- 101121. 201982527 RO 40:'127 OPEN Ayats Ix+.. VIMMK of AAF MO 11113(A11)1201 573302 AM PEINUNG 112112' 63//2019 13.10.30100E3133 ABCAIIED ( X03[1 pew1T r CO PM ABOR110 112317/ 6?1AOt0127221 PO 410180 OPEN IVtNe taro OVINE BOUIVNO 2111}P1M1)2111YN 542100 PM PENCOXi It)211 t30111 67247010737 m Pct 3011720 W MT(27 MONO COIN K. Om, 013..1&vr, 1)-52151]8 041081 30,123' zpt9J4JS7 5511 PEOPEN Kamm Nero SWOP IRK) 2111)440) 114302 9011713 14030(9 J 43 a 15sr R OPElr N4.n 0...”, 00511.1 0 00 71113001 5(0 CC PAI 6'27.7019 xu,6 RD Smawoln 33'17)7IOM TE3T7 PENDING OPEN 4b1e•,1•vf Dem IRVINE BLVD 225001 CVC 512007 0/Jl!ro101 0.,238 4b:10 TE374 a] OPEN Mr..1005, MINE OlVD MOOR WC 10.1)42 PIA KNdN0 1011239 VSi:01974J.42 no 5515 OPEN Mrmw. On... %0350 WW 1750.11 CVC 5171100 PM RNUINO 110 6232019)552: OPEN K. On.. RV.*E W V 1)10,41,2111)34) 5280 f0 PM p(N01ND 110 3.1241 1aM'101110'1/00 33-3 1131539 OPEN M ',EN a Arm. INE BLVD 311133A4tt 16;00 Citations Issue Report VIOLATIONS BY STATE REPORT Custom Reports can be generated to access out-of-state violations. 730 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B PANRI NOtNC t Mt NI 1RCH Ii MAMAGlMtNtNiO Custom Report 1....,VloSt190.1 • LL'ed 010018100 mal PeIIIMI Ie nvld rd CdtLon NumWr Nep.folod p.vna v Colton r rem(Reeu.ro0; CML on To lRNu;eq ti,• 9•w••.. F- .....-"'Oran.•.-.r..- -18• 4110,/.•. 97911.7 FNM Location on M9tNQ•R1.1 tI i w... I1.”9/0,9110• NW1101191.0• 1. 6NWtN9 Nolo 0 C•_)0, .rMe NrWR 0,. 1MOerw9 Plate elate et.4.1 N mbor 0...• , r. I-47'7R Pion Itoe I to..to.ALAVY.NAPA1.1.S AUM% r AIMM1.A/S.M.Jnl:`f nJ P 006 N1Ntf Wench1Nw 1.1xx Oeete.ce for loc.lon 041.i G"0,0 1. OXBOW 1MAWR 0611410.CO 03.IAS.e lS*Gtw 0C 0 0a00A MNt0lerwt N. itir t, 0149o1099101. t MwM1O11.1.60eMAW 70410 Lent 11:9.tN COAs/ f'COW., MVMS NI.I10,r - 9Acor.1N17 aetut LAC w ROHM. Z7 e,' t 11211.01010. O 1991 lu Ik11I •.1=7;4MMRr. ,,t 6• IMM OMWOW* 1•1,IWe:33.76707 Loo9A0do .117.77073 ioXC9INM OOARm L.leude:33.70797 Lanp9udo 1.117.0,073 1110110.LNIW:bodO.9J 77797 LagA •11787073 1.111 LAM100039)79.M67lNT Violations by State Report PENDING REFUND REPORT The Pending Refund Report displays all the records that have a refund balance and the status of the citation. 731 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B FthY& NNINn1M1ONC(MNf • _•. n WN OI MCN• N1r•.•H(tu.NtT•Pw NO M.NM N.YY' 1111111.11111 11 yq c i fl Cr Or. 011tl•rt•Hosea&Y1 O5M 52YJ0.1 ots 1'rndiu4 Kdun4 Krp.r1 OaO4001200N.1 r,.•w o...«....•• Gomm 1.•1.•a End a1• n1V••i Lamm.1•.w IIOC111 tiywN..a V•.«08'.51191700 M0 C N1 1M Pyne Pon Mtn. dMM•. ONOt11 Hu D... YNr11.**1 W 0•A • lW Otlt 12110111 *4110 M1b1A,1100D0 ClOYOMO MY2M0 O+O111101 rU 11~/11 n••••Nn c.N..•sarNUN ry.... 0 Pending Refund Report MONTHLY CITATION AND REVENUE ACTIVITY REPORT Select the desired date range and the Monthly Citation and Revenue Activity Report will show all the citation data and values that affect revenue. 732 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B I nap(1YYo•r Km..Mu.p uqm, 0,100.... Monthly Citation and Revenue Activity Report SCOFFLAW REPORT Select the desired date range and the Scofflaw Report will display the habitual offenders' information including citation number, location, VIN, Status, Amount Due, and Issue Date and Time as standard parameters. MCI 0MMen Mao OM l w Maw-n 1010.w nr rw r... wu: ca rrrv, s,u.1 rr. w.......rt. Ma, mm u.......amma....nnr Floc Trilttarru owcnww..m. x+ o: w..,.i Or•7/0I 0.1 I..l...w.a.na.,UMY.t mm L. .......N,no.r.•rr 10.10 0.T•1100111.0 Mk m..w w..,PM, v. 0... 10 V. marrni mar w..wv+...M.. 1010. ,•31. H 01 IMO 10,10.,num,....Jf e, 10.00 1010.....UMW.rear OWb*s 1010.w..3 WE ARE HERE TO HELP 2".9.,n1-t`.. 733 Docusign Envelope ID: 0BA50972- 93D8- 4838- B03F- BB6970C53ECD CW18653, Exhibit B CERTIFICATE OF COMPLIANCE 4r._ TN After performing interviews, on- site assessments, and off- site sampling, Tevora Business Solutions, Inc., a PCI Qualified Security Assessor is pleased to certify IPS Group, Inc. for achieving full compliance with the PCI Data Security Standard ( PCI DSS) v 4. 0 as of Dec 22, 2022 within their Parking Data Management System environment n) 44 DMS) Assessment Validation Period: Dec 22, 2022 - Dec 21, 2023 GROL li Bill Nguyen, PCI QSA 7San737DiienamaregoCA Court I t 858. 404 0607 Christina Whiting, Principal I 17Irvi8ne75 V,CAon 92614Karman, Suite 100 t: 949 250 3290 I e. info@tevora. com This designation is subject to re- qualification at 12- month intervals. 2022 Tevora Business Solutions, Inc. 734 Docusign Envelope ID:OBA50972-93D8-483B-B03F-BB6970C53ECD 18653 r•lmf. a ,quip Milt 1`I • ..4".. r lir" If:: pit/ `Kflf i _ ..S` i' • i' ..1 t,-*! _____ -ti :n i ponc_ tz, iia' J Ite'rdI 1•...---7r: 11 - 1- O' •- tom. dr!:S. Savo i d F _ 111111111111 „AIL-.L4. M11 IM:, .i`n •'' tiptill I r , rri; r 11.M1 n • Sr•,°• al .:.- at ' I..,—.. fes= r ,s .... _ r ; 11`' inn y t- al sy. r z _ x• . r J Iv r , :...._ ;,_,.\ ,, _its , 1:- s.., i U it:_ . .- - — ,,,_, a.,.. _. lir.0.. --, 4 „," -;:gibMsii I_ ' ---J 0 ,;: i 11. , MOBILITY SOLUTIONS LOCATE OFFENDERS. DRIVE COMPLIANCE. INCREASE REVENUE. Empower your parking operation with LPR enabled parking enforcement to locate offenders, resulting in better compliance and increased revenue. LEVERAGE LICENSE PLATE RECOGNITION (LPR)TECHNOLOGYCF---)D License plate recognition(LPR)cameras and software have been trusted by law enforcement for more than 10 years to locate suspect vehicles and solve crimes Access to the Vigilant Client faster.These cameras and software are now available to parking agencies–providing Portal,a web-based user a cost-effective enforcement solution. Parking agencies can now discover scofflaw interface,includes license plate vehicles to collect outstanding fines, more efficiently enforce paid and permit parking detection images along with the spots, enforce time-limited zones, or take other appropriate actions. date time,and location of the Choosing LPR technology gives parking enforcement officers the ability to standardize sighting.This data is stored on equipment and software to work more efficiently with local law enforcement. From our secure server in Virginia as permit to paid parking,alerts can be delivered in near real-time, making it easy for a record that can be searched officers to quickly enforce on-street spaces and off-street lots. only by authorized personnel MOBILE AND FIXED LPR CAMERAS AND SOFTWARE 00•) LPR camera systems are easy to install on existing enforcement vehicles and in garages ifL.. or surface lots to provide accurate plate reads. Hot list and white list uploads are easy to manage from the Vigilant Client Portal and operations can set and manage zones from Equip enforcement vehicles and the back office. off-street parking locations with mobile and fixed LPR cameras for efficient enforcement and data insights. PRODUCT BRIEF 1 PARKING AND MOBILITY SOLUTIONS 0 MOTOROLA SOLUTIONS 735 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit B LICENSE PLATE ENABLED PARKING ENFORCEMENT PAID PARKING Our customizable, open-API architecture easily integrates with leading pay stations, pay by cell and access control parking vendors.Through the API, parking operators can identify which vehicles have paid,alert enforcement officers of offending vehicles, and communicate with other tools to issue citations. PERMIT PARKING Through a combination of back-office and in-vehicle software, mobile and fixed LPR cameras can enforce permit-only parking areas.With Vigilant Client Portal, parking operations can configure a list of permitted vehicles and receive alerts when an unauthorized vehicle is present. For permit-only access to gated locations, LPR cameras and software can be used in conjunction with a gate of the customer's choice.When a permitted license plate is detected the software will trigger the gate to open. SCOFFLAW ENFORCEMENT rParkingandMobilitySolutionsallowparkingoperationstolocatescofflawsusinglicense1 plate recognition. Simply upload a hot list of offending vehicles and generate alerts from Z web-based Vigilant Client Portal or Vigilant CarDetector Mobile(CDM). Quickly search through historical detections to identify the best place to locate a vehicle that is eligible for Q booting or towing in an effort to collect fines. There are three scofflaw options: Scofflaw Data Subscription(no hardware)–With commercial data,parking operators can generate alerts and emails with the location of the scofflaw vehicle. Scofflaw Enforcement with Mobile LPR Cameras and CDM-- Utilize LPR cameras and Vigilant CarDetector Mobile in-car software and receive alerts when an LPR-equipped vehicle identifies a license plate on a scofflaw list. Scofflaw Enforcement with Fixed LPR Cameras(hardware)–Cameras affixed to poles or other structures provide constant monitoring of specific areas to watch for violators and capture trends. DIGITAL CHALKING When using digital chalking with mobile and fixed LPR, users will be alerted when a vehicle has overstayed a time-limited zone. For mobile LPR, users can review a comparison of vehicle images to determine if that vehicle should be ticketed. For fixed LPR,the user will be notified if a vehicle has not exited within a specified time frame, enabling directed enforcement. VIGILANT SOLUTIONS IS NOW PART OF MOTOROLA SOLUTIONS Questions?For custom pricing and other inquiries,please contact Vigilant Solutions Sales at 925.398.2079 or sales@vigilantsolutions.com MOTOROLA SOLUTIONS VIGILANTVSOLUTIONS Motorola Solutrons,Inc 500 West Monroe Street Chicago.IL 60661 U.S A motarelasolreUo•s.com BE SAFE.BE SMART.BE VIGILANT.MOTOROLA,MOTO,MOTOROLA SOLUTIONS and the Stylized M logo ere trademarks or registered trademarks of Motorola Trademark Holdings,LLC VICIIANTSOIUTIONS CONandareusedunderlicenseAllothertrademarkseretheproperty01theirrespectiveowners02020MotorolaSolutions,Inc All rights reserved 03-2020 736 jjjln1eloPe lu:Ut1AbUWZ-y3t.)13-4:S3td-13U3h-Litdb9/Ul;b3tUD 0 . 1 e • r'n C CW18653,Exhibit B 3 inch Mobile Printer MP- B3OL 0!/0 mutt Ateasurinp PUAr Barcode Mobile Label Medical O. instrument Smart Device Primer Fgwpvre, Ultra Small Mobile Label Printer µCompact & Light Weight Drop rating: 1.8m(6feet), IP rating: IP54 Ot 0;Printing Speed: 130mm/sec max l Simple Operation & Stylish Design Option Cradle for Charging MP- B3OL iPod UiPhone DiPad,Method Thermal line dot printing Number of dots/line 576 Resolution(dots/mm) 8 Paper width(mm)80"/ 76.2 1'/ 581 Printing Printing width(mm) 72 Printing speed(mm/sec)max 130 Outside diameter of paper roll(mm)max 051 Character matrix(HxW dots) 24 a 12,24 a 24,16 8,16 a 16 Character dimensions(H•W mm) 3.0 a 1.5,3.0 ii 3.0,2.0 a 1.0,2.0 a 2. 0 cae of paper Roll paper,Label roll paper laracter type Code page(17pages),Optional font,Downloaded character,User-defined character,JIS 182 Level Kanji,Special character code UPC-ANE,JAN(EAN)8(13,IIF,CODE39•CODABAR,CODE93.CODE128,PDF417,OR Code,MaxiCode.Data Matrix,GS1 Databar, AZTEC 4°er supply Li-ion Battery Communication interface USB,Bluetooth®,W- LAN Input buffer 4K bytes Command ESC/POST conformity,,ZPL II"r conformity,CPCL conformity Cutting method Tear bar dliing resistance 1.8m' 2 IP rating IP54'Operating Temperature(Cl` 20 to 55 Service life:Abrasion resistance(km) 50'Dimensions(W•D•Hmm) 105 x 126 x 55 4 Mass(g) 395 Standard FCC,CE, VCCI Bundled item AC adapter,Battery,USB cable,Belt clip Option Cradle for charging,Single battery charger,Quad battery charger,Car charger,Strap,Carrying case Software Printer driver,OPOS,POS for NET,Windows®CE(SDK),Android'"(SDK),iOS SDK,Xamarin SDK,URL Print Agent 1 Selected model'2 The number a test resit based cn S I poredures not guaranteed value'3 Use recommended enema,papers'4 Ertladrte prarusee.5 nim banty ss,hdul paper rot ESC/POS.Rnvolved trademark at SEIKO EPSON CORP Wndws,T,ts rite(veered trademark of Mvoson Carpaaloyusul MAroid"a a trademark of Google Inc Official site https://www.sii-ps.com i Printed in Jun. 2021 SII Seiko Instruments Inc.Print System Div.8, Nakase 1-chome, Mlhama- ku Chiba-shi, Chiba 261-8507, Japan Telephone'+81-43-211-1106 Facsimile:+81-43-21 1- 8037 Seiko Instruments U.S.A.,Inc. Seiko Instruments Trading(H.K.) Ltd.21221 S Western Ave.,Suite 250,Torrance,CA 90501,USA 4-5/F,Wyler Center 2.200 Tai Lin Pai Road,Kwai Chung,Telephone+1-310-517-7778 Facsimile+1-310-517-7779 N.T.,Kowloon,Hong Kong Telephone.+852-2494-5160 Facsimile-+852-2424- 0901 Seiko Instruments GmbH Seiko Instruments Taiwan Inc.Siemensstrasse 9 D-63263 Neu-lsenburg,Germany 2F.,No.143,Changchun Rd.,Telephone+49-6102-297-0 Facsimile-+49-6102-297-222 Taipei,Taiwan R O. C.E-mail:info@seiko-instruments.de Telephone-+886-2-2563.5001 Facsimile.+886-2-2563-737 Docusign Envelope ID: 0BA50972-93D8-4838-B03F-BB6970C53ECD 53, Exhibit B INTRODUCING TWO TECHNOLOGIES XF it Issue Ticket 08/31/2017 10:37 AM ri Scan MNude Licence Kate Rett Numbrt v.c t`ct*Sate CT V.ofetion Code C7 1 rill Two Technologies, Inc: Hand Held Computers • Your Way • Since 1987 Dann 11A of 1A7 738 Docusign Envelope ID: 0BA50972-93D8-483B-B03F-BB6970C53ECD 53, Exhibit B The XF is Two Technologies' latest innovation in rugged, highly integrated, AndroidTM compatible devices. This modular system provides configuration choices that allow for the development of application specific solutions. The XF's unique design allows extensibility for future phone designs, simplifying the update path to the latest phone technology. APP, ir-ATIQI\IC Parking Violations Moving Vehicle Violations Border Control Inmate Management Criminal/Suspect Identification First Responder ID Verification at Disaster Scenes FEATURES Integrated one or two piece solution Options include a 3-inch direct thermal printer, 1D/2D barcode scanner, and FAP 30 fingerprint scanner, which can all be configured to provide complete flexibility Hot swappable supplemental battery for extended operation Charging options include, single or four bay dock, PD wall charger, and vehicle charger Rugged watertight housing protects against dust and liquid, can be used in inclement weather, and withstands drops from four feet Modular design makes field upgrades and minor repairs quick and easy, maximizing useable enforcement time, which equates to increased ROI by "Future Proofing" the device 1‘1411111 739 Docusign Envelope ID: OBA50972-93D8-4838-B03F-BB6970C53ECD B 11111.11.11. WHY CHOOSE BETWEEN A ONE HSE ANOIW PIECE SOLUTION...WHEN YOU CAN HAVE ROTH!! Device users may have a preference for a one or two piece solution based on many different factors. The XF accommodates either preference. The XF Product's modular design allows it to be configured* as a one piece integrated device or as a two piece device, separating the printer from the phone component. aimsaims? XF ONE PIEC® PII a h11ut 1Kkel O4l111011 3071 A$ F O XF TWO PIECE HE.Dd1NN OF A NEW1E.ZA IN 4w. MODILEIHA'ND HELD TECHNOLOGY ct 2341 E ItS+.'K Ar J 44ftM110 At time of initial build Conroe...VIA of 1A7 740 Docusign Envelope ID: 0BA50972-93D8-4838-B03F-BB6970C53ECD XV UNE PIECE SUMMON The XF one piece solution integrates all device options into a single rugged Android compatible handheld device. (S22 Ultra phone not included). The modular design of the one piece solution consists of a printer module and a "POD." The printer module fastens to the Pod with two screws which simultaneously connect the two modules via an interface connector. ANY OR ALL 6 u 10/20 BARCODE XF PRINT MODULE 04 0~00% 741 Docusign Envelope ID: 0BA50972-93D8-483B-B03F-BB6970C53ECD IN-IBM-1W ONE PIECE SOLUTION ADVANTAGES No printer on belt One device to charge and track No more lost phones or phones taken home by mistake No Bluetooth pairing required INTEGRATED ONE PIECE SOLUTION FEATURES Hot swappable supplemental battery for extended operation Options include a 3-inch direct thermal printer, 1D/2D barcode scanner, and FAP 30 fingerprint scanner, which can all be mixed to provide complete flexibility Charging options include, single or four bay dock, PD wall charger, and vehicle charger Rugged watertight housing protects against dust and liquid, can be used in inclement weather, and withstands drops from four feet Modular design makes field upgrades and minor repairs quick and easy, maximizing useable enforcement time, which equates to increased ROI by"Future Proofing" the device t , 1 S L a otizmi, NL IV ii e, . A A7__ 742 Docusign Envelope ID: 0BA50972-93D8-483B-B03F-BB6970C53ECD Exhi it XF ONE PIECE SOLUTION POD The XF one piece solution POD houses the Android smartphone and the proprietary platform that manages communication between the various hardware components and power management. Two T.chno‘og1e,.Inc PODs are designed specific to a particular model of phone. SPECIFICATIONS The XF POD, when fitted with the Samsung S22 Ultra has the following features: Android'' 12.0 operating system 5G/LTE/WLAN/Bluetooth/GPS Screen Size: 6.8 inches Corning° Gorilla° Glass Victus®+ Rear-facing Camera: 108 MP (wide), 10 MP (tele), 10 MP Dual Tele), 12 MP Front-facing Camera: 40 MP Battery: Li-Ion 5000 mAh, non-removable SUPPLEMENTAL "SWAPPABLE" BATTERY 3Powerstheintegratedplatformandextenddeviceruntime by power sharing with the phone component. Users can swap supplemental batteries without interrupting device operation. Charging times vary based on usage. Specifications: Type: Lithium-Ion Capacity: 21.46Wh Charge Temperature: +10° to + 45°C Operating Temperature: -20° - +60°C Dann 4A4 of 4A7 743 Docusign Envelope ID: 0BA50972-93D8-4838-B03F-BB6970C53ECD ipinimmom XF ONE PIECE SOLUTION PRINT MODULE The printer module for the one piece solution can be configured to contain a variety of options which add to the functionality and versatility of the XF. The Print Module can contain one or all of the following options. 3 1>us Mt 44 T• Via J i J AllimmuL 3-INCH DIRECT THERMAL PRINTER Durable high-speed mobile printer can easily print parking tickets, moving violation tickets, permits, identity confirmation, and other information. Specifications: Printing Method: Direct Thermal Resolution: 203 dots/inch Media Width: 3.125 in. (80mm) max Print Width: 2.8 inches (72mm) 1111111111 Donn 1 A of 1A7 744 Docusign Envelope ID: 0BA50972-93D8-4838-B03F-BB6970C53ECD 1111111.110 XE UNE PIECE SOLUTION PRINTER MODULE OPTIONS 10/20 BARCODE SCANNER Quickly scan for Driver's License, VIN barcodes, permits, and much more so enforcement personnel have access to critical data at their fingertips. Scan in direct sunlight, dark places, rain, and other extreme weather environments. Excellent motion tolerance, and has a range from 2 to 24 inches. Specifications: Type: Honeywell N6600 Series Illumination: White LED th Aiming: 650 nm high-visibility red laser FAP 30 FINGERPRINT MODULE Accurately identify individuals while in the field with the FAP 30 fingerprint reader by accessing identity databases through 3rd party software applications. The y ' fingerprint module communicates via the Mobile Data network . It does not require a connection to any other network entity. Specifications: FBI IQS: PIV, FAP 30 Image Quality: PIV 071006 (FAP 30 certified) Fingerprint Image: 8-bit grayscale NO PRINTER It is possible to purchase a XF without a printer. Contact Sales for details. 1111 Dana 4A1nflA7 745 Docusign Envelope ID: 0BA50972-93D8-4838-B03F-BB6970C53ECD XF TWO PIECE SOLUTION The XF two piece solution allows integration of a 1D/2D barcode scanner and/or a FAP 30 fingerprint module into a rugged lightweight Android compatible handheld device. This handheld device communicates with the remote XF printer via a Bluetooth connection. FEATURES Swappable supplemental battery for extended operation Charging options include, single or four bay Dock, PD wall charger, and vehicle charger Charging and battery status LED indicators Rugged watertight housing protects against dust and liquid, can be used in inclement weather, and withstands drops from four feet Modular design makes field upgrades and minor repairs quick and easy, maximizing useable enforcement time, which equates to increased ROI by "Future Proofing" the device BUILDING BLOCKS Ply 111111 OR 0 Accessory Module w/1D/2D Accessory Module w/ Barcode Scanner 1D/2D Barcode Scanner+ FAP 30 Fingerprint Scanner Two Technologies,Inc. s Marrs Tri 746 11 Docusign Envelope ID: 0BA50972-93D8-483B-B03F-BB6970C53ECD XF TWO PIECE SOLUTION POD The XF two piece solution POD houses a designated Android smartphone and the proprietary electronics that control communication between the various hardware components, power control and diagnostics. It also houses the supplemental hot-swappable" battery. The POD can be fitted with an Accessory Module configured with the various hardware options. Specifications: 1 The XF POD when fitted with the Samsung Xt roe S22 Ultra has the following features: Android" 12.0 operating system 5G/LTE/WLAN/Bluetooth/GPS Two Technologies,Inc. Screen Size: 6.8 inches Corning® Gorilla° Glass Victus®+ Rear-facing Camera: 108 MP (wide), 1111)10 MP (tele), 10 MP (Dual Tele), 12 MP Front-facing Camera: 40 MP Battery: Li-Ion 5000 mAh, I ti non-removable Supplemental "Swappable" Battery Powers the integrated hardware and can extend device run time to approximately eight hours. Users are able to swap supplemental batteries without interrupting device operation. Charging times will vary depending upon usage. Specifications: Type: Lithium-Ion Capacity: 21.46Wh (7.4V) Charge Temperature: +10° to + 45°C Operating Temperature: -20° - +60°C 747 Docusign Envelope ID: 0BA50972-93D8-483B-B03F-BB6970C53ECD 53,Exhibit XF TWO PIECE ACCESSORY MODULE OPTIONS The two piece POD module CAP can be configured to contain multiple options adding to the functionality and versatility of the XF. 10/20 BARCODE SCANNER Quickly scan barcodes for driver's license, vehicle registration, permits, and much more so enforcement personnel have access to data at their fingertips. Scan in direct sunlight, dark places, rain, and other extreme weather environments. Excellent motion tolerance and has a range from 2 to 24 inches. Specifications: Type: Honeywell N6600 Series V Illumination: White LED Aiming: 650 nm high-visibility Nredlaser FAP 30 FINGERPRINT MODULE Accurately identify individuals with the FAP 30 fingerprint reader by accessing identity databases through 3rd party software applications. Specifications: FBI IQS: PIV, FAP 30 Image Quality: PIV 071006 FAP 30 certified) Fingerprint Image: 8-bit grayscale 511111114111e • Dena 111C..f a dl 748 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit B 0 411016 14,446100 . 41 t ollb 4dIr'' 1I1 i , P ABOUT IPS GROUP IPS Group, Inc. headquartered in San Diego, CA with offices across North America and Europe, is a design, engineering, and manufacturing company focused on low-power wireless telecommunications payment processing systems, intelligent data management, and SaaS technologies. IPS takes loT and Smart City concepts and turns them into reality. For over 20 years, IPS has delivered world-class solutions through its Fully Integrated Parking Management Suite comprised of smart sing-space meters, multi-space pay stations, pay station upgrade kits, vehicle detection sensors, smart cash collection systems, mobile applications, enforcement and permitting solutions, hosted data management software with advanced data analytics, and more. ipsgroup.com 877 630 6638 2022 IPS Group, Inc All rights reserved 749 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit C i - , s ••• i ' - ' 4 . •''''. - 0„...7,,,!) ' t• ' , Liier'....;,..- ar„,--: WI(' WNr A... r.415, 4 11110 TAB 72R"• 4,%51.:el PRICING vs,--,-.: • i.—. Max. Pa rking t-4,-zw. .:: 4IF Premium Rate p.y 1, M1 414 4 r: . ,9am to 6pm Mon-Sat Pay for Parking at Machin k1-• 4 NI.' : . ' i • -..:-.4., ,...4,,,,,a , • r_L.,4.,, ..,,„_. , , 4. -41,-„:2*--•i,,Y- ,.. 3 ...,,•.-. .. .N-7,,Pz., t,..1.•::. ....Or.-- " . * - ''' - *I" .'''14 4t4.164,....if:;:i., 1,4„ : „ 4 A ' A 4,.....< 3 IL i V :-'r •-• :'. . e '''' ,, e;V. ' '. *,(16% * ' 4. # i ' 'OM& ' *+ %.*4*' . 411. 1,. ' '•A i. , .;$1-:,... ,!•••,. :efts ri„,,,L, . 4=ii.fit: •••:-Jo 0 top -4. I. 4.40. 4. _,.04. a. r. -•••••, • 1,_.1_ 0- ..,-:4. :•-•zy...ziy . - le: •... . 4 Cl.14*. 1 P.I. . - • . 14,*. 0. *. 4Vilk.. .. 41.... •:,,,, 7.,. ...:.•_i :....,/,..'. ,t, " litilL.6 7 "ilkr,... 1 0 _2 44,I 1 iriiior j 1 \ .•-• 461, 444 4,, • 1 4, II' 444hld 4/(141)111tat lti * •..ii–4f ilo,,,r. • % 4P1 midi • 4,4411 Ili. t a 41 s • o. k- r,, *6 .*, • 1 fir .44"14, • 6 , a ' . 4 ,, 4 f 9 i„. 0 i Is 4410%., i 1 . t-4411111 40 a di 42 0 , a ilk. a ir i , 0 skt ei i . 4 411111 me 0 IP illa lit. Agoe— ' 4.1r 4 arAf a • , III • s. 4•Isiii who i ....., 0.. I allam....- 11.16. ....aisalwar i 410- -- 1111r I Ar. 4iidaiii_.,-- 44 41, a VII' 4'4, Pagel of 24 750 Docusign Envelope ID:0BA50972-9308-4838-B03F-BB6970C53ECD CW18653,Exhibit C 1 PRICING SINGLE-SPACE AND SENSORS CAPITAL AND ONGOING COSTS mrumr- PRODUCT/SERVICE PRICE PER UNIT M5T" IPS Credit Card-Enabled Single-Space Meter includes 12-month warranty, RFID tag) based on Qty. of 1 - 1000 495.00 M5TM IPS Credit Card-Enabled Single-Space Meter 485.00yincludes12-month warranty, RFID tag) based on Qty. of 1001-5000 MSTM IPS Credit Card-Enabled Single-Space Meter includes 12-month warranty, RFID tag) based on Qty. of 5000+ 475.00 Optional: Add BLE capability 65.00 Optional: Add NFC contactless payment capability 65.00 Shipping (Ex Works - to be quoted based on ship to zip code)TBQ Installation (to be quoted based on scope) TBQ Optional: Extended Warranty (per 12 month period) 50.00 Optional: Extended Warranty (48 month period) 170.00 M5TM ONGOING FEES OPTION 1 OPTION 2 Secure Wireless Gateway/Data Fee and Meter Management 5.75 8.00 System Software License Fee (per meter per month) Secure Credit Card Gateway Fee (per transaction)0.13 0.06 Optional: Merchant Processing Fees (per transaction) Upon request VEHICLE DETECTION SENSORS CAPITAL AND ONGOING COSTS PRODUCT/SERVICE PRICE PER UNIT In-Ground or Pole Mount Vehicle Detection Sensors 295.00 includes 12-month warranty) Dome Mount Vehicle Detection Sensors (includes 12-month warranty) 295.00 Shipping (Ex Works - to be quoted based on ship to zip code) TBQ Installation (to be quoted based on scope) TBQ VEHICLE DETECTION SENSORS ONGOING COSTS COST PER SPACE PER MONTH Management System/Base Data Fee 3.50 Optional: Real Time Reporting Fee 3.00 FULLY-INTEGRATED PRODUCT SUITE 71 Page 2 of 24 751 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit C SPARE PARTS M5TM PAZING MEM/ SPARE PART PRICING MSTM Single Space Electronic Meter Mechanism 495.00 Card Entry Keypad Assy 55.00 Hybrid Card Reader 52.00 Coin Validator 75.00 Complete Top Cover (with Lexan insert) 75.00 Lexan for Top Cover 25.00 Coin Entry Slot 2.00 M5 Battery Pack (H3) 35.00 M5 Battery Pack (H5) (available on the 147/247 models only) 45.00 Solar Panel / Communications Board 185.00 Main Board 185.00 Display Board 95.00 Display Board with NFC 140.00 BLE Beacon Upgrade 65.00 RFID Tag 10.00 MK5 Batter Charger (daisy chain charging unit) 125.00 Card Reader Cleaning Card featuring Waffletechnology" (40) per box 54.00 SENSOR SPARE PART PRICING IN-GROUND IN-DOME POLE IPS vehicle detection sensor 175.00 295.00 295.00 Meter Comms Board (for sensor) 150.00 NA NA Battery Replacement (per D-cell) NA 20.00 20.00 Note: : ' •-_ ' kl Es F.O.B Destination State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order. Pricing per Contract#CW18653,Exhibit C 72 IPS GROUP, INC. I NCPA Page 3 of 24 752 Docusign Envelope ID:OBA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit C MULTI-SPACE METERS MS1T" MULTI-SPACE PRICE PER UNIT IPS MS1TM/ MS3TM Multi-Space Pay Station - Pay and Display, Pay- by-Space, or Pay-by-Plate (Monochrome Display, Card and Coin, 5,850.00 Solar powered, Includes 12-month warranty) based on Qty 1-1000 IPS MS1TM/ MS3TM Multi-Space Pay Station - Pay and Display, Pay- by-Space, or Pay-by-Plate (Monochrome Display, Card and Coin, 5,450.00 Solar powered, Includes 12-month warranty) based on Qty 1000+ IPS MS1TM/ MS3TM Multi-Space Pay Station - Pay and Display, Pay- by-Space, or Pay-by-Plate (Color Display, Card and Coin, Solar 6,350.00 powered, Includes 12-month warranty) based on Qty 1-1000 IPS MS1TM/ MS3TM Multi-Space Pay Station - Pay and Display, Pay- by-Space, or Pay-by-Plate (Color Display, Card and Coin, Solar 5,950.00 powered, Includes 12-month warranty) based on Qty 1000+ IPS Upgrade Kit Pay Station - Pay and Display, Pay-by-Space, or Pay-by-Plate (Solar powered, Includes 12-month warranty) based 2,950.00 on Qty 1-1000 IPS Upgrade Kit Pay Station - Pay and Display, Pay-by-Space, or Pay-by-Plate (Solar powered, Includes 12-month warranty) based 2,750.00 on Qty 1000+ Shipping and Installation (per unit) - During normal business hours. (Ex Works -to be quoted based on ship to zip code and final TBQ scope of work. Concrete work is not included) Optional: Contactless Card Reader (NFC)399.00 Optional: Add for Bill Note Acceptor (BNA) and 1 Stacker 1,250.00 Optional: Additional Coin Box 195.00 Optional: Extended Parts Warranty (per 12 month period) 295.00 MULTI-SPACE METERS ONGOING COSTS ON-STREET OFF-STREET Secure Wireless Gateway/Data Fee and Meter 55.00 25.00 / Management System Software License Fee 55.00 Secure Credit Card Gateway Fee (per transaction) Included 0.13 / 0.06 et, 0 - c.z, e•-.z, . . - . - : -•::•-. . . 1.;:-.: : -- kl Ds F.O B Destination 71 State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order. Pricing per Contract#CW18653, Exhibit C FULLY-INTEGRATED PRODUCT SUITE 73 Page 4 of 24 753 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit C SPARE PARTS MSIT"' & UPGIViDE KIT SPARE PARTS LIST IPRICE PER UNIT.' Standard Card Reader Assembly 129.00 AC power upgrade kit 150.00 Coin Validator Assembly 75.00 Bill Note Acceptor Assembly (with 600 note stacker)*1,250.00 Additional 600 note stacker cartridge*230.00 Solar Panel Replacement Kit 795.00 Main Operating Board (with standard LCD and modem) 995.00 LCD Display (with armored glass) Assy 295.00 LCD Color Display (with armored glass) Assy 795.00 Thermal Printer 795.00 4-key Horizontal Keypad 69.00 4-key Vertical Keypad 69.00 6-key Horizontal Keypad 75.00 Pay-by-Space Keypad Assembly 195.00 Pay-by-Plate Alphanumeric Keypad Assembly 225.00 Coin Escrow 195.00 EMV chip card reader (no PIN) 399.00 E-lock 175.00 Contactless Payment Reader (NFC) 659.00 Battery 32Ah (rechargeable) 324.00 Additional Large Coin Canister 195.00 Additional Small Coin Canister 95.00 Standard Paper Rolls (standard) approx 2000 3" tickets (.0045" 25.00 thick) Sticky Back Paper Rolls approx. 2400 2.75" tickets (.004" thick) 30.00 only available on an upgrade kit if the original pay-station has the note acceptor option. e kl r DS Cle F.O.B Destination State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order. Pncing per Contract#CW18653,Exhibit C 74 IPS GROUP, INC. I NCPA Page 5 of 24 754 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit C METER HOUSINGS & COLLECTION EQUIPMENT METER HOUSINGS AND & ACCESSORIES IPS Zinc top over Iron Vault-M90 style (large vault, std. IPS locks, 249.50 black/grey color) IPS All Iron -M95 style (large vault, std. IPS locks, black/grey color) 249.50 High Capacity Coin Can with IPS locks holds approx. $65-fits M90 or M95 style housings) 45.00 Small Capacity Coin Can with IPS locks (holds approx. $45)35.00 Standard IPS Locks 25.00 Standard IPS Keys 15.00 Yoke Assembly (Twin Mounting Adapter) std. black color 75.00 Meter Poles (Schedule 40 -2" ID -Galvanized) 45.00 Vintage Sleeve - std. black color 49.00 Vintage Base - std. black color 60.00 Collar for Vintage Sleeve - std. black color 30.00 Medeco/Abloy Mechanical Lock (lock only) 48.00 Medeco E-Lock (lock only) 175.00 NOTE:additional Medeco e-lock accessories require separate quote) COLLECTION SYSTEMS AND & ACCESSORIES Price per unit Collection Cart Only (standard) 500.00 Collection Cart Only (with enhanced suspension) 795.00 Standard Collection Head 250.00 Smart Collection Head 695.00 Coin Collection Canister - Steel 500.00 Coin Collection Canister - Aluminum 500.00 DS F.O.B Destination State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order. Pricing per Contract#CW18653,Exhibit C FULLY-INTEGRATED PRODUCT SUITE 75 Page 6 of 24 755 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit C MOBILE PAYMENTS PARKSMARTERT" MOBILE PAYMENT SOLUTION ParkSmarterTM mobile payment decals for SSPM 1.50 ParkSmarterTM mobile payment decals for MSM TBQ Decal Shipping at cost On-site Setup and Installation see below Additional signage or scope of work to be quoted upon request TBD On-site setup: IPS shall provide the City with instructions on how to setup/ install decals kl in support of the ParkSmarterTM mobile payment application. However, IPS will send staff to provide installation and setup services. The costs for these services will be based on the DS costs of travel, rental car, hotel, and per diem expenses and will be added to the setup invoice O at the completion of the service. Travel Expenditures for Contractors,Exhibit D,Attached Secure Credit Card Gateway Fee (per transaction) 0.13 Optional: Pushing Time to Meter 0.10 Optional: Merchant Processing Fees (per transaction) 0.06-$0.08 Per transaction fees: IPS shall charge the City the same per transaction gateway fee as we currently charge for the meter program in place today. No additional convenience charges are required. Preferred Card Processing Rates: Using our own payment provider IPS can provide preferred pricing for small ticket mobile payment merchant processing. Quotes for this service are available upon request. IMPLEMENTATION WITH 3RD PARTIES Implementation with 3rd party for enforcement TBD Implementation: IPS shall integrate with 3rd party enforcement software or IPS can provide the City with IPS enforcement software at prices not included in this proposal. IPS does not intend to charge for 3rd party integration, however, if any city designated 3rd party charges IPS for such implementation, then those charges will be passed along to the City at IPS costs. o o- ° -- - -- -- kl FOS F.O.B Destination State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order. 76 IPS GROUP, INC. I NCPA Page 7 of 24 756 Docusign Envelope ID:08A50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit C REPLACEMENT PARTS & REPAIR SERVICES: IPS shall provide warranty and non-warranty repair services based out of our office in San Diego, CA. For repair services not able to be first achieved on-site by the Customer or by phone, these meters will be returned to IPS at 7737 Kenamar Court, San Diego, CA, 92121, for repair or rework and IPS will endeavor to ship within 3-4 weeks of receipt, depending on the quantities received and work schedules. ALL RETURNS REQUIRE AN "RMA" NUMBER prior to shipment to IPS in order to avoid additional delays. An RMA may be requested by contacting the responsible IPS customer support manager, by contacting the IPS Help desk, phone ((877) 630-6638 or (858) 404-0607) or email (support@ipsgroupinc.com). All items returned to IPS must be securely package to avoid further damage in shipment and all shipments will be via Ground Freight Service unless expedited service and payment of associated fees are requested. Automated RMA tracking, including work performed to repair meters, can be viewed at any time using IPS meter management system. itPRODUCT/SERVICE PRICE PER UNIT' Single Space M3 TM Non-Warranty repair work (includes parts/labor) $125.00 + shipping Single Space M5TM Non-Warranty repair work (includes parts/labor) $95.00 + shipping Multi-Space MS1TM To be quotedNon-Warranty repair work On-site technical services: shall be quoted to include labor, travel costs, accommodation, car rental and per diem costs. Spare Parts shall be To be quoted quoted and added to final costs based on the identified needs. Shipping costs for any of the above shall be added to the final invoice Note: Please note that if upon receipt a meter is determined to be beyond repair, in IPS's sole discretion, kl the meter shall not be repaired for the fee described above and a replacement meter shall be required. H.. rotes Pricing per Contract#CW18653,Exhibit C FULLY-INTEGRATED PRODUCT SUITE 77 Page 8 of 24 757 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD Cm 8653,Exhibit C ATTACHMENT B ENFORCEMENT/PERMITTING SYSTEMS Our Mobile Enforcement Solution puts you in charge.Select a 1-piece or 2-piece design,Android or iOS operating system. IPS provides a quick and efficient citation issuance process.Electronic citations are immediately loaded into the Enforcement Management System(EMS) allowing timely access to citation information for your Agency and the public. IPS can also utilize existing agency Android and/or iOS devices or can supply new ones as provided below. Paper rolls subject to final volume,approval of artwork design and layout. Pricing does not include any applicable sales tax. Handheld Enforcement Solutions MOBILE ENFORCEMENT 1-PIECE SOLUTION LEASE PACKAGE OPTIONS GOLD PLATINUM 1 piece N5 Mobile Enforcement Device with built in Printer X x Mobile Enforcement Software X X Remote Management Suite X X Comprehensive Phone Support X x General Maintenance x x Data Plan x x Installation and Training X x Carrying Case,Spare Battery&Cradle X x Warranty 12 months 36 months Automatic Hardware Refresh (after three years) x LEASE PRICING (per device/month) 205.00 235.00 IPS can utilize existing agency Android and/or lOS devices or can supply new ones as provided below. City can provide equipment separately if desired. IPS also supports 1-piece and 2-piece devices or any combination thereof. 1 PIECE ENFORCEMENT SOLUTION UNIT PRICE N5 Print Mobile Enforcement Device 2,950.00 N5 Char:in: Cradle 199.00 N5 S•are Batte 199.00 N5 Car in: Case 50.00 N5 3-Year Warran 0'tonal 795.00 2 PIECE ENFORCEMENT SOLUTION UNIT PRICE Samsun: Note 8 with ru::edized case,char:er,and cradle 995.00 iOS iPhone 10 with ru::edized case and char:er,and cradle 1,495.00 r, ITEM _ ______Jit_EI7or e.uiva ent 895.00 Additional warranties or items to be .riced as re.uested To be .uoted Page 1 of 4 Page 9 of 24 758 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit C Handheld Enforcement Support Mobile Enforcement Solution Units Unit Price Mobile Data Plan Per unit/per month 50.00 Handheld Support Per unit/Per month 55.00 Software License(one-time fee) Per Unit Included Mobile Citation Paper(per roll)QTY 100 Per roll 11.95 Mobile Citation Paper(per roll) QTY 200 Per roll 7.95 Mobile Citation Paper(per roll) QTY 500 Per roll 5.95 Mobile Citation Paper(per roll) QTY 1000 Per roll 4.95 Plate Charges for Ticket Customization (One-time fee) Per plate 75.00 Estimated Travel Expenses for Installation Per trip 1,800.00 On-site training and installation Per day 540.00 Enforcement Back Office and Processing Services Enforcement Management System Units Unit Price One Time Setup Per Unit 4,500.00 Annual System License for EMS Per user Included Per Citation Issued Per unit 0.90 Manual Citation Entry Fee Per unit 0.90 RO Acquisition (local)* Per unit 0.90 RO Acquisition (out of state) Per unit 30% Delinquent Notice Processing fee(Includes Postage) Per unit 0.80 Transfer citation to student account(Universities)Per unit 0.45 Mail-in Payment Per unit 0.50 Delinquent Notice Processing fee with tracking Per unit 1.25IncludesPostage) IVR Solution(Optional) Per month 250.00 IVR Record&Store Calls(Optional) Per call 0.50 IVR Call Transcription(Optional) Per call 1.00 LockBox Setup(one-time fee) Per unit 750.00 LockBox Operations Per Month 145.00 LockBox Mail-in Payments Per unit 1.00 Online&IVR Secure Credit Card Payments-Gateway Fee 2.00 or 3% Note:Charged to the Public -assumes the use of the Per transaction whichever is Client Merchant Account higher Optional: Hosted Merchant Account-Interchange Plus Fees 2.00 or 3% referenced Note:Charged to the Public Per transaction whichever is higher Additional Letters and Correspondence Per unit 1.25 Customization development outside original scope Per hour 175.00 1st Level Manual Adjudication Services(Online Appeals)Per unit 1.00 2nd Level Adjudication Hearing Services Per hour To be quoted Page 2 of 4 Page 10 of 24 759 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit C Local DMV rates may be free based on Agency relationship with DMV.Pricing can vary based on this relationship. Page 3 of 4 Page 11 of 24 760 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit C Ticket Collection Services Collections Units Unit Price Local DMV Collections(FTB processing) of amount collected 25%of amount collected Advanced/Delinquent Collections of amount collected 35%of amount collected Public Customer Support and Call Center Service Minutes Billing Period Cost 100 Per Month 162.50 130 Per Month 195.00 Phone, 230 Per Month 325.00 Email and 300 Per Month 416.00 Web Chat 375 Per Month 520.00 580 Per Month 780.00 1000 Per Month 1,300.00 1000 Per Month TBD Permit Management System Fee Schedule Permits Units Unit Price One Time Setup Per unit 4,500.00 Per Permit Per unit 2.00 Permit Fulfillment Per unit 2.00 Per Letter(Includes postage) Per unit 1.25 Online&IVR Secure Credit Card Payments-Gateway Fee 2.00 or 3% Charged to the Public -assumes the use of the Client Per transaction whichever is Merchant Account higher Optional: Hosted Merchant Account-Interchange Plus 2.00 or 3% Fees referenced Note:Charged to the Public Per transaction whichever is higher NOT&•12 icing does--not-include any applicable stator-localtaxes-that-are equired-to-bepaid-by the City-currently©r-in-the kl future.--This-pricing-is-FOX-IPS-Group,San Diego,-CA-Sales taxes and shipping charges will be added to-the-final-invoice. IPS shall-have-the-Fight-to-adjust-Agreement pricing-due to increases in Inflation-as published by the US Bureau-of Labor Statisti Index for All Urban Consumer:-H::PI-U}for the - - -eed ,-- DS compounded-annually. Cr F.O.B Destination State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order Pricing per Contract#CW18653, Exhibit C Page 4 of 4 Page 12 of 24 761 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD F.O.B Destination CW18653,Exhibit C State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order. kl Pricing per Contract#CW18653,Exhibit C os ADDITIONAL SCOPE AND ALTERNATIVE PRICING MODELS UNITS' UNIT PRICE Software Developer Per hour 175.00 All-Inclusive or Per Ticket Pricing Options for Per unit TBQ Enforcement and Permitting Solutions * Quote to be provided based on number of tickets/permits issued, handhelds required,and other local information. MAINTENANCE SERVICES ON-SITE MAINTENANCE SERVICES IPS can offer on-site technician services either part-time or on a full-time basis. The costs of the services are outlined below: rUNITS UNIT PRICEIIMIr 11111 Part-Time IPS Technician Per hour 75.00 + travel/accommodation costs Full-Time IPS Technician Per month TBQ based on the scope of services. Would be inclusive of technician and IPS vehicle. SAMPLE SCOPE OF SERVICES: A complete inventory audit to confirm all associations of pole, terminal, RFID and Sensor numbers: Cleaning of card readers and keypads; Inspection of all meters to determine any need for repairs Help diagnose possible collection issues. On-site meter training for M5 meters for the client staff; Shop Organization - help organize the shop inventory of all items and prepare recommended list of spare parts; Preventative Maintenance - consisting of inspection of the meter interiors, greasing the validator connector/s, lubricating the locks, checking the communications, checking the LCD's, keypads, expiry indicator and diagnostically checking the RFID reader. FULLY-INTEGRATED PRODUCT SUITE 81 Page 13 of 24 762 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit C 7PPS GROU/3' NCPA Contract 05-81 Effective December 1, 2022 - November 30, 2025 Handheld Enforcement Devices Lease Option:MSRP NCPA 1-piece XF-1 Mobile Enforcement Device with built in Printer OR 2-piece x X Samsung Mobile Enforcement Smart Device with 3" Bluetooth Printer Mobile Enforcement Software x x Remote Management Suite x x Comprehensive Phone Support x x General Maintenance x x Installation and Training x x Warranty 36 months 36 months LEASE PRICING(Per Device/Month) 295.00 260.00 Purchase Option: 1-Piece Enforcement Device MSRP NCPA XF-1 Mobile Enforcement Device 3,950.00 3,500.00 Char:in: Cradle 225.00 199.00 S.are Batte 137.50 125.00 Car in: Case 55.00 50.00 5-Year Warranty(Optional) 575.00 525.00 Purchase Option: 2-Piece Enforcement Device MSRP NCPA A:en can su..1 their own iOS or Android smart device Samsun: Note 8 with ru::edized case,char:er,and cradle 1,095.00 995.00 iOS iPhone 10 with ru::edized case and char:er,and cradle 1,650.00 1,495.00 3inch Bluetooth Printer Seiko or Zebra 1,100.00 995.00 Page 14 of 24 763 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit C iir-.5 Enforcement Management System Initial Setup Units MSRP NCPA One Time Setup&Configuration Per Unit 5,500-$11,000 $5,000-$10,000 Data Conversion from Existing Citation System One Time 3,850.00 3,500.00 Third Party Integration Setup (One-Time) Per Integration 2,200.00 2,000.00 Citation Paper Template Setup(One-Time) Per Template 85.00 75.00 Mobile Citation Paper(per roll) QTY 100 Per Roll 15.50 13.95 Mobile Citation Paper(per roll) QTY 200 Per Roll 10.95 9.95 Mobile Citation Paper(per roll) QTY 500 Per Roll 8.75 7.95 Estimated Travel Expenses for Installation Per Trip 2,200.00 2,000.00 On-site training and installation Per Day 675.00 600.00 Customization Outside the Original Scope of Work Per Hour 225.00 200.00 Page 15 of 24 764 Docusign Envelope ID:OBA50972-93D8-483B-B03F-BB6970053ECD CW18653,Exhibit C 7P4417:5 GM:PL/I Enforcement Back Office and Processing Services Ongoing Services Units MSRP NCPA 2,150 per month $1,950.00 per or$1.75 per month Enforcement Management System Monthly Per Month ticket,whichever or$1.50 per ticket,Software Fee is higher whichever is higher Handheld Enforcement Device Cellular Data Plan Per Unit/Per 60.00 55.00 Agency only pays if they use IPS data plan Month Handheld Device License&Support Per Unit/Per 60.00 55.00 Month Per Monthly Third-Party Integration Maintenance& Integration/Per 85.00 75.00 Support Month Registered Owner Information Acquisition(Plus Per Unit 1.10 1.00 any state applied fees) Delinquent Notice Processing&Mailing(Postage Per Notice Included) 1.10 1.00 Advanced Delinquent Collections(Anything over Total Collected 40% 35% 90 days delinquent) Secure Gateway Fee:Online,Over the Counter, and IVR Credit Card Payments Per Transaction 3.95 Per 3.50 Per Can be charged to the public-assumes the use of Transaction Transaction the client merchant account Optional: IPS Hosted Merchant Account: Interchange Plus Fees Per Transaction 3,5% 3.25% Can be charged to the public Customization Outside original scope of work Per Hour 225.00 200.00 Page 16 of 24 765 Docusign Envelope ID:0BA50972-93D8-4838-603F-BB6970C53ECD CW18653,Exhibit C 17,407—S— Permit Management System Permits Units MSRP NCPA One Time Setup&Configuration Per Unit 8,000- 7,500-$10,000 11,000 Physical Permit(QUOTED based on Agency's specs) Per Unit TBD TBD Per Permit Per Unit 2.25 2.00 Letter Mailing(Includes postage) Per Letter 1.50 1.25 Permit Fulfillment Per Unit 2.25 2.00 Secure Gateway Fee: Online Credit Card Payments Per 3.95 per 3.50 Per Can be charged to the public-assumes the use of the client merchant account. Transaction Transaction Transaction Optional: IPS Hosted Merchant Account:Interchange Plus Fees Per 3.5%3.25% Can be charged to the public Transaction Any Customizations Out of Original Scope of Work Per Hour 225.00 200.00 IVR/Lock-box System Fee Schedule IVR/Lockbox Services Units MSRP NCPA Price IVR Solution Per Month 275.00 250.00 IVR Recorded and Stored Calls Per Call 0.55 0.50 IVR Transcription Per Call 1.10 1.00 Lock Box Set-up One-Time 825.00 750.00 Lock box Operations Per Month 160.00 145.00 Lock Box Mail-in Payment Per Unit 1.10 1.00 Secure Gateway Fee: Online,Over the Counter,and IVR Credit Card Payments Per 3.95 Per 3.50 Per Can be charged to the public-assumes the use of the Transaction Transaction Transaction client merchant account. Optional: IPS Hosted Merchant Account: Interchange Plus Fees Per 3.5%3.25% Can be charged to the public Transaction Page 17 of 24 766 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit C PPS— IGIZOL/12' Any Customizations Out of Original Scope of Work Per Hour 225.00 200.00 24-Hour Call Center 24 Call Center Services Units MSRP NCPA Price Cost Per Minute Per Minute 1.10 1.00 Mobile License Plate Recognition Items Units MSRP NCPA Price 2-Camera Mobile LPR System,Includes: 2)Mobile LPR Cameras w/Cables 2)Camera Mounting Brackets 1) In-Vehicle Processor 1)Touch Screen Tablet Per System 45,500.00 39,995.00 1)Tablet Mount&Docking Station 2)Camera License Keys System Start-up&Commissioning Extended Warranty Camera License Key(Year 1 Included in Per Camera/Per 625.00 550.00 System Package Above)Year Parking Toolkit Per System/Per 1,250.00 1,050.00 Year Third Party Integration Per Client/Per Year 1,250.00 1,050.00 On-Site Installation&Travel Per System TBQ TBQ Shipping Per System TBQ TBQ Nn E_PF; ng-does-not-inslude any-applicable-state-ordesal-taxes •. . _ _. ' _. . ._ ..tly-or-in-the r• . . • • ! , • • , • s' :,--CA—Sales taxes and shipping-charges-will-beadded-tothe-final-invoice: kl to-increases-in In : . • .. . I '. .. . •- . . _. Ste '. : :,,. -:• s = •, : _ :,n-Consumers-(CP1-U)fvr--the-l S-City-Average;and-441-net exceed SDs F.O B Destination State System Universities are tax exempt,and will provide their tax exempt information upon issuance of purchase order. Pricing per Contract#CW18653, Exhibit C Page 18 of 24 767 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD CW18653,Exhibit C IPS LIMITED WARRANTY IPS will provide a limited warranty for any new meter or sensor product manufactured and supplied by IPS for 12 months under normal use and service. The warranty protects against defects in materials and workmanship from the point of installation or 15 months from the date of delivery, whichever is sooner, and 90 days from the date of delivery received in the case of spare or repaired products. ADDITIONAL WARRANTY PROVISIONS: IPS must have the opportunity to assist in the initial deployment and system installation. Repair or replacement under warranty of any defective product (including any meter or subcomponent) does not extend the warranty period for that product or subcomponent. IPS will either repair or replace products or subcomponents, at our discretion, that are found to be defective within the defined warranty period, with transportation costs pre- paid by the customer. Returns for credit will only apply once IPS has received defective product (including any meter or subcomponent) and confirmed that defects were within the warranty period and are covered under the terms and conditions of the warranty provided. IPS strongly recommends that customers pre-purchase spare parts inventory for immediate access. Defective parts can be replaced immediately from customer stock and IPS shall replace such components upon receipt and determination of defect. On-site labor is explicitly not included in this limited warranty. Customer shall be sufficiently trained to perform all on-site work, including meter or sub-component removal/replacement. IPS can provide additional on-site services under a separate maintenance agreement or quoted on an as-needed basis. THE WARRANTIES CONTAINED IN THE AGREEMENT DOCUMENTS ARE IPS'S SOLE AND EXCLUSIVE WARRANTIES. THE EXTENT OF IPS'S LIABILITY FOR A WARRANTY CLAIM IS LIMITED TO THE REPAIR OR REPLACEMENT OF THE DEFECTIVE EQUIPMENT OR DEFECTIVE SERVICE AT THE SOLE OPTION OF IPS. IPS AFFIRMATIVELY EXCLUDES ANY AND ALL OTHER WARRANTIES, CONDITIONS, OR REPRESENTATIONS EXPRESS OR IMPLIED, ORAL OR WRITTEN), WITH RESPECT TO THE EQUIPMENT AND/OR SERVICES PROVIDED INCLUDING ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS OF TITLE, MERCHANTABILITY, OR FITNESS OR SUITABILITY FOR ANY PURPOSE (WHETHER OR NOT IPS KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED, OR IS OTHERWISE IN FACT AWARE OF ANY SUCH PURPOSE) WHETHER ARISING BY LAW OR BY REASON OF CUSTOM OF THE TRADE. 82 IPS GROUP, INC. I NCPA Page 19 of 24 768 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD CW18653,Exhibit C e • D _ O , . . . e . _ e . • A . 1 •ki OR NATURE, INCLUDING WITHOUT LIMITATION, LOST PROFITS, LOST REVENUES OR DS o• . . e • . l/' ANY ACTIONS OR OMISSIONS WITH RESPECT THERETO, WHETHER OR NOT ANY SUCH MATTERS OR CAUSES ARE WITHIN A PARTY'S CONTROL OR DUE TO NEGLIGENCE OF e a . e . • 1 :•• • . . . • . . • a a . THE CONTRAGT-VALUE AS SET FORTH IN THIS AGREEMENT. See 19 LIMITATION OF STATE SYSTEM I !ABILITY, made reference to in this Contract#CW18653 Exclusions: Warranty voided with use of imitation or non-genuine IPS replacement parts, un-authorized alterations, abuse, vandalism, improper installation by customer, handling or general misuse to the equipment (hardware or software), including attempted repairs that result in damage. Warranty specifically excludes any consummable items such as paper, batteries, etc. Force Majeure: IPS shall not be liable for any warranty provisions where such product failure is as a result of Acts of Nature (including fire, flood, earthquake, storm, hurricane or other natural disaster), war, invasion, act of foreign enemies, hostilities (whether war is declared or not), civil war, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalization, government sanction, blockage, embargo, labor dispute, strike, lockout or interruption or failure of electricity [or cellular telecommunication failures caused by any of the events or causes described above). Preventative Maintenance: The primary operational elements will be a working battery, card reader, coin validator and printer (if applicable). All product surfaces should be kept clean with mild soap and water. No harsh chemicals should be used on any plastic surfaces. The card reader heads should be cleaned with a cleaning card every 1-2 months to ensure optimum performance. Cleaning cards may be purchased from IPS. Batteries should be replaced when notified by the IPS Data Management System. At 6 month increments, the coin validator shall be visually inspected for any damage or debris. Compressed air may be used to keep the card reader, coin acceptor or printer (if applicable) clear of debris, every 6 months. Additional preventative maintenance shall be administered by customer staff at such time as it is apparent to be necessary, even if it should occur on a more frequent basis than described herein. FULLY-INTEGRATED PRODUCT SUITE 83 Page 20 of 24 769 CW11653, Exhibit C Pennsylvania' s State System of Higher Education RFP# Doc528712455 Parking Management Solutions Appendix B- Cost Proposal Response Template OFFEROR COMPANY NAME: IPS Group Inc, OFFEROR CONTACT NAME: CHAD RANDALL CONTACT EMAIL ADDRESS: chad. randall@ipsgroupinc. com Product/ Service Name I Product Code I Quantity I Cost j Total I Installation/ Implementation I Warranty I Support Cost I Additional Fees M5" IPS Credit Card- Enabled Single- Space Meter Year 1 MS 1- 100012 Month- optional additional 495. 00 TBD TED 12 month warranty included Included warranty-$ 50 12 Month optional additional Year 2 M5 1- 1000 495. 00 TED TED 12 month warranty included Included warranty-$ 50 1- 1000 12 Month optional additional Year 3MS 495. 00 TBD TBD 12 month warranty included Included warranty-$ 50 Product/ Service Name I Product Code I Quantity I Cost I Total I Installation/ Implementation I Warranty I Support Cost I Additional Fees Secure Wireless Gateway/ Data Fee and Meter Management System Software Ucense Fee( per meter per month) OPTION 1 Data and Software Year 1 Fee per meter/ month 6 25 TBD included Included included 0. 13 per transaction eta and Software Year 2 Per meter/ month 6. 25 TED included Included included 0. 13 per transaction Data and Software Year 3 Fee per meter/ month 6. 25 TBD included Included included 0 13 per transaction Product/ Service Name I Product Code I Quantity I Cost I Total I Installation/ Implementation I Warranty I Support Cost I Additional Fees Secure Wireless Gateway/ Data Fee and Meter Management System Software Ucense Fee( per meter per month) OPTION 2 Data and Software Year 1 per meter/ month 8. 75 TED inlcuded included included 0. 06 per transaction Fee Data and Software Year 2 Fee per meter/ month 8. 75 TED inlcuded included included 0. 06 per transaction Year 3 eea and Software per meter/ month 8. 75 TED inlcuded included included 0 06 per transaction Product/ Service Name I Product Code I Quantity I Cost I Total I Installation/ Implementation I Warranty I Support Cost I Additional Fees IPS M53"' Multi- Space Pay Station— Pay and Display, Pay- by- Space, or Pay- by- Plate( Monochrome Display, Card and Coln, Solar powered, Includes 12- month warranty) based on Qty 1- 1000 Year 1 MS3 1- 1, 000 6, 600 TBD TBD 12 month warranty included- included 25 month/ per meter.$ 0.13 per transaction Year 2 MS3 1- 1, 000 6, 600 TBD TBD 12 month warranty included- included 25 month/ per meter$ 0.13 per transaction Year 3 MS3 1- 1, 000 6, 600 TED TBD 12 month warranty included- included 25 per month/ per meter. 0 13 per transaction M1. 21 dal 770 AL CW19153, ErNEM C Product/ Service Name I Product Code I Quantity I Cost I Total I Installation/ Implementation I Warranty I Support Cost I Additional Fees 1 piece NS Mobile Enforcement Device with built In Printer- 36 month LEASE OPTION- Includes Mobile Enforcement software, data plan, remote management, carrying case, spare battery and cradle Year I Hardware Lease 1$ 260 per month included included included Year 2 Hardware Lease 1$ 260 per month included included included Year 3 Hardware Lease 1$ 260 per month included included included Product/ Service Name I Product Code I Quantity I Cost I Total I Installation/ Implementation 1 Warranty I Support Cost 1 Additional Fees Zebra or Seiko ZQ510 3in BT Printer( or equivalent)Year 1 Bluetooth Printer TBD 995 TBD included 1 year warranty included Year 2 Bluetooth Printer TBD 995 TBD included 1 year warranty included Year 3 Bluetooth Printer TBD 995 TBD included 1 year warranty included Product/ Service Name I Product Code I Quantity I Cost I Total I Installation/ Implementation I Warranty I Support Cost I Additional Fees Handhled Device License and Support Handheld Year 1 Enforcement per unit- per mont 55. 00 TBD included included included Handheld Year 2 Enforcement per unit/ per mont 55. 00 TBD included included included Handheld Year 3 Enforcement per unit/ per mont 55. 00 TBD included included included Product/ Service Name I Product Code I Quantity I Cost I Total J Installation/ Implementation I Warranty I Support Cost I Additional Fees Enforcement and Back office Processing Services- One time Set up fee-( Standard Implementation) Year I Set up fee 1$ 5, 000-$ 10, 000 TBD included included Included Year 2 Set up fee 1$ 5, 000-$ 10, 000 TBD included included Included Year 3 Set up fee 1$ 5, 000-$ 10, 000 TBD included included Included Pay. 22 of 24 771 CW16653, Exhibit C Product/ Service Name I Product Code I Quantity I Cost I Total I Installation/ Implementation I Warranty I Support Cost I Additional Fees Enforcement Management System Monthly Software Fee Year 1 Enforcement Per month $ 1, 950 per month tbd included included included t Year 2 Enforcement Per month $ 1, 950 per month tbd included included included Year 3 Enforcement Per Month $ 1, 950 per month tbd included included included Product/ Service Name I Product Code I Quantity T Cost J Total I Installation/ Implementation I Warranty I Support Cost I Additional Fees Handheld Enforcement Device Cellular Data Plan- OPTIONAL- only pays If Insitutlons use IPS data plan Data Plan- per unit per Year 1 month 1 55. 00 tbd included included included Data Plan- per unit per Year 2 1 55 00 tbd included included included month Data Plan- per unit per Year 3 month 1 55. 00 tbd included included included Product/ Service Name I Product Code I Quantity I Cost I Total I Installation/ Implementation I Warranty I Support Cost I Additional Fees Permit Management System One time set up$ 5, 000-$ 10, 000- Permit fullfillment and Year 1 Virtual Permit 1 2. 00 tbd included included Standard Implementation verification$ 2. 00 per permit. One time set up$ 5, 000-$ 10, 000- Permit fullfillment and Year 2 Virtual Permit 1 2. 00 tbd included included Standard Implementation verification$ 200 per permit. Year 3 Virtual Permit 1 2. 00 tbd One time set up$ 5, 000-$ 10, 000- included included Permit fullflllment and Standard Implementation verification$ 2. 00 per permit. Product/ Service Name I Product Code I Quantity I Cost I Total I Installation/ Implementation I Warranty I Support Cost I Additional Fees Online, Over the counter, and IVR Secure Credit Card Payments— Gateway/ Convenience Fee Note: Charged to the Public- assumes the use of the Client Merchant Account Year 1 Gateway Fee per transaction 3. 50 included included included Year 2 Gateway Fee per transaction 3. 50 included included included Year 3 Gateway Fee per transaction 3 SO included included included vro0t1wx 772 Docusign Envelope ID: OBA50972- 93D8- 483B- B03F- BB6970C53ECD CW18653, Exhibit C Pennsylvania' s State System of Higher Education RFP # Doc528712455 Parking Management Solutions Appendix B - Cost Proposal Response Template Instructions: Please respond to the following qualtitative questions related to the Cost Proposal. Initial Pricing would be good until January 1, 2025, at which point IPS shall have the annual right to adjust Agreement pricing due to increases in Please address how you will handle annual price increases. Inflation as published by the US Bureau of Labor Statistics for All Items Consumer Price Index for All Urban Consumers( CPI- U) for the U. S. City Average. Such pricing adjustments shall require 90 days' notice Page 24 of 24 773 Docusign Envelope ID:0BA50972-93D8-4838-B03F-8B6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION CW 18653,Exhibit D KA-TE-1.2 REV:MARCH 2023 Travel Expenditures for Contractors All requests for reimbursement of travel expenses submitted to the State System of Higher Education (State System) must comply with the guidelines listed herein. The Contractor's allowable reimbursable expenses, as listed and within the limits set below, will be reimbursed by the State System within 30 days after receipt. Detailed itemized receipts for all travel expenses must be included with the Contractor's invoice. The Contractor shall be reimbursed for travel expenses incurred by the Contractor only (not applicable to family members or friends). All reimbursements shall be limited to the most economical means of travel available. The State System shall reimburse the Contractor for all reasonable and necessary travel expenses incurred on behalf of the State System. The State System reserves the right to reduce reimbursement to the Contractor for any unreasonable and unnecessary travel expenses. All reimbursements will be made to the Contractor (company), not to the individual employees of the Contractor. The State System adopts the U.S. General Services Administration's (GSA) per mile and per diem rates. All expenses for a trip must be submitted on one invoice. Each traveler shall incur their own expenses, including meals, lodging, and transportation. If separate billing is not possible when a Contractor's employees travel together(for example for shared meals such as pizza), the traveler who submits the expense, along with an itemized receipt and a list of diners sharing the meal, will be reimbursed. A. Air Travel Expenses The Contractor is expected to secure the lowest available commercial discount or coach airfare at the time of booking the travel. Detailed itemized receipts are required for reimbursable expenses. 1. Reimbursable Expenses (including taxes) a. Flight fare (most economical). b. Airport parking. c. Baggage handling/storage fees. 2. Nonreimbursable Expenses a. Business class, first class, preferred seating, and all other upgrades. b. Missed/changed flight fees (unless caused by the State System). c. Travel/baggage insurance. d. Trip protection insurance. e. Air carrier incidentals (movies, snacks, etc.). B. Ground Transportation Expenses Train, Bus, Rental Car, and Personal Vehicle The Contractor must use the most economical mode of ground transportation available. The Contractor may rent a car at their destination, but only if it is the most economical means of ground travel for the duration of the travel period. Public transportation and shuttle services should be considered wherever/whenever possible. Ground transportation expenses must be reasonable and appropriately and adequately documented. Except for personal vehicle mileage, detailed itemized receipts are required for reimbursable expenses. Page 1 of 3 774 Docusign Envelope ID:0BA50972-93D8-4838-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION CW18653, Exhibit D KA-TE-1.2 REV.MARCH 2023 1. Reimbursable Expenses (including taxes) a. Taxis/cabs, Uber, etc. b. Public transportation, such as trains and buses. c. Rental vehicles—Travelers may rent a vehicle to the destination when driving is more convenient and less expensive than airline or rail travel. Rental vehicles should not be used for "downtown" areas where other transportation options are readily available. Gasoline purchased in conjunction with the use of a rental vehicle will be reimbursed. Mileage for rental vehicles is not reimbursable. Rental vehicle use is restricted to business use only. The Contractor shall select a vehicle model that is the most economical available. d. Personal vehicles—The Contractor will be reimbursed at the prevailing rate per mile in accordance with GSA's Privately Owned Vehicle (POV) Mileage Reimbursement Rates based on mileage from home or office to destination, whichever is closer. Mileage will be reviewed for reasonableness based on mapping software. It is recognized that actual mileage may vary based on alternative routes taken (e.g., to avoid traffic, tolls, or parking fees). The Contractor shall provide an explanation for mileage with a variance greater than 20 percent. e. Tolls and parking. 2. Nonreimbursable Expenses a. Limousines or private car services. b. Traffic, parking, or E-Z Pass/toll violations. c. E-Z Pass administrative or convenience fees assessed by rental car companies when cash toll lanes are available. d. Rental vehicle insurance or mileage. C. Travel Lodging Expenses Travel lodging expenses for overnight stays will be reimbursed if they are reasonable and appropriately and adequately documented. The Contractor should book standard room accommodations at nonluxury/moderately priced hotels within the maximum GSA per diem rates. The Contractor shall be reimbursed for state taxes. Taxes are excluded from the maximum allowable rates for lodging. If the State System requests that the Contractor lodge in a particular hotel in order to participate in a conference or meeting at or near the hotel location, lodging expenses will be fully reimbursed. 1. Reimbursable Expenses (including taxes) a. Lodging. b. Hotel parking. 2. Nonreimbursable Expenses a. Incidentals such as bar items, laundry service, movies, etc. b. No-show charges. c. Hotel safety deposit boxes. Detailed itemized receipts are required for lodging. If lodging is not available at the per diem rate, the Contractor will provide written justification with their invoice for the higher expense. Only the per diem rate will be reimbursed if reasonable written justification is not provided. Justification may include, but is not limited to, proximity to work site, availability, and safety. Page 2 of 3 775 Docusign Envelope ID:0BA50972-93D8-483B-B03F-BB6970C53ECD PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION CW18653,Exhibit D KA-TE-1.2 REV.MARCH 2023 D. Subsistence The State System will reimburse subsistence expenses up to the maximum per diem rate in the area in which the travel occurs. The maximum allowable per diem rates will be calculated in accordance with the State System's Subsistence Calculator for the duration of each trip, beginning when the traveler embarks on travel until the traveler returns from travel. Departure and return dates and times must be provided for each traveler for each trip. Meals that are provided at no cost, or included as part of an event or meeting, are not reimbursable. The Contractor shall include their subsistence calculation with their invoice. For overnight travel not part of a full 24-hour period, the subsistence rate shall be prorated as follows: Time Traveled Reimbursement Amount 0 minutes to less than 3 hours None 3 hours to less than 6 hours 25.0% 6 hours to less than 15 hours 62.5% 15 hours to less than 24 hours 100.0% The maximum allowable reimbursement per diem rate will be reduced for meals provided at no cost(i.e., meals are included in the cost of lodging or included at a meeting). The maximum allowable amount will be reduced by the following rates: 21 percent for breakfast; 21 percent for lunch; and 58 percent for dinner. No reimbursement will be made by the State System for subsistence when the Contractor's travel does not occur overnight. 1. Reimbursable Expenses The actual cost of meals and other subsistence expenses (meals, tips, and tax), up to the per diem. Gratuities for meals are part of the meal expense. Meal receipts are not required. The Contractor shall use the State System's Subsistence Calculator to determine per diem rates. 2. Nonreimbursable Expenses a. Alcohol. b. Snacks and other meals outside of the provided per diem. Page 3 of 3 776 1 J PARTNERS Parking Management Solutions Executive Summary Lead Agency: Pennsylvania State System of Higher Solicitation: Doc528712455 Education (PASSHE) RFP Issued:January 8, 2023 Pre-Proposal Date: February 8, 2023 Response Due Date: March 15, 2023 Proposals Received: 5 7 IPS Awarded to: Contract#CW18653 The PASSHE Procurement Shared Services Office issued RFP# Doc528712455 on January 8, 2023,to establish a national cooperative contract for Parking Management Solutions. The solicitation included cooperative purchasing language in Section II Post Award, National Contract: Pennsylvania's State System of Higher Education, as the Principal Procurement Agency, defined in Appendix D, has partnered with OMNIA Partners, Public Sector("OMNIA Partners")to make the resultant contract(also known as the "Master Agreement"in materials distributed by OMNIA Partners)from this solicitation available to other public agencies nationally, including state and local governmental entities;public and private primary, secondary and higher education entities;non-profit entities;and agencies for the public benefit("Public Agencies"), through OMNIA Partners'cooperative purchasing program. Pennsylvania's State System of Higher Education is acting as the contracting agency for any other Public Agency that elects to utilize the resulting Master Agreement. Use of the Master Agreement by any Public Agency is preceded by their registration with OMNIA Partners (a Participating Public Agency") and by using the Master Agreement, any such Participating Public Agency agrees that it is registered with OMNIA Partners, whether pursuant to the terms of a Master Intergovernmental Purchasing Cooperative Agreement, a form of which is attached hereto on Appendix D, or as otherwise agreed to. Appendix D contains additional information about OMNIA Partners and the cooperative purchasing program." Notice of the solicitation was sent to potential offerors, as well as advertised in the following: Aribia Discovery website Albany Times Union, NY OMNIA Partners website Daily Journal of Commerce, OR USA Today, nationwide The State, SC Arizona Business Gazette,AZ Deseret News, UT San Bernardino County Sun, CA Richmond Times-Dispatch,VA Honolulu Star-Advertiser, HI Seattle Daily Journal of Commerce, WA The Herald-News—Will County(IL) Houston Community Newspapers,TX The Advocate—New Orleans, LA Helena Independent Record, MT The New Jersey Herald, NJ Version June 28,2023 777 Las Vegas Review-Journal and/or Las Vegas Kennebec Journal, ME Sun Socio-economic Outreach:To encourage participation of small businesses, minority owned businesses and women owned businesses were notified of the Request for Proposal On March 15, 2023, proposals were received from the following offerors: Cardinal Tracking, Inc. INET, inc. dba iParq IPS Group, Inc. Smarter City Solutions, Inc. T2 Systems The proposals were evaluated by an evaluation committee. Using the evaluation criteria established in the RFP, the committee elected to enter into negotiations with IPS Group, Inc. and proceeding with contract award upon successful completion of negotiations. Geographic Preferences: No geographic preferences were included in the evaluation of the responses. PASSHE, OMNIA Partners, and IPS Group, Inc. successfully negotiated a contract, and the PASSHE executed the agreement with a contract effective date of July 12, 2023. Supplier provided federal funds certifications which are available on the OMNIA Partners website for review. Contract includes Enforcement and Payment Solutions: D. Multi-Space Pay Station Back-Office Management Public Facing Portals In addition, IPS will be partnering with Motorola/Vigilant solutions to coordinate the LPR Enforcement System for vehicle patrol units. The mobile license plate recognition systems (LPR) will be completely integrated with IPS Group enforcement and citation issuance software. Term: Initial three-year agreement from July 12, 2023 through July 11, 2026 with the option to renew for two 2) additional one-year periods through June 11, 2028. Pricing/Discount: Pricing submitted is set at a not-to-exceed. Contact OMNIA Partners for detail pricing information. Website: IPS Group I OMNIA Partners I Public Sector Version June 28,2023 778 DocuSign Envelope ID: 137FEB89-6058-4875-BCCC-506209E43C8E 11111.1111111111111 Pennsylvania's STATE SYSTEM OFFICE OF THE CHANCELLOR Recommendation for Contract Award TO: Linda Venneri, Strategic Sourcing Lead FROM: Kathy Lucas, Complex Procurement Consultant DATE: May 4, 2023 RE:Evaluation of Proposals Submitted in Response to RFP # Doc528712455 Parking Management Solutions Part I – Summary This Request for Proposal (RFP) was issued pursuant to Executive Order 2015-2 dated January 20, 2015, and in accordance with Section 518 of the Commonwealth Procurement Code, 62 Pa. C.S. §518. The objective of this RFP was to obtain Parking Management Solution Services. The RFP Evaluation Committee completed its evaluation of the proposals, and as further described below and in the attached Scoring Summary, contract awards are being recommended for Cardinal Tracking, Inc.; iNet, Inc., d/b/a iParq; IPS Group, Inc.; and T2 Systems, Inc. This memorandum documents that all necessary steps were taken in conducting the procurement in accordance with the provisions of the Commonwealth Procurement Code. To the extent that written determinations are required under the Code for any of the following steps and no attached record exists, this memorandum shall serve as written confirmation that such steps occurred. Part II – Process A. Procurement Method—A determination was made to use the competitive sealed proposal method as the State System desired to see various supplier proposals that offered the required services. B. Public Notice—Public notice of the RFP was posted at the Ariba Discovery website on January 18, 2023. C. Evaluation Committee—An evaluation committee was established consisting of System Office and university representatives from the Conference and Business Services Office of Indiana University of PA, University Police of Slippery Rock University of PA, University Police of Pennsylvania Western University and Public Safety Office of Pennsylvania Western University. 779 DocuSign Envelope ID: 137FEB89-6058-4875-BCCC-506209E43C8E Recommendation for Contract Award Page 2 D. Preproposal Conference—A preproposal conference was conducted for this solicitation. E. Addenda to the RFP—Potential Offerors were given the opportunity in accordance with Section LV of the RFP to submit questions concerning the procurement to the Issuing Office. The official responses to the questions were incorporated into the RFP by addenda and were posted at the Ariba Discovery webpage on February 9, 2023, and February 16, 2023; F. It was determined that one offeror submitted a proposal that was non-responsive, and that offeror's proposal was disqualified. Part Ill – Evaluation and Scores A. Evaluation Criteria—The relative importance of the major evaluation criteria established prior to opening the proposals consisted of 70 percent for technical and 30 percent for cost. A responsive technical proposal was required to achieve a minimum of 75 percent of the available technical points. Specific evaluation criteria included the following: demonstrated understanding of the State System's requirements, supplier qualifications and experience, technical requirements, value-added services, and cost. B. Proposal Opening—Offerors were afforded eight (8) weeks to respond to the RFP. A total of five (5) proposals were received on or before the due date of March 15, 2023. Proposals were opened in a manner to avoid disclosure of their content to competing offerors and were distributed to the evaluation committee. The Issuing Office retained the cost proposals until the evaluation committee completed its technical evaluation. C. Results of the Evaluation 1. The Evaluation Committee reported the results of its evaluations of the technical proposals to the Issuing Office. 2. No technical proposals failed to receive 75 percent of the available technical points required to be considered for selection for best and final offers or for selection for contract negotiations. 3. The Issuing Office scored the cost proposals. 4. Best and Final Offers—As indicated in the Scoring Summary, four (4) offerors' proposals achieved initial overall scores placing them within the top competitive range of proposals determined to be reasonably susceptible of being selected for award. 5. Based on the evaluation process, the overall scoring for this solicitation can be found below. Part IV– Recommendation The Issuing Office recommends that Cardinal Tracking, Inc.; iNet, Inc., d/b/a iParq; IPS Group, Inc.; and T2 Systems, Inc. be selected for contract negotiations. This recommended selections are based upon the results of the evaluation and review of the proposals as summarized above. 780 DocuSign Envelope ID: 137FEB89-6058-4875-BCCC-506209E43C8E Recommendation for Contract Award Page 3 Based on this Offeror's cost proposal, the total value for the initial term of the contract is $0.00. The term of the contract will be three (3) years with two (2) additional renewals. Part V— Contracting Officer [or Issuing Office] Determination Based upon the results of the evaluation, I have determined that the proposal submitted by Cardinal Tracking, Inc.; iNet, Inc., d/b/a iParq; IPS Group, Inc.; and T2 Systems, Inc. are the most advantageous to the State System. LDocuSigned by: i"O"O, 5/4/2023 C1`D00302C3S4A3 Kathy Lucas Authorization Based upon the Issuing Office's recommendation, I authorize the Issuing Office to proceed with y contract awards to Cardinal Tracking, Inc.; iNet, Inc., d/b/a iParq; IPS Group, Inc.; and T2 Systems, Inc. DocuSigned by: L (iitiLA WAAAAA 5/4/2023 1A0674D03EC24E Linda Venneri OR: Based upon the Issuing Officer's recommendation, I disapprove of the Issuing Office's determination.] 5/4/2023 Linda Venneri I I I 0 781 VUI. UJIy11 CI IVeuuptl IV. IJ/ rCDOS- ovao- o/ u- DI. VV- avo u ccn, oC Pennsylvania' s State System of Higher Education Parking Management Solutions RFP# Doc528712455 PROPOSAL EVALUATION SUMMARY EVALUATOR CARDINAL iParq IPS GROUP T2 SYSTEMS Evaluator A 628 541 647 646 Evaluator B 665 665 680 700 Evaluator C 630 665 660 700 Evaluator D 485 535 645 660 Evaluator E 485 325 595 685 Evaluator F 695 485 680 700 Evaluator G 628 577 510 631 TOTAL AVG SCORE ( 700 AVAILABLE POINTS) 602 542 631 675 AVAILABLE POINTS 86% 77% 90% 96% MINIMUM POINTS? Yes Yes Yes Yes COST SCORES CARDINAL iParq IPS GROUP T2 SYSTEMS TOTAL COST SCORE( 300) 250 300 150 200 COST RANK 2 1 4 3 TOTAL SCORES CARDINAL iParq IPS GROUP T2 SYSTEMS TECHNICAL( 700) 602 542 631 675 COST( 300) 250 300 150 200 TOTAL SCORE ( 1, 000) 852 842 781 875 Technical 70% Cost 3C5 30% Total 1, 000 100% Minimum Technical Points Required 525 75% 782 PO BOX 194 Btfhess 602)444-7315 FAX(602)449-5902 11' hnsiness resource This is not an Invoke PNI-Arizona Business Gazette AFFIDAVIT OF PUBLICATION DOUG KNOWLES JR 17110 GUNN HWY ODESSA FL 33556 TM PenatIon Ila Snu SSyyssem oI MaloeEduwllonIcreeproposatorfromqualifiedandexperiencedtInnto Provide Parting Morwoern,nl Solutions RFP No. Doc3*112153). In order to be considered, Me Offeror must coin. pltte and subnit a Proposal to Ti. Pennsylvania Slate System of Nigher Education In accordance with IM solid, lotion docutnefilalIon evallable of httpa; Hoervlce.aribo.COMMIStov ryawn2t9V 063Mwtowh=rio sslc=vbSXgev3 or Solicitations I OMNIA Partners VIRTUAL PRE-PROPOSAL CONFER• E N C E: W edne$da r,February S.2011 PROPOSAL DUE DATE: Mora 15, This is not an invoice 2023 Order* 0005555547 *at Affidavits: 1 P_0* Issues Dated: Of/19/23 STATE OF WISCONSIN l COUNTY OF BROWN SS. I, being first duly sworn, upon oath ))) deposes and says:That I am the legal Berk of the Arizona Republic,a newspaper of general circulation in the counties of Maricopa, Coconino, Pima and Pinal, in the Stale of Arizona,published weekly at Phoenix,Arizona, and that the copy hereto attached is a true copy of the advertisement published'in the Said paper In the issues)dated indicated. 44..t_________El Sworn to before me this 19TH day of r • r., I., JANUARY2023 •• 0 r ' rr• Notary Public t jma( i VICKY FELTY My Commission expires:T 1 i" Notary Public i Sate of Wisconsin I 783 0034251669 RUSSELL JOHNS Page 1 of 3 xCLAous E9 B I 7, MEDIA Ir GROUP 11•*K R T reior rskti AFFIDAVIT OF PUBLICATION STATE OF TEXAS: Before me, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared, the Newspaper Representative at the HOUSTON CHRONICLE, a daily newspaper published in Harris County, Texas, and generally circulated in the Counties of: HARRIS, TRINITY, WALKER, GRIMES, POLK, SAN JACINTO, WASHINGTON, MONTGOMERY, LIBERTY, AUSTIN, WALLER, CHAMBERS, COLORADO, BRAZORIA, FORT BEND, GALVESTON, WHARTON, JACKSON, and MATAGORDA and that the publication, of which the annexed herein, or attached to, is a true and correct copy, was published to-wit: RUSSELL JOHNS 0034251669 RAN A LEGAL NOTICE SIZE BEING: 1 x23 L Product Date Class Page HCN Cypress Creek Champions Jan 18 2023 Bids and Proposals A 9 HCN Cypress Creek Cypress Jan 18 2023 Bids and Proposals HCN Tomball Potpourri Jan 18 2023 Bids and Proposals HCN Cypress Creek Champions Jan 25 2023 Bids and Proposals A 7 HCN Cypress Creek Cypress Jan 25 2023 Bids and Proposals HCN Tomball Potpourri Jan 25 2023 Bids and Proposals 784 0034251669 g Houston RUSSELL JOHNS Pa e 2 of 3 CLASSIFIEDS i 74) frRREP ENTATIVE Sworn and subscribed to before me, this 25th Day of January A.D. 2023 C/YJllllleY'p.11•,•e!1ll1.iQ ERIKA ACEVEDO: SO)k 128948353 NOTARY PUBLIC,STATE OF TEXAS,l MY COMMISSION EXPIRES 1 r;>' MAY 16, 2024 t," frirrrrrrrrrrrrrrr N -ry Public in and for the State of Texas 785 0034251669 RUSSELL JOHNS Page 3 of 3 HoustonCLASSIFIEDSto The Pennsylvania State System of Higher Education Is requesting proposals from qualified and experienced firms toovide Parking Management Solutions(RIP No. Doc528712455). In order to be consid- ered,the Offeror must complete and sub- mit a proposal to The Pennsylvania State System of Higher Education in accordance with the solicitation docu• mentation available a 1tt• •/se Ice a ba cpm/D sc. s.• • a. 11 h r&awss = ri• •v orS 4Icitations I OMNIA Partners VIRTUAL PRE•PROPOSAL CONFERENCE: Wednesday,February 8,2023 PROPOSAL DUE DATE; March 15,2023 786 PO BOX 271693 Anis SALT LAKE CITY UTAH 84127 FED.TAX I.D.#87-0128317 DeseretNews801-204-6910 PROOF OF PUBLICATION CUSTOMER'S COPY CUSTOMER NAME AND ADDRESS REQUEST FOR PROPOSALS Russell Johns The Pennsylvania State System of Russell Johns Higher Education is requesting Gunn Hwyproposals from qualified and ex-17110 perienced firms to provide Park- Odessa,FL 33556 ing Management Solutions (RFP No. Doc528712455). In order to ACCOUNT NUMBER be considered, the Offeror must 54553 complete and submit a proposal to The Pennsylvania State System of Higher Education in accordance ACCOUNT NAME with the solicitation documenta- tionRussellJohns available at https://service Driba.com/Discovery.aw/124987063/ aw?awh-r&awssk-vb5Xgev3 TELEPHONE or https://public.omniapartners. com/solicitationa 800-237-9851 N Y 7681 1/12/2023 N n/a VIRTUAL PRE-PROPOSAL CONFER- t%1 Y 7881 1/18/2023 N Ma ENCE:Wednesday,February 8,2023 ORDER# PROPOSAL DUE DATE: DN0018886 March 15,2023 DN0018886 CUSTOMER REFERENCE NUMBER RFP No.Doc528712455 CAPTION REQUEST FOR PROPOSALS The Pennsylvania State System of Higher Education is requesting proposals from qualified and expe- rienced firms to provide Parking Management Solutions 1 TOTAL COST AFFIDAVIT OF PUBLICATION AS THE DESERET NEWS, INC. LEGAL BOOKER, I CERTIFY THAT THE ATTACHED ADVERTISEMENT OF LEGAL NOTICE FOR RUSSELL JOHNS WAS PUBLISHED BY DESERET NEWS,INC.,WEEKLY NEWSPAPER PRINTED IN THE ENGLISH LANGUAGE WITH GENERAL CIRCULATION IN UTAH,AND PUBLISHED IN SALT LAKE CITY, SALT LAKE COUNTY IN THE STATE OF UTAH.NOTICE IS ALSO POSTED ON UTAHLEGALS.COM ON THE SAME DAY AS THE FIRST NEWSPAPER PUBLICATION DATE AND RE- MAINS ON UTAHLEGALS.COM INDEFINITELY.COMPLIES WITH UTAH DIGITAL SIGNATURE ACT UTAH CODE 46-2-101;46-3-104. PUBLISHED ON 01/20/2023 7aY'. DATE 01/23/2023 SIGNATURE C.( STATE OF UTAH 1 COUNTY OF Salt Lake SUBSCRIBED AND SWORN TO BEFORE ME ON THIS 24th DAY OF JANUARY IN THE YEAR 2023 BY KARYN VIGIL K •'" LINEA TAPUSOA 01144017NOTARYMILIC•STAIEOFUTAN COMMISSIONS 712892 NOTARY PUBLIC SIGNATURE t COMM.EXP.07464024 I 787 Daily Journal of Commerce 11 NE Martin Luther King Jr Blvd.DJCOREGONPortland, OR, 97232 Phone: 503-226-1311 Fax: 503-222-5358 Affidavit of Publication To: MCA Russell Johns - Doug Knowles Jr 17110 Gunn Hwy Odessa, FL, 335561909 Re: Legal Notice 2464395, PARKING MANAGEMENT SOLUTIONS State of OR SS: County of Multnomah I, Nick Bjork, being duly sworn, depose and say that I am the Publisher of the Daily Journal of Commerce, a newspaper of general circulation in the counties of CLACKAMAS, MULTNOMAH, and WASHINGTON as defined by ORS 193.101 and 193.020, published in Portland in the aforesaid County and State;that I know from my personal knowledge that the notice described as: PARKING MANAGEMENT SOLUTIONS PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION a printed copy of which is hereto annexed, was published in the entire issue of said newspaper 1 time(s) in the following issues: 01/18/2023. SEE EXHIBIT A State of Oregon County of Multnomah SIGNED OR ATTESTED BEFORE ME ON 25th day of January 2023 By: 16 --\ Nick Bjork By: I/. State of Oregon Notary Public, State of OR No. 1031542 My commission expires on December 5, 2026 OFFICIAL STAMP MICHELLE ANNE ROPP NOTARY PUBLIC-OREGON COMMISSION NO. 1031542 MY COMMISSION EXPIRES O>ECEM5ER C5,2026. 788 EXHIBIT A PENNSYLVANIA STATE SYSTEM OF HIGHER EDUCATION PARKING MANAGEMENT SOLUTIONS Proposals due March 15,2023 REQUEST FOR PROPOSALS The Pennsylvania State System of Higher Education is requesting proposals from qualified and experienced firms to provide Parking Management Solutions RFP No Doc528712455). In order to be considered, the Offeror must complete and submit a proposal to The Pennsyl- vania State System of Higher Education in accordance with the solicitation doc- umentation available at https:llservice, ariba.com/Discovery.aw/1249870631 aw?awh=r&awssk=vb5Xgev3 or Solicitations I OMNIA Partners VIRTUAL PRE-PROPOSAL CONFER- ENCE: Wednesday,February 8. 2023 PROPOSAL DUE DATE: March 15,2023 Published Jan. 18.2023. 2464395 789 Proof of Publication *** HELENA INDEPENDENT RECORD REQUEST FOR PROPOSALS The Pennsylvania State System of Higher Education Is 2222 Washington St requesting proposals from qualified and expenenced firms to Helena, MT 59602 provide Parking Management Solutions (RFP No. Ph' (406)447-4000 Doc528712455). In order to be considered, the Offeror musl complete and submit a proposal to The Pennsylvania State System of Higher Education In accordance with the solicitation documentation available at https://service.ariba.com/Discov- ery.awit 24987063/aw 7 aw h=r&a wss k=vb5 Xq ev3 Russell Johns orSolicitations I OMNIA Partners VIRTUAL PRE-PROPOSAL CONFERENCE: Wednesday. February 8,2023 17110 GUNN HWY PROPOSAL DUE DATE: March 15,2023 ODESSA FL 33556 January 18,2023 139851 MNAXLP ORDER NUMBER 139851 The undersigned, being duly swum, deposes and says, That she is the principal clerk of The Helena Independent Record, a newspaper of general circulation published daily in the City of Helena, in the County of Lewis& Clark, State of Montana, andlfeL4616e9 the Advertisements thereof. Mark below if certification for the State of Montana . I hereby certify that I have read sec. 18-7-204 and 18-7-205, MCA, and subsequent revisions, and declare that the price or rate charged the State of Montana for the publication for which claim is made in printed copy in the amount of$ is not in excess of the minimum rate charged any other advertiser for publication of advertisement, set in the same size type and published for the same number of insertions, further certify that this claim i correct and just in all respects. and that paymettt t or credit has not n received. STATE OF MONTANA County of Lewis&Clark On this day of 6 N . 1(g 203 before me, the undersigned, a NAtary Public for the State of Montana, personally appeared e)i-)E--; e --7- known to me to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed same. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my notarial seal the day and year first above written. Section: Legal Category: 0701 Legals Helena PUBLISHED ON' 01/18/2023 LED ON: 1/18/2023 1j''n c I N/c/PUBLIC for the State of Montana sA A oo TERESA A COX Residing at Billings, MT zna .-/• NOTARY PUBLIC for the i o State of Montana I SEAL,;* Residing at Biiiings,Montana My commission expires: g1311cja- My Commission Expires oF August 31,2025 i 790 Certificate of the Publisher The Herald-News Description:RFP#D00528712455 2047062 RFP#D00528712455 RUSSELL JOHNS 17110 GUNN HIGHWAY ODESSA FL 33556 Shaw Media certifies that it is the publisher of The Herald-News. The Herald-News is a secular newspaper, has been continuously published daily for more than fifty(50)weeks prior to the first publication of the attached notice, is published in the City of Joliet, County of Will, State of Illinois, is of general circulation throughout that county and surrounding area, and is a newspaper as defined by 715 ILCS 5/5. A notice, a true copy of which is attached, was published 1 time(s)in The Herald-News, namely one time per week for one • successive week(s). Publication of the notice was made in the newspaper, dated and published on 01/18/2023 This notice was also placed on a statewide public notice website as required by 5 ILCS 5/2.1. In witness, Shaw Media has signed this certificate by J. Tom Shaw, its publisher, at Joliet, Illinois, on 18th day of January, A.D. 2023 Shaw Media By: J. Tom Shaw, Publisher Account Number 10207421 i 'r1BlII 1l1,110E Sritern 01 NON E*100100 Is reausegrej proposals trom u % 1 ggenoeaIoeMing No.fir Solutions1455). orate to be oonaldteed, the Odero( neat =pi* and submit a promoed to The a«nni tvanb SW sr,sonl 0! Higher EdypalfotnIn a000r-• i dance"WV IN v.soleiroron daunNl:doe kid* at a• r!!E•l101osralYrnldnnNddy, Ffbr y 8 2023 t'OSAL WE OAft; March 15;202 204 8.2023) 791 AFFIDAVIT OF PUBLICATION IN THE MATTER OF REQ UST FOR PROPOSAL ti'"} STATE OF HAWAII SS• City and County of Honolulu Doc. Date: JAN 18 2023 Pages: 1 Notary Name:oouEEN E.SORANAKA First JudIclal CIrCUit r`1:;f "d^''" ""^. ba '-t':=; s:'.', Peons-0/0a SteFt.d•Iwe[_ Doc. Description: - • davft of E i l S'',.,', i*eiie foto'4provtb," dip+r i Imairagei Publication G .. O iSoMons(RFP IO.-.•.)'-' d1.40V-*NOM.; Qv; { jt Ri/1a11 t ?ay Ti.t. °dvi } o 1 8 2013 - U. PUBLIC fAO o`"z".»ate Notary Signature Date * No.90-263 /*:-: 83ra —...::::,..,:,..-..5. .. .(, . Wticitatlons I oMfA• , J g.ii2:: 'VrF T ••- ::^'P S iiiRTUAI I'RE Y C.;-. ,,,.• 3. . F Lisa Sakakida being duly sworn,deposes and says that she is a clerl'C;tty( ioVvs` , Y to execute this affidavit of Oahu Publications,Inc.publisher of The Honolulu PROPosA1 DUE T•'r, 4iCt" r .,k•;`; 4 ' Star-Advertiser,MidWeek,The Garden Island,West Hawaii Today,and Hawaii Marchp1542023 t r,f " a Tribune-Herald,that said newspapers are newspapers of general circulation in the State of Hawaii,and that the attached notice is true notice as was published in the Honolulu Star-Advertiser 1 times on: 01/18/2023 MidWeek 0 times on: The Garden Island 0 times on: Hawaii Tribune-Herald 0 times on: West Hawaii Today 0 times on: Other Publications: 0 times on: And that affiant is not a party to or in any way interested in the above entitled matter. Lisa Sakakida scn•-'to an• •'corn. fore me thisi$ ay of ..0-401kqly A.D.20 2D s ' o ee . oranaka,Notary Public of the First Judicial Cirgxlt te 9,My commission expires:Jan 06 2024 CG Q:' NOTARY %.-57. *:-.. Ad# 0001401242 U? PUBLIC ' iICSP NO.: No.90-263 r*F. 1'WOFIAN 792 STATE OF MAINE County of Kennebec City of AUGUSTA Being duly sworn, says he/she is_Dawn Tantum a vuy Of the Kennebec Journal/Morning Sentinel, daily newspapers in the City of Augusta/ Waterville, State of MAINE: Public Notice: The Pennsylvania State System of Higher Education is requesting proposals from qualified and experienced firms to provide Parking Management Solutions RFP No. Doc528712455). In order to be considered, the Offeror must complete and submit a proposal to The Pennsylvania State System of Higher Education in accordance with the solicitation documentation available at https://service.ariba.com/Discovery.aw/124987063/aw?awh=r&awssk=vb5Xge v3 or Solicitations ( OMNIA Partners VIRTUAL PRE-PROPOSAL CONFERENCE: Wednesday, February 8, 2023 PROPOSAL DUE DATE: March 15, 2023 Has been published in the said Kennebec Journal: 01/18/23, 1/19/23, 1/20/23 Has been published in the said Morning Sentinel: 01/18/23, 1/19/23, 1/20/23 Subscribed and sworn before me this: 03/16/23 Wendy Lee Clement NOTARY PUBLIC My Commission Expires my cam,MAINE"' Name: MCA Caption: The Pennsylvania State System of Higher Education( ,/ i Ad#: 0404690 793 AFFIDAVIT OF PUBLICATION STATE OF NEVADA) COUNTY OF CLARK) SS: RUSSELL JOHNS Account# 182392 17110 GUNN HWY Ad Number 0001221555 ODESSA FL 33556 Leslie McCormick, being 1st duly sworn, deposes and says: That she is the Legal Clerk for the Las Vegas Review-Journal and the Las Vegas Sun, daily newspapers regularly issued, published and circulated in the City of Las Vegas, County of Clark, State of Nevada, and that the advertisement, a true copy attached for, was continuously published in said Las Vegas Review-Journal and /or Las Vegas Sun in 1 edition(s)of said newspaper issued from 01/18/2023 to 01/18/2023, on the following days: 01 /18/23 TEO, .., FOR. Ai.S rma < aiYq No.124555. In order tOrbeconsidered, the bmmustcompleteardw N a Sproposal toyThe Ver ,rlvanla • St n in atocordancx withgr.colic rItalion docunventall available. ..https://service.ariba.com/DIs vveerY.aw/12 +Ww7Iwh=r amp:awsskflev3 Solicitations-o44Nfil.PartrWets VIRTUAL PRE-PROPOSAL. CONFERENCE: Wednesday.Fehfikaly 8.202,38.2O . , PROPOSAL DUE DiAYEh x, March 15.2023 .f 41B lif. ' .a•` 7771 — S/ LEG L ADVERT! E T R RESENTATIVE Subscribed and sworn to before me on this 18th day of January, 2023 Ilk Notary f t~" LINDA ESPINOZA Notary Public,State of Nevada 5 Appointment No,00.64106-t 4c. My Apot,Expires Jul 17, 2024 794 LOCALiQ Observer-Dispatch I Daily Messenger PO Box 631643 Cincinnati, OH 45263-1643 Times Telegram I New Jersey Herald Times Herald-Record PROOF OF PUBLICATION The Pennsylvania State System of Higher Education is requesting pro- DougKnowlcsJR posals from qualified and experi- MCA Russell Johns enced firms to provide Parking 17110 Gunn HWY Management Solutions (RFP No. Odessa FL 33556-1909 Doc528712455). In order to be con- sidered, the Offeror must complete STATE OF WISCONSIN, COUNTY OF BROWN and submit a proposal to The Penn- sylvania State System of Higher The New Jersey Herald, a newspaper printed, published and of Education in accordance with the general circulation in the County of Sussex,State of New Jersey, solicitation documentation available and personal knowledge of the facts herein state and that the notice hereto annexed was Published in said newspapers in the at https://service.ariba.com/Discove issues dated on: ry.aw/124987063/aw?awh=r&awssk= vb5Xqev3 01/18/2023 Or and that the fees charged are legal. Solicitations I OMNIA Partners Sworn to and subscribed before on 01/18/2023 VIRTUAL PRE-PROPOSAL CONFERENCE: Wednesday, February 8, 2023 PROPOSAL DUE DATE: March 15, 2023 January 18, 2023 ($9.75) Legal C er Notary,State o WI, : own c2/—c-4 My commision expires of Copies: Customer No: 786783 1 PO#: THIS 1S NOT AN INVOICE! Please do not use this form Jar payment remittance. NICOLE JACOBS Notary Public State of Wisconsin I • Page 1 of 1 795 ikirljmonb fines- iopukrlj Advertising Affidavit Account Number 6137871 300 E.Franklin Street DateRichmond,Virginia 23219 804)649-6208 January 18,2023• MCA RUSSELL JOHNS 17110 GUNN HWY ODESSA,FL 33556 Date Category Descriptor Ad Slze 01/27/2023 Propos-Sid Bids-RFP The Pennsylvania Slate System of Higher Education is request 1 x 22 L The Pennsylvania state systtem of Higher Educator,is eguestlno proposals from qualified and ex- pper enced firms o provide Perk- infl Managaement Sol utl ons (slrP fao. id er t77248S)" In order to beconsidered, the Offeror must corrm- pleta and submit a proposal fp Publisher of theTePonneYlvanlaStateSy$tem of H gher Education In accordance with the solicitet or,do meta- Richmond Times-Dispatchtionavaileatp 1 , 3sp q yr}} q pf. 8_S22 R.iA XP.y..?=lwyy 4B.x9 31.. P Or SOIIs to 0 r MNI arty n ars VIRTUAL PRE-PROPOSAL COMFIER- This is to certify that the attached The Pennsylvania State Sy wasWednesday. February8.2023 Ma ChO1s 20DUE 23 D" published by the Richmond Times-Dispatch, Inc. in the City of Richmond, State of Virginia, on the following dates: 01/18/2023 The First insertion being given ... 01/18/2023 Newspaper reference: 0001394767 Sworn to and subscribed before me this Wednesday,January 18,2023. tk/0//1_1 No . P '.tic B ling R• . e tative State of Virginia Richard A.Hundley Notary Public County of Hanover Commonwealth of Virginia My Commission expires Notary Registration No,7904041 eommiasion hxp.Jan 31,2024 THIS IS NOT A BILL. PLEASE PAY FROM INVOICE. THANK YOU 796 San Bernardino County Sun 473 E. Carnegie Dr, Ste 200 San Bernardino, CA 92408 909-386-3864 Fax 909-884-2536 sbsunlegals@inlandnewspapers.com I 5284172 Legal No.0011580996 The Pennsylvania State System of DOUG KNOWLES Higher Education is requesting Prooalsand 17110 GUNN HWY experienced frommsquaoie provide ODESSA, FL 33556 Parking Management Solutions RFP No. Doc528712455). In order to be considered, the Offeror must complete and submit a proposal to The Pennsylvania State System of Higher Education in accordance with the solicitation documentation available at https://service.ariba.com/Discover v.aw/124987063/aw?awh=r&awssk= vb5Xqev3 PROOF OF PUBLICATION OrSolicitations I OMNIA Partners 2015.5 C.C.P.) VIRTUAL PRE-PROPOSAL CONFERENCE:Wednesday, February 8,2023 PROPOSAL DUE DATE: STATE OF CALIFORNIA March 15,2023 County of San Bernardino SB SUN 1/18,1/25,2023#11580996 I am a citizen of the United States and a resident of the State of California; I am over the age of eighteen years, and not a party to or interested in the above-entitled matter. I am the principal clerk of the printer and publisher of the SAN BERNARDINO COUNTY SUN, a newspaper published in the English language in the city of SAN BERNARDINO, county of SAN BERNARDINO, and adjudged a newspaper of general circulation as defined by the' laws of the State of California by the Superior Court of the County of SAN BERNARDINO, State of California, under date 06/20/1952, Case No. 73084. The notice, of which the annexed is a printed copy, has been published in each regular and entire issue of said newspaper and not in any supplement thereof on the following dates, to wit: 01/18/2023, 01/25/2023 I certify(or declare) under the penalty of perjury that the foregoing is true and correct. Executed in San Bernardino County, California this 25th day of January, 2023. Signature r LP€-0&Ov16 1 797 STATE OF WASHINGTON — KING COUNTY ss. 412970 No. MCA RUSSELL JOHNS Affidavit of Publication The undersigned,on oath states that he is an authorized representative of The Daily Journal of Commerce,a daily newspaper,which newspaper is a legal newspaper of general circulation and it is now and has been for more than six months prior to the date of publication hereinafter referred to,published in the English language continuously as a daily newspaper in Seattle,King County,Washington,and it is now and during all of said time was printed in an office maintained at the aforesaid place of publication of this newspaper.The Daily Journal of Commerce was on the 12`h day of June, 1941,approved as a legal newspaper by the Superior Court of King County. The notice in the exact form annexed,was published in regular issues of The Daily Journal of Commerce,which was regularly distributed to its subscribers during the below stated period.The annexed notice,a BC:PARKING MGMNT SOLUTION was published on 01/18/23 The amount of the fee charged for the foregoing publication is the um of$ t, R A 11 Lfr r,, ..0" Subscrib,,, . . sworn t. .efore me on s f'y fcr)n tiv0 Ljv 01/18/2023 ,, / / / ,/ s, y Notary p%'is th• Sta' shington, resi i mg in Seattl Affidavitof Publication 798 State of Washington, King County Pennsylvania State System of Higher Education Parking Management Solutions Proposals Due:March 15 The Pennsylvania State System of Higher Education is requesting proposals from qualified and expe- rienced firms to provide Parking Management Solutions(RFP No. Doc528712455). In order to be considered,the Offeror must com- plete and submit a proposal to The Pennsylvania State System of Higher Education in accordance with the solicitation documentation available at https://service.ariba. com/Discovery.aw/124987063/ aw?awh=r&awssk=vb5Xqev3 or Solicitations OMNIA Partners VIRTUAL PRE-PROPOSAL CONFERENCE: Wednesday, February 8,2023 PROPOSAL DUE DATE: March 15,2023 Date of publication in the Seattle Daily Journal of Commerce,January 18,2023. 1/18(412970) 799 CAPITAL CITY PRESS Publisher of THE ADVOCATE PROOF OF PUBLICATION The hereto attached notice was published in THE ADVOCATE,a daily newspaper of general circulation published in Baton Rouge, Louisiana, and the Official Journal of the State of Louisiana, City of Baton Rouge, and Parish of East Baton Rouge or published daily in THE TIMES-PICAYUNE/THE NEW ORLEANS ADVOCATE,in New Orleans Louisiana or published daily in THE ACADIANA ADVOCATE in the following issues: 1/18/2023 41 g A411 .1 IJoy Ne,u ian,Public Notices Representative Sworn and subscribed before me,by the person whose signature appears above 18 Jan 2023 M.Monic McChristian, Notary Public ID#88293 OC McC f /// State of Louisiana cPRY PV1% 1A': My Commission Expires:Indefinite M 1j T r ill''' 0.;';',..,—,‘...‘5. l'NO•Z. '.aP` i:•, L QtJV z Is.,\‘' 1//111111" Ad No:21233 DOUG KNOWLES JR RUSSELL JOHNS 17110 GUNN HWY ODESSA,FL 33556 Page 1 of 2 800 PUBLIC NOTICE The Pennsylvania IIrState System of Higher Educa- tion 1s requesting pro- posals from a ualld and experiopced firms to provide Parking Manage- me S dutIons(RFP No. OoC528T12455). In order to be considered the Of. feror Dust complete and submit a roposal to The Penns v 1a State Sys- tem St H her EducatFpe in afcoancs with the sollc(tatltltl0 d menta. Ube avail••le atl':rtifi:ldStDl':u 6b.1'IcfJ:ti4li•L- Itatlon I OMNIA VIRTUAL PRE-PROPOSAL CONFERENCE:Wednesday,February 8, 2023PROPOSAL DUE DATE: March 15,2023 21233 Jan.18,It Page 2 of 2 801 Beaufort Gazette The Herald-Pock Hill el Nuevo Herald-Mien, Sun News-Myrtle Beach Belleville News-Democrat Herald Sun-Durham Modesto Bee The News Tribune Tacoma Bellingham Herald Idaho Statesman Raleigh News&Observer The Telegraph-Macon Bradenton Herald Island Packet The Olympian San Luis Obispo TribuneIhMCCLATCHYCentreDailyTimesKansasCityStarSacramentoBeeTri-City Herald Charlotte Observer Lexington Herald-Leader Fort Worth Star-Telegram Wichita Eagle Columbus Ledger-Enquirer Merced Sun-Star The State-Columbia Fresno Bee Miami Herald Sun Herald-Biloxi AFFIDAVIT OF PUBLICATION Account#Order Number Identification Order PO 18076 310372 Print Legal Ad-IP101054300-IP10105430 Attention: Doug Knowles Jr.State of South Carolina PRINT AND RADIO.COM 17110 GUNN HWY ODESSA,FL 33556 County of Richland I,Tara Pennington,makes oath that the REQUEST FOR PROPOSALS advertisment,was published in The State,a The Pennsylvania State System of Higher Education is requesting proposals from newspaper published in the City of Columbia. c%id aexperienced firms provideManagementtState and County aforesaid,in the issue(s)of Doe628712455) to order to be considered. OR Offeror must complete and submit a proposal to The Pennsylvania State Sys-1 In$ertl0n(S)published On: Mm of Higher Fri,ration n accordance rill the solicitation documentation avail- able at txtpsliservicearibe.comiDiscovery 01/18/23 aw/124987063/awTawh-r&awssk-vb5X- gev3orSolicitations 1014NA Partners VIRTUAL PRE-PROPOSAL CONFERENCE Wednesday.February 8.2023 PROPOSAL DUE DATE March 15,2023 IPL0105430 Jan 18 2023 Rf/YVT Tara Pennington Sworn to and subscribed before me this 18th day of January in the year of 2023 S tc fa4a1,;.e. 1--ft-4c4evAr Notary Public in and for the state of Texas.residing in Dallas County ttfttz,. STEPHANIE HATCHER 70 My Notary IU#133534406 f:,,.' >picas January 14,2026 Errors-the liability of the publisher on account of errors in or omissions from any advertisement will in no way exceed the amount of the charge for the space occupied by the item in error,and then only for the first incorrect insertion." Extra charge for lost or duplicate affidavits. Legal doajment please do not destroy!802 TIMES UNION timesunion.com Albany Times Union News Plaza Box 15000 Albany, New York 12212 MCA RUSSELL JOHNS Account Number: 600133349 17110 GUNN HWY Order Number: 0004234289 ODESSA, FL 33556 Order Invoice Text: D LaCoppola / T Duquette / C Finnegan /A Tunstall of the city of Albany. being duly sworn, says that he/she is principal Clerk of THE TIMES UNION, a daily newspaper printed in the county of Albany, Town of Colonie, and Published in the County of Albany. Town of Colonie and the city of Albany, aforesaid and that notice of which a printed copy is annexed has been regulary published in the said ALBANY TIMES UNION on the following dates 01-18-2023 SUSAN QUINE NOTARY PUBLIC-STATE OF NEW YORK No.010U6396414 Qualified in Rensselaer County C I Commission Expires 08-1 -202 11 d( . Lor ate " Sworn to before me. this day of A/ , 4 20Z/_ 3j1111. 11. Notary Public Albany County 803 The Pennsylvania State System of Higher Education is re- questing proposals from qualified and experienced firms to pro- vide Parking Management Solutions (RFP No. 0oc528712455). In order to be considered, the Offeror must complete and submit a proposal to The Pennsylvania State System of Higner Education in accordance with the solicitation documentation available at https://service.ariba. com/Discovery.aw/124987063/aw?awhrr&awssk=vb5Xgev3 orSolicitations I OMNIA Partners VIRTUAL PRE-PROPOSAL CONFERENCE Wednesday.February 8,2023 PROPOSAL DUE DATE March 15.2023 804 rijugenMCAns„ min o N BOC 3/3/2023 To Whom It May Concern: I am a duly authorized representative of MCA Russell Johns Associates LLC, the company handling this advertising matter in the USA TODAY newspaper. Omnia's Public Notice was placed in the USA TODAY on the following dates: 1/18/2023 Anthony Pacini On this I, day of 0\U,tc , I attest that the attached document is a true, exact, complete, and unaltered tearsheet. e '/A. Notary CAMIKA C WINTER Notaryo Public, Ae t f FloddaMyCExpffeaAPf. 2026 No.NH 253170 Russell Johns Associates 17110 Gunn Hwy, Odessa Florida 33556 805 City of Boynton Beach Agenda Item Request Form 7.C Consent Bids and Purchases 02/17/2026 Meeting Date: 02/17/2026 Proposed Resolution No. R26-029- Approving Task Order No. GESPW-1B-04-25 with CDM Smith, Inc. for Construction Engineering Inspection and Resident Compliance Support Services for the SE 1st Street Streetscape Project in the amount of $428,400, plus a 10% allowance of $42,840, for a total not-to-exceed amount of $471,240. Proposed Resolution No. R26-030- Approving a Budget Amendment to CIP Fund 303 to increase Project TR2001 by $283,875. Requested Action: Staff recommends approval of Proposed Resolution No. R26-029 and Proposed Resolution No. R26-030. Explanation of Request: The SE 1st Street Streetscape Project requires Construction Engineering Inspection (CEI) and Resident Compliance Support (RCS) services to meet FDOT Local Agency Program (LAP) requirements. Staff negotiated the Task Order No. GESPW-1B-04-25 with CDM Smith, Inc. under Contract CW24-001 to provide CEI/RCS services, construction oversight, compliance documentation, and project support as outlined in Exhibit A. To fully fund these services, a Budget Amendment to CIP Fund 303 is required to increase Project TR2001- SE 1st Street Improvements by $283,875. This amendment aligns the available budget with the CEI/RCS scope and ensures continued progress of the LAP project as outlined in Exhibit B. This purchase is being procured through the City’s Continuing Services Contract (GES Contract) for engineering and design services. In accordance with the requirements of the Competitive Consultants Negotiation Act (CCNA), the City maintains a rotation list of qualified firms across multiple disciplines that have been approved through Resolution No. R24-291. CDM Smith, Inc. is the next firm on the rotation list. Staff has reviewed the submitted proposal and determined that it is fair, competitive, and reasonable pursuant to section 287.055, Florida Statutes. How will this affect city programs or services? Approval of this item supports compliance with FDOT LAP requirements, maintains project eligibility for external funding, and ensures proper construction oversight, safety, and quality control throughout the SE 1st Street Streetscape Project. Account Line Item and Description: Reflected in the Budget Amendment Exhibit B 806 Fiscal Impact: Budget amendment needed. Attachments: R26-029 Agenda_Item_3980-2025_Resolution_for_Task_Order_No._GESPW-1B-04- 25_with_CDM_Smith.docx Task_Order_Form_-_Consultant_-_CDM_Smith_Inc-_1st_street_CEI_and_RCS.pdf R26-030 Agenda_Item_3980-2025_Resolution_for_Budget_Amendment.docx EXHIBIT A - Budget Amendment 303 R24-291.pdf CDM Smith, Inc - Gen Engineer Consult Services Agmt.pdf 807 RESOLUTION NO. R26-029 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON 1 BEACH, FLORIDA, APPROVING TASK ORDER NO. GESPW-1B-04-25 2 WITH CDM SMITH INC., FOR CONSTRUCTION ENGINEERING 3 INSPECTION AND RESIDENT COMPLIANCE SUPPORT SERVICES FOR 4 THE SE 1ST STREET STREETSCAPE PROJECT IN THE AMOUNT OF 5 $428,400, PLUS A 10% ALLOWANCE OF $42,840, FOR A TOTAL NOT -6 TO-EXCEED AMOUNT OF $471,240; AND FOR ALL OTHER PURPOSES. 7 8 WHEREAS, on November 19, 2024, the City Commission approved Resolution No. R24-9 291 awarding RFQ No. CW24-001 for General Engineering Consulting Services to CDM Smith, Inc. 10 (“Consultant”) for Category B Infrastructure Improvements and Evaluations and Category C 11 Ancillary Studies and Services, and approving a General Engineering Consulting Services 12 Agreement between the City and Consultant; and 13 WHEREAS, the SE 1st Street Streetscape Project requires Construction Engineering 14 Inspection (“CEI”) and Resident Compliance Support (“RCS”) services to meet Florida Department 15 of Transportation (“FDOT”) Local Agency Program (“LAP”) requirements. Staff negotiated the Task 16 Order No. GESPW-1B-04-25 with CDM Smith, Inc. under Contract CW24-001, to provide CEI/RCS 17 services, construction oversight, compliance documentation, and project support as outlined in 18 the Task Order; and 19 WHEREAS, the City Commission, upon the recommendation of staff, has deemed it in the 20 best interests of the City's citizens and residents to approve Task Order No. GESPW-1B-04-25 with 21 CDM Smith, Inc. for Construction Engineering Inspection and Resident Compliance Support 22 Services for the SE 1st Street Streetscape Project in the amount of $428,400, plus a 10% allowance 23 of $42,840, for a total not-to-exceed amount of $471,240. 24 25 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON 26 BEACH, FLORIDA, THAT: 27 SECTION 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 28 being true and correct and are hereby made a specific part of this Resolution upon adoption. 29 SECTION 2. The City Commission of the City of Boynton Beach, Florida, does hereby 30 approve Task Order No. GESPW-1B-04-25 with CDM Smith, Inc. for Construction Engineering 31 808 RESOLUTION NO. R26-029 Inspection and Resident Compliance Support Services for the SE 1st Street Streetscape Project in 32 the amount of $428,400, plus a 10% allowance of $42,840, for a total not-to-exceed amount of 33 $471,240 (the “Task Order”), in form and substance similar to that attached as Exhibit A. 34 SECTION 3. The City Commission of the City of Boynton Beach, Florida, hereby 35 authorizes the Mayor to execute the Task Order. The Mayor is further authorized to execute any 36 ancillary documents as may be necessary to accomplish the purpose of this Resolution. 37 SECTION 4. The City Clerk shall retain the fully executed Task Order as a public record 38 of the City. A copy of the fully executed Task Order shall be provided to Maria Rozwadowski to 39 forward to the Contractor. 40 SECTION 5. This Resolution shall take effect in accordance with the law. 41 42 [SIGNATURES ON THE FOLLOWING PAGE] 43 44 809 RESOLUTION NO. R26-029 PASSED AND ADOPTED this ______________ day of ______________________________ 2026. 45 CITY OF BOYNTON BEACH, FLORIDA 46 YES NO 47 Mayor – Rebecca Shelton _____ _____ 48 49 Vice Mayor – Woodrow L. Hay _____ _____ 50 51 Commissioner – Angela Cruz _____ _____ 52 53 Commissioner – Thomas Turkin _____ _____ 54 55 Commissioner – Aimee Kelley _____ _____ 56 57 VOTE ______ 58 ATTEST: 59 60 _____________________________ ______________________________ 61 Maylee De Jesús, MPA, MMC Rebecca Shelton 62 City Clerk Mayor 63 64 APPROVED AS TO FORM: 65 (Corporate Seal) 66 67 _______________________________ 68 Shawna G. Lamb 69 City Attorney 70 810 RFQ CW24-001 General Engineering Consulting Services Task Order Form Exhibit A Form of Task Order CITY OF BOYNTON BEACH General Engineering Consulting Services Task Order Task Order No. GESPW-1B-04-25 Consultant: CDM Smith, Inc. 1. Task/Project. _SE 1st Street Streetscape Project, from Woolbright Road to SE 2nd Ave for a 10-foot shared use path, improved drainage, additional fire hydrants, and milling and resurfacing of the road, as well as a short 5-foot wide sidewalk on SE 5th Ave to connect to the existing sidewalk near the Railroad Tracks. 2. Detailed Scope of Professional Services. A detailed scope of services under this Task Order, in accordance with the phases of service detailed in the Agreement, is attached as Exhibit _B__. 3. Deliverables and Schedule. For study/design related services: Consultant shall deliver to the City the deliverables specified at the time indicated on the attached Exhibit __NA_. For project administration services: Consultant shall provide project/construction administration services in accordance with the Agreement and project schedule. 4. Compensation. The total estimated construction costs of the Project or the cost of the study or report for this Task Order may not exceed the amounts set forth in Section 287.055, Florida Statutes. The total Fee to be paid to the Consultant under this Task Order shall not exceed $428,400.00_, based on the hourly rates currently in effect under the Agreement. A detailed fee schedule is attached as Exhibit _C_____. The payment schedule: Monthly invoicing based on Time and Material. 5. Agreement Reference. This Task Order shall be performed under the terms and conditions described within the General Engineering Consulting Services Agreement, dated November 19, 2024, by and between the City of Boynton Beach and CDM Smith, Inc. (“Consultant”), Contract No. CW24-001. 6. Insurance. Consultant shall maintain insurance coverages in accordance with the Agreement and hereby confirms that Certificate(s) of Insurance evidencing current policies meeting the requirements of the Agreement are on file with the City as of the date of this Task Order. 7. Exhibits. All attached Exhibits are incorporated fully into this Task Order and the Agreement. 811 RFQ CW24-001 General Engineering Consulting Services Task Order Form Exhibit A 8.Notice to Proceed (Task Order Form and Purchase Order). ☒If checked, Consultant’s receipt of a fully-executed copy of this Task Order and Purchase Order (PO) shall serve as the Notice to Proceed under this Task Order, effective as of the date the fully-executed Task Order was emailed to the Consultant. ☐If checked, Consultant shall commence Services under this Task Order as specified in a forthcoming Purchase Order (PO) and Notice to Proceed. CONSULTANT: CITY OF BOYNTON BEACH By: ________________________________ Print Name: ________________________ Date: _______________________, 20___ By: _________________________________ Rebecca Shelton, Mayor Date: _______________________, 20___ City Attorney’s Office Approved as to form and legality By: __________________ 812 Page 1 of 5 EXHIBIT B SCOPE OF SERVICES CITY OF Boynton Beach, FL RFQ NO. TASK ORDER NO. GESPW-1B-04-25 Construction Engineering Inspection and Resident Compliance Specialist Services SE 1st Street – Woolbright to SE 2nd Ave CDM Smith, Inc. Effective Date: _____________ PURSUANT TO THE CONTRACT TO FURNISH PROFESSIONAL SERVICES TO THE CITY OF BOYNTON BEACH BETWEEN THE CITY OF BOYNTON BEACH AND CDM SMITH, INC., DATED Nov 19, 2024 I. PROJECT DESCRIPTION SE 1st Street Streetscape Project, from Woolbright Road to SE 2nd Ave for a 10-foot shared use path, improved drainage, additional fire hydrants, and milling and resurfacing of the road, as well as a short 5- foot wide sidewalk on SE 5th Ave to connect to the existing sidewalk near the Railroad Tracks. II. SCOPE OF SERVICES The CONSULTANT is tasked with the verification of compliance of the general contractor procured by the CITY, including any of the Contractor’s subcontractors, (hereinafter, the general contractor and its subcontractors shall be referred collectively as the Contractor) with the Project’s plans and specifications, as set forth in the construction contract, to include, but not limited to, construction project administration, LAP compliance support services, review and document construction contractors Quality Control procedures and testing requirements as set forth in the specifications, part time field inspection of the Project, Bulletin board inspections, Contractor employee interviews per the FDOT Contract Compliance Manual. TASK 1 – FIELD INSPECTION SERVICES CONSULTANT will perform the following inspection tasks: GENERAL ·The CONSULTANT shall monitor and inspect the Contractor’s work on a part-time basis to verify that the Project is constructed in reasonable conformity with the plans, specifications, and terms and conditions of the construction contract between the City and the Contractor (Construction Contract). ·Observe the Contractor’s work on a part time bases as agreed to by the City of Boynton Beach and the Consultant PM to determine the progress and quality of work. Identify discrepancies between the Contractor’s work with the plans, specifications and the provisions of the Construction Contract, report significant discrepancies to the CITY, and direct the Contractor to correct such observed discrepancies. The level of effort by the consultant will be evaluated on a regular basis to determine any adjustments based on Contractor’s activities. 813 Page 2 of 5 ·Inform the CITY’s project manager of any significant omissions, substitutions, defects, and deficiencies noted in the work of the Contractor and the corrective action that has been directed to be performed by the Contractor. ON-SITE INSPECTION ·On a part time basis agreed to by both the City and the Consultant, monitor the Contractor's on-site construction activities and inspect materials being delivered to the Project site in accordance with the plans, specifications, and terms and conditions of the Construction Contract to determine that the projects are constructed in reasonable conformity with such documents. Maintain detailed accurate records of the Contractor's daily operations and of significant events that affect the work. Consultants’ part-time presence will be supplemented by City’s in-house forces to accomplish this task. SAMPLING AND TESTING ·Material sampling and testing is not part of the scope. ·Consultant staff may determine the acceptability of materials and completed work items based on either QC test results or verification of a certification, certified mill analysis, FDOT label, FDOT stamp, etc. ·The CITY or the consultant may request independent assurance testing to verify contractor’s QC sampling and testing. ·Sampling, testing, and laboratory methods shall be as required by the CITY’s and FDOT's Standard Specifications, Supplemental Specifications or as modified by the construction contract. ·Documentation reports on sampling and testing performed by the CONSULTANT shall be submitted during the same week that the construction work is done. RESIDENT COMPLIANCE SUPPORT (RCS) SERVICES CONSULTANT shall assist CITY’s inspection staff with LAP Compliance to include: •Attend pre-construction meeting and conduct compliance portion to review Equal Employment Opportunity (EEO)/Disadvantaged Business Enterprises (DBE)/On-the-Job Training (OJT) and Wage Rate Special Provisions. •Site inspections for compliance and verify maintenance of job site bulletin board. Assistance of the consultant’s field personnel or the City’s in-house inspection staff may be utilized to help support RCS if schedules permit. •Address FDOT compliance questions, Construction Contract Compliance Administration reviews and any compliance audits •Prepare Equal Opportunity Compliance Records •Approve certification of sublets. If the general contractor chooses to sublet any portion of the Contract, the general contractor must provide a written request to sublet work on Form No. 700-010-36, Certification of Sublet Work, along with a schedule of values (“schedule” or “schedule A”) showing the appropriate pay items to be sublet. The Certification of Sublet Work and the schedule are to be submitted by the general contractor. •Davis Bacon Wage Rate Review - Identify the beginning/end day of the general contractor's and all subcontractors’ pay periods as well as the regular pay date. Verify total deductions/authorizations for all non-federal tax deductions are approved by the US Department of Labor (cell phone, uniforms). Have a process for determining that all active workers are listed on the payroll each week. Take immediate action against noncompliance when identified. Verify all statements for compliance for accuracy. Identify when additional classifications are needed. Ensure that all required information is listed on the payroll. 814 Page 3 of 5 •Employee Interviews - Resident Compliance Specialist (RCS): person provided by CONSULTANT will oversee project specific compliance functions and will have a template labor interview form, which will be provided to field inspector(s) to perform interview. The RCS shall review each interview, complete Section D of the FDOT Labor Interview Form 700-10-63 and compare against payroll and acts on the information submitted as necessary. •Commercial Useful Functions (CUF) - RCS: A determination of a CUF correlates to the proper reporting of work for DBE utilization purposes. A DBE performs a CUF when it is (1) responsible for execution of the work of the contract (2) carries out its responsibilities by actually performing, managing, and supervising the work involved and, (3) is responsible, with respect to materials and supplies used on the contract, for negotiating price directly with the supplier, determining quality and quantity, ordering material, and installing (where applicable) and paying for the material itself. The RCS will have a template CUF form established and ready for the CUF observations by the field inspector(s) for the first three active months for the DBE subcontractor(s). •If the general contractor has not yet participated in the new FDOT requirements, CONSULTANT shall conduct a training assessment. •CONSULTANT shall verify uploaded (by the City) LAP construction phase documents in LAPIT and EOC websites to include, but not limited to: ◦EOC DBE commitments and DBE payments reported by the Contractor and verify they are complete and meet CUF ▪EEO documentation, Sublets, Rental Agreements, EEO Officer, July EEO Reports ▪Maintain Bulletin Board Inspections ▪CITY Daily Inspections Reports COMMUNITY OUTREACH SERVICES: Provide Community Outreach Services and be proactive in keeping the community aware of the status and traffic impacts of the referenced project. With approval from the City’s designee, prepare and disseminate information to the public, elected officials, and the media of any upcoming events, which will affect traffic flow. Produce and distribute all publications (letters, flyers, brochures, and news releases) necessary for this contract. Prior to release, the City’s designee will approve all responses, letters, news releases, etc. Provide timely, professional responses to project inquiries including emails, telephone calls, etc. Coordinate public information meetings, open houses, community meetings as directed by the City’s representatives. ENGINEERING SERVICES ·Coordinate the Construction Contract administration activities of all parties other than the Contractor involved in completing the construction project. Notwithstanding the above, the Consultant is not liable to the City for failure of such parties to follow written direction issued by the Consultant. ·Services shall include maintaining surveillance of Contractor activities on a part-time basis supplemented with City’s field personnel, interpreting plans, specifications, and provisions of the Construction Contract. Compile and maintain records of all activities and events relating to the Project and properly document all Project changes with the use of part-time consultant field personnel and City’s in house field personnel as appropriate. The following services shall be performed: ◦Attend the Pre-Construction meeting with the Contractor and City personnel. ◦Attend weekly or as scheduled progress meetings with the Contractor and City personnel via Teams. 815 Page 4 of 5 ◦Verify that the Contractor is conducting inspections, preparing reports and monitoring all storm water pollution prevention measures associated with the Project. Per the NPDES General Permit requirements, provide at least one inspector who has successfully completed the "Florida Stormwater, Erosion, and Sedimentation Control Training and Certification Program for Inspectors and Contractors”. The Consultant’s inspector will be familiar with the requirements set forth in the FEDERAL REGISTER, Vol. 57, No. 187, Friday, September 5, 1992, pages 4412 to 4435 "Final NPDES General Permits for Storm Water Discharges from Construction Sites" and the City’s and FDOT’s guidelines. ◦Work with City to analyze problems that arise on the Project and request for information submitted by the Contractor; work to resolve such issues and process the necessary paperwork in a timely manner. ◦Verify quantity calculations and field measure for payment purposes as needed to prevent delays in Contractor operations and to facilitate prompt processing of such information for the City to make timely payment to the Contractor. The Contractor shall submit a monthly invoice to the City, the CONSULTANT shall then review the invoice for pay item quantity accuracy and a determination that the completed work included in each invoice has been completed in accordance with the plans and specifications and the terms and conditions of the Construction Contract, and provide a written recommendation to accept or reject the invoice. If rejection is recommended, the CONSULTANT shall work with the Contractor to rectify any discrepancies. ◦Digital video record the pre-construction conditions throughout the Project limits. Provide a digital photo log or video of Project activities, with heavy emphasis on potential claim items/issues and on areas of real/potential public controversy. ◦Provide photographic documentation of pre-construction state and of noteworthy incidents or events during construction. These photographs will be filed and maintained on the CONSULTANT’s computer using a digital photo management system. Photographs shall be taken the day prior to the start of construction and continue as needed throughout the Project. Photographs also shall be taken on the days of substantial completion and final completion pursuant to the Construction Contract. ◦Monitor, inspect and document Contractor’s work for conformance with the City’s plans, specifications, terms and conditions of the Construction Documents by supplementing Consultant field personnel with City’s field personnel as negotiated. Reports are to be compiled by both consultant field personnel and City’s field personnel and uploaded to a shared cloud location maintained by the Consultant. All daily reports shall include a minimum of two (2) photos of each construction activity which is covered in the report. Photos shall be filed in each inspector’s daily report as directed by the CITY’s Project Manager. ◦Monitor weather delays and provide recommendation of any weather delays on a monthly basis to be documented each month during the Project, including those months in which no weather delays were noted. PROJECT CLOSEOUT ·Provide complete Project documents on a flash drive for long term CITY storage within 30 days of final acceptance of the construction work. ·Include all final documents which are to include but are not limited to the following: ·Photos and/or videos of the Project’s progression, pre- and post- construction, electronic only ·Field books, hard copies or digital copies 816 Page 5 of 5 ·Asphalt tickets, densities, and other testing logs, electronic only ·Concrete tickets and testing logs, electronic only ·NPDES inspection reports and log, electronic only ·Redlined as-built drawings ·Reconciliation logs required for LAP Projects, electronic only ·Other documents related to the installation of ITS components and materials. ·Record retainage of all Project documents must be maintained for 5 years per LAP program requirements. PROJECT SCHEDULE The CONSULTANT’S services shall commence upon receipt of written notice to proceed (NTP) issued by the City. The Project duration is anticipated to be 8 months from NTP. If the need for the CONSULTANT’S services exceeds the 8 month schedule, it is anticipated that a supplemental agreement for additional compensation will be required. VII. COMPENSATION For satisfactory completion of all services detailed in Exhibit “B”, Scope of Services, of this agreement, the Department will pay the Consultant a Total Maximum Limiting Amount not to exceed $428,400.00. Exhibit C provides details of budgeted hours by position. It is agreed that this amount will be the limit of all compensation due the Consultant for completion of the services detailed in Exhibit “B”. END OF TASK ORDER IN WITNESS WHEREOF, the Parties have made and executed this Task Order No. --------- on this ____ day of ______________, 2026: CITY OF BOYNTON BEACH, FLORIDA CDM SMITH, INC. ____________________________ _________________________ Rebecca Shelton, Mayor Name: ___________________ Title: _____________________ Reviewed and Approved: Attest: ______________________________ ___________________________ , City Attorney Name: _____________________ Attest: _____________________________ , City Clerk 817 revised 12-20-2025 Hours Hourly Rate OT (10%)Estimated Position 1 2 3 4 5 6 7 8 9 10 11 February March April May June July August September October November December Project Manager 8.00 8.00 8.00 8.00 8.00 8.00 8.00 8.00 64.00 280.00$ 17,920.00$ Accountant/ Clerical Admin 5.00 5.00 5.00 5.00 5.00 5.00 5.00 5.00 40.00 130.00$ 5,200.00$ RESIDENT COMPLIANCE SPECIALIST/CSS/Construction inspector 98.00 98.00 83.00 73.00 73.00 73.00 98.00 98.00 694.00 180.00$ 124,920.00$ Sr. Project Engineer_CEI/ Sr.Engineer 30.00 30.00 25.00 25.00 25.00 25.00 30.00 30.00 220.00 260.00$ 57,200.00$ Project Administrator_CEI/Engineer 50.00 40.00 40.00 30.00 30.00 30.00 50.00 50.00 320.00 200.00$ 64,000.00$ Sr. Inspector_CEI/ Construction Inspector 85.00 85.00 85.00 85.00 85.00 85.00 85.00 85.00 680.00 180.00$ 122,400.00$ Clerical/Administrative/ Inspector_CEI 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 130.00$ -$ Public info specialist 16.00 16.00 16.00 16.00 16.00 16.00 16.00 16.00 128.00 170.00$ 21,760.00$ VT and IV testing (NTE)0.00 15,000.00$ 0.00 0.00 0.00 -$ SUBTOTAL 292.00 282.00 262.00 242.00 242.00 242.00 292.00 292.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 2146.00 Total 428,400.00$ 1 2 3 4 5 6 Assumptions 8 month duration assumed Assuming a Senior inspector will visit project site 2 days a week on an average, based on contractor's activities 165 staff hours per month No consideration for weather delays holidays or time suspensions CEI staff attends progress meetings via teams and provide regular updates. Testing Lab costs are lump sum not to exceed Contract No.: CW24-001 – General Engineering Consulting Services CEI Services for City of Boynton Beach - SE 1st Street from East Woolbright Road to SE 2nd Ave ESTIMATED STAFF HOURS - EXHIBIT C Hours/Month 2026 818 AEHolder Identifier : 7777777707070700077761616045571110765727026227554207762315752516310071672674264333310727354442344671207504532421227333076051644432655560742662353212732007675515525176461076727242035772000777777707000707007 7777777707070700073525677115456000722011516433007507674404161775460076245014203731220702322625206311107033336253062011071233372520730000712333625206311007123337252063100077756163351765540777777707000707007Certificate No :570117663861CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 01/19/2026 IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. PRODUCER Aon Risk Services Northeast, Inc. Boston MA Office 53 State Street Suite 2201 Boston MA 02109 USA PHONE (A/C. No. Ext): E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # (866) 283-7122 INSURED 19682Hartford Fire Insurance Co.INSURER A: 22357Hartford Accident & Indemnity CompanyINSURER B: 29459Twin City Fire Insurance CompanyINSURER C: 20699ACE Property & Casualty Insurance Co.INSURER D: 35378Evanston Insurance CompanyINSURER E: INSURER F: FAX (A/C. No.):800-363-0105 Underwriters At Lloyds London 15792 CONTACT NAME: CDM Smith Inc. 75 State Street Suite 701 Boston MA 02109 USA COVERAGES CERTIFICATE NUMBER:570117663861 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.Limits shown are as requested POLICY EXP (MM/DD/YYYY) POLICY EFF (MM/DD/YYYY) SUBR WVD INSR LTR ADDL INSD POLICY NUMBER TYPE OF INSURANCE LIMITS COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR POLICY LOC EACH OCCURRENCE DAMAGE TO RENTED PREMISES (Ea occurrence) MED EXP (Any one person) PERSONAL & ADV INJURY GENERAL AGGREGATE PRODUCTS - COMP/OP AGG X X X X GEN'L AGGREGATE LIMIT APPLIES PER: $2,000,000 $1,000,000 $15,000 $2,000,000 $4,000,000 $4,000,000 A 01/01/2026 01/01/202708CSEQU4161 PRO- JECT OTHER: AUTOMOBILE LIABILITY ANY AUTO OWNED AUTOS ONLY SCHEDULED AUTOS HIRED AUTOS ONLY NON-OWNED AUTOS ONLY BODILY INJURY ( Per person) PROPERTY DAMAGE (Per accident) X BODILY INJURY (Per accident) $2,000,000A01/01/2026 01/01/2027 COMBINED SINGLE LIMIT (Ea accident) 08 UEN QU4162 EXCESS LIAB X OCCUR CLAIMS-MADE AGGREGATE EACH OCCURRENCE DED $5,000,000 $5,000,000 01/01/2026UMBRELLA LIABD 01/01/2027XEUG28194687010 RETENTION X E.L. DISEASE-EA EMPLOYEE E.L. DISEASE-POLICY LIMIT E.L. EACH ACCIDENT $1,000,000 X OTH- ER PER STATUTEB01/01/2026 01/01/2027 AOS 08WBRQU4163C 01/01/2026 01/01/2027 $1,000,000 Y / N (Mandatory in NH) ANY PROPRIETOR / PARTNER / EXECUTIVE OFFICER/MEMBER EXCLUDED?N / AN WI WORKERS COMPENSATION AND EMPLOYERS' LIABILITY If yes, describe under DESCRIPTION OF OPERATIONS below $1,000,000 08WNQU4160 Each ClaimPSDEF260003301/01/2026 01/01/2027 Professional/Claims Made $1,000,000Aggregate Deductible $5,000,000 Architects & Engineers Professional F $1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: Contract No. CW24-001, Task/Project Name: CEI and RCS services SE 1st Street Streetscape Project, from Woolbright Road to SE 2nd Ave. for a 10-foot shared use path, improved drainage, additional fire hydrants and milling and resurfacing of the road, as well as a short 5-foot wide sidewalk on SE 5th Ave. to connect to the existing sidewalk near the Railroad Tracks, Task Order Name: General Engineering Consulting Services Task Order, Task Order No. GESPW-1B-04-2,. The City of Boynton Beach is included as Additional Insured in accordance with the policy provisions of the General Liability and Automobile Liability policies. Umbrella Liability policy follows form. The General Liability policy includes the perils of (XCU) Explosion, Collapse and Underground. Contractual Liability is included in the General Liability policy. CANCELLATIONCERTIFICATE HOLDER AUTHORIZED REPRESENTATIVEThe City of Boynton Beach Attn: Moisey Abdurakhmanov 100 E. Ocean Ave. Boynton Beach FL 33435 USA ACORD 25 (2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 819 01.01.26 - 01.01.27 Professional AGENCY CUSTOMER ID: ADDITIONAL REMARKS SCHEDULE LOC #: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:ACORD 25 FORM TITLE:Certificate of Liability Insurance EFFECTIVE DATE: CARRIER NAIC CODE POLICY NUMBER NAMED INSUREDAGENCY See Certificate Number: See Certificate Number: Aon Risk Services Northeast, Inc. 10518329 570117663861 570117663861 Page _ of _ CDM Smith Inc. Policy: PSDEF2600033 Beazley (Syndicates 2623/0623) - 25% BRIT (Syndicate 2987) - 25% Lloyd's Syndicates 4242, 457, 5555, 4711, 1686 - 11.333% Convex Insurance UK Limited - 6.334% Arch Insurance (UK) Limited - 3.833% Lloyds Syndicates 5555, 4472, 1955, 4444, 1686, 5623, 510, 2232, 3000, 2001 - 28.5% ACORD 101 (2008/01)© 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 820 POLICY NUMBER: COMMERCIAL GENERAL LIABILITY CG 20 10 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG 20 10 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 2 ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1.Your acts or omissions; or 2.The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 1.The insurance afforded to such additional insured only applies to the extent permitted by law; and 2.If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B.With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1.All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2.That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. All locations as required by a written contract or agreement entered into prior to an 'occurrence' or offense Any person or organization for whom you have agreed ina written contract or agreement, prior to an “occurrence"or offense, that such person or organization on be addedas an additional insured to your policy. 08 CSE QU4161 821 Page 2 of 2 © Insurance Services Office, Inc., 2018 CG 20 10 12 19 C.With respect to the insurance afforded to these additional insureds, the following is added to Section III – Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1.Required by the contract or agreement; or 2.Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. 822 POLICY NUMBER: COMMERCIAL AUTO CA 20 48 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: Endorsement Effective Date: SCHEDULE Name Of Person(s) Or Organization(s): Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Each person or organization shown in the Schedule is an "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision A.1. IIcontained in Paragraph of Section – Covered Autos Liability Coverage in the Business Auto and D.2.Motor Carrier Coverage Forms and Paragraph of ISection – Covered Autos Coverages of the Auto Dealers Coverage Form. CA 20 48 10 13 Page 1 of 1© Insurance Services Office, Inc., 2011 823 RESOLUTION NO. R26-030 1 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON 2 BEACH, FLORIDA, APPROVING A BUDGET AMENDMENT FOR FISCAL 3 YEAR 2025-2026 AMENDING THE CAPITAL IMPROVEMENT FUND 303 4 TO INCREASE PROJECT TR2001 BY $283,875; AND FOR ALL OTHER 5 PURPOSES. 6 7 WHEREAS, the Fiscal Year 2025-2026 Budget was adopted by the City Commission by 8 Resolution No. R25-245 on September 18, 2025; and 9 WHEREAS, staff is requesting Commission approval to amend the Fiscal Year 2025-2026 10 budget as noted specifically on Exhibit A; and 11 WHEREAS, the City Commission, upon the recommendation of staff, has deemed it in the 12 best interests of the City's citizens and residents to approve a Budget Amendment for Fiscal Year 13 2024-2025, amending the Capital Improvement Fund 303 to increase Project TR2001 by $283,875. 14 15 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON 16 BEACH, FLORIDA, THAT: 17 SECTION 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 18 being true and correct and are hereby made a specific part of this Resolution upon adoption. 19 SECTION 2. The City Commission of the City of Boynton Beach, Florida, does hereby 20 approve a Budget Amendment for Fiscal Year 2025-2026, amending the Capital Improvement 21 Fund 303 to increase Project TR2001 by $283,875, as further detailed in Exhibit A, attached hereto. 22 SECTION 3. This Resolution shall take effect in accordance with the law. 23 24 [SIGNATURES ON THE FOLLOWING PAGE] 25 26 824 RESOLUTION NO. R26-030 PASSED AND ADOPTED this ______________ day of ______________________________ 2026. 27 CITY OF BOYNTON BEACH, FLORIDA 28 YES NO 29 Mayor – Rebecca Shelton _____ _____ 30 31 Vice Mayor – Woodrow L. Hay _____ _____ 32 33 Commissioner – Angela Cruz _____ _____ 34 35 Commissioner – Thomas Turkin _____ _____ 36 37 Commissioner – Aimee Kelley _____ _____ 38 39 VOTE ______ 40 ATTEST: 41 42 _____________________________ ______________________________ 43 Maylee De Jesús, MPA, MMC Rebecca Shelton 44 City Clerk Mayor 45 46 APPROVED AS TO FORM: 47 (Corporate Seal) 48 49 _______________________________ 50 Shawna G. Lamb 51 City Attorney 52 825 2025/26 2025/26 AMENDMENT APPROVED AMENDED related to BUDGET Revenue Budget BUDGET PROJECT # Project Name / Comments/ Vendor CAPITAL IMPROVEMENT FUND 303-0000-389.91-00 FUND BALANCE APPROPIATED 1,827,880$ 283,875$ 2,111,755$ Adopted Fund Total Revenues 8,526,936$ 283,875$ 8,810,811$ 303-4905-541.63-08 STREET IMPROVEMENTS 1,052,637$ 283,875$ 1,336,512$ TR2001 South East 1st Street Adopted Fund Total Expense 8,526,936$ 283,875$ 8,810,811$ Exhibit B CITY OF BOYNTON BEACH CAPITAL APPROPRIATION AMENDMENTS BUDGET YEAR 2025-26, Commission Meeting 02/17/2026 Amendment 826 RESOLUTION NO. R24-291 2 3 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON 4 BEACH, FLORIDA, AWARDING REQUEST FOR QUALIFICATION NO. 5 CW24-001 FOR GENERAL ENGINEERING CONSULTING SERVICES TO 6 BAXTER & WOODMAN, INC., BEA ARCHITECTS, INC., CAROLLO 7 ENGINEERS, INC., CAULFIELD & WHEELER, INC., CDM SMITH, INC., 8 CHEN MOORE AND ASSOCIATES, INC., COLLIERS ENGINEERING & 9 DESIGN, INC., CPZ ARCHITECTS, INC., CRAVEN THOMPSON & 10 ASSOCIATES, INC., EXP U.S SERVICES, INC., GHD SERVICES, INC., 11 HAZEN AND SAWYER P.C., JACOBS ENGINEERING GROUP, INC., 12 JOHNSON, MIRMIRAN &THOMPSON, INC., KEITH AND ASSOCIATES, 13 INC., KIMLEY-HORN AND ASSOCIATES, INC., MCKIM & CREED, INC., 14 MILLER, LEGG & ASSOCIATES, INC., RADISE INTERNATIONAL, L.C., 15 SOUTH FLORIDA ENGINEERING AND CONSULTING LLC, TIERRA 16 SOUTH FLORIDA, INC., AND WEST ARCHITECTURE + DESIGN, LLC; 17 APPROVING AGREEMENTS WITH EACH AWARDED VENDOR; 18 APPROVE TASK ORDER NO. GES-1J-01-25 WITH KEITH AND 19 ASSOCIATES, INC., FOR AN AMOUNT NOT TO EXCEED $159,000 FOR 20 THE MANGROVE PARK BOARDWALK REMOVAL PROJECT; APPROVE 21 TASK ORDER NO. GES-1 E-01-25 WITH CPZ ARCHITECTS, INC., FOR AN 22 AMOUNT NOT TO EXCEED $135,000 FOR THE LAWRENCE ROAD - 23 BEAUTIFICATION PROJECT; AND FOR ALL OTHER PURPOSES. 24 25 WHEREAS, on July 16, 2024, the City Commission approved the list of the three (3) top- 26 ranked proposers identified by the Evaluation Committee from the responses received from RFQ 27 CW24-001 for General Engineering Consultant Services, who authorized staff to conduct 28 negotiations with the firms as follows: 29 Scope A - Water Plant Modifications, Capacity & Operational Evaluations Carollo Engineering, Inc. Jacobs Engineering Group, Inc. McKim & Creed Scope B - Infrastructure Improvements & Evaluations CDM Smith, Inc. Carollo Engineering, Inc. Baxter & Woodman, Inc. Scope C - Ancillary Studies and Services 827 Carollo Engineering, Inc. CDM Smith, Inc. Scope D - Transportation Johnson, Mirmiran & Thompson, Inc. Kimley-Horn and Associates, Inc. Baxter & Woodman, Inc. Scope E - Architectural Design Services CPZ Architects, Inc. West Architecture + Design, LLC BEA Architects, Inc. Scope F - Hydrogeological Services Jacobs Engineering Group, Inc. Hazen and Sawyer South Florida Engineering and Consulting Scope G - Green Infrastructure, Sustainability, and Resiliency Services EXP US GHD Services, Inc. Chen Moore and Associates Scope H - Geotechnical Services Colliers Engineering & Design, Inc. Radise International, L.C. Tierra South Florida, Inc. Scope J - Civil Land Development Keith and Associates, Inc. Craven Thompson & Associates, Inc. Caulfield Wheeler, Inc. Scope K - Recreation and Parks Services 4 i 828 Miller Legg Keith and Associates Kimley-Horn and Associates, Inc. 39 40 WHEREAS, the RFQ was advertised, and submissions were opened on December 19, 2023. 41 The City received a total of eighty-one (81) proposals, and the top-ranked proposers for each 42 scope (either 2 or 3, depending on the specific scope) were presented to the City Commission on 43 July 16, 2024, for approval and authorization to proceed with negotiations aimed at establishing 44 contract agreements for ongoing services, in compliance with section 287.055, Florida Statutes, 45 the Consultants' Competitive Negotiation Act; and 46 WHEREAS, emphasis was placed on the Schedule of Professional Fees to establish hourly 47 rates for the initial contract period. After comparing the submissions from each firm, it became 48 evident that negotiation sessions were necessary. Firms with significantly higher rates were 49 contacted for further discussion. In accordance with section 287.055, Florida Statutes, staff now 50 believes these rates are fair, competitive, and reasonable. Consequently, the attached Schedule of 51 Professional Fees will be fixed and firm for the initial two-year term. The City reserves the right to 52 automatically renew the Agreement for two (2) two-year renewals based on the same terms and 53 conditions; and 54 WHEREAS, Task Orders will be generated when specific projects are realized, utilizing the 55 Schedule of Professional Fees as the basis for the overall cost of each task. Task Orders will be 56 submitted to the Commission for approval in accordance with the City's Purchasing Policies and 57 Procedures; and 58 WHEREAS, in order to expedite our standard process, Staff requests that the City 59 Commission approve an expenditure of a budgeted not-to-exceed amount of $159,000 to Keith 60 & Associates, Inc., through Task Order No. GES-1J-01-25 utilizing Scope J—Civil Land 61 Development Services for the Mangrove Park—Boardwalk Removal Project, as well as an 62 expenditure of a budgeted not-to-exceed amount of $135,000 to CPZ Architects, Inc., through 63 Task Order No. GES-1E-01-25 utilizing Scope E - Architecture Services (Landscape Architecture) 64 for the Lawrence Road - Beautification Project; and 829 65 WHEREAS, staff will negotiate these proposals based on the provided scope of work, and 66 it is possible that the final costs may come in under the budgeted amount outlined above; and 67 WHEREAS, the City Commission, upon the recommendation of staff, has deemed it in the 68 best interests of the city's citizens and residents to award Request for Qualification No. CW24-001 69 for General Engineering Consulting Services to Baxter & Woodman, Inc., BEA Architects, Inc., 70 Carollo Engineers, Inc., Caulfield & Wheeler, Inc., CDM Smith, Inc., Chen Moore and Associates, 71 Inc., Colliers Engineering & Design, Inc., CPZ Architects, Inc., Craven Thompson & Associates, Inc., 72 EXP U.S Services, Inc., GHD Services, Inc., Hazen and Sawyer P.C., Jacobs Engineering Group, Inc., 73 Johnson, Mirmiran &Thompson, Inc., Keith and Associates, Inc., Kimley-Horn and Associates, Inc., 74 McKim & Creed, Inc., Miller, Legg & Associates, Inc., RADISE International, L.C., South Florida 75 Engineering and Consulting LLC, Tierra South Florida, Inc., and West Architecture + Design, LLC, 76 approve Agreements with each awarded Vendor, approve Task Order No. GES-1J-01-25 with Keith 77 and Associates, Inc., for an amount not to exceed $159,000 for the Mangrove Park Boardwalk 78 Removal Project, and approve Task Order No. GES-1E-01-25 with CPZ Architects, Inc., for an 79 amount not to exceed $135,000 for the Lawrence Road - Beautification Project. 80 81 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON 82 BEACH, FLORIDA, THAT: 83 SECTION 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 84 being true and correct and are hereby made a specific part of this Resolution upon adoption. 85 SECTION 2. The City Commission of the City of Boynton Beach, Florida, hereby awards 86 Request for Qualification No. CW24-001 for General Engineering Consulting Services to Baxter & 87 Woodman, Inc., BEA Architects, Inc., Carollo Engineers, Inc., Caulfield &Wheeler, Inc., CDM Smith, 88 Inc., Chen Moore and Associates, Inc., Colliers Engineering & Design, Inc., CPZ Architects, Inc., 89 Craven Thompson & Associates, Inc., EXP U.S Services, Inc., GHD Services, Inc., Hazen and Sawyer 90 P.C., Jacobs Engineering Group, Inc., Johnson, Mirmiran & Thompson, Inc., Keith and Associates, 91 Inc., Kimley-Horn and Associates, Inc., McKim &Creed, Inc., Miller, Legg &Associates, Inc., RADISE 92 International, L.C., South Florida Engineering and Consulting LLC, Tierra South Florida, Inc., and 93 West Architecture + Design, LLC. 830 94 SECTION 3. The City Commission of the City of Boynton Beach, Florida, does hereby 95 approve General Engineering Consulting Services Agreements between the City and the awarded 96 Vendors (the "Agreements"), in form and substance similar to that attached as "Exhibit A." 97 SECTION 4. The City Commission of the City of Boynton Beach, Florida, does hereby 98 approve Task Order No. GES-1J-01-25 between the City and Keith and Associates, Inc. for the 99 Mangrove Park Boardwalk Removal Project for an amount not to exceed $159,000 (the "Task 100 Order"), in form and substance to be approved by the City Attorney's office. 101 SECTION 5. The City Commission of the City of Boynton Beach, Florida, does hereby 102 approve Task Order No.GES-1 E-01-25 between the City and CPZ Architects, Inc., for the Lawrence 103 Road - Beautification Project for an amount not to exceed $135,000 (the "Task Order"), in form 104 and substance to be approved by the City Attorney's office. 105 SECTION 6. The City Commission of the City of Boynton Beach, Florida, hereby 106 authorizes the Mayor to execute the Agreements and the Task Orders. The Mayor is further 107 authorized to execute any ancillary documents required under the Agreement or necessary to 108 accomplish the purposes of the Agreement and this Resolution. 109 SECTION 7. The City Clerk shall retain the fully executed Agreements and Task Orders 110 as a public record of the City. A copy of the fully executed Agreements and Task Orders shall be 1 t t provided to Taralyn Pratt to forward to the Vendors. 112 SECTION 8. This Resolution shall take effect in accordance with law. 113 114 115 116 signatures on the following page] 117 831 118 PASSED AND ADOPTED this lq-14? day of Ofierm b.e r 2024. 119 CITY OF BOYNTON BEACH, FLORIDA 120 YES NO 121 Mayor— Ty Penserga 122 123 Vice Mayor—Aimee Kelley t/ 124 125 Commissioner—Angela Cruz 126 127 Commissioner— Woodrow L. Hay 128 t/ 129 Commissioner—Thomas Turkin 130 131 VOTE SO 132 AT ES : 133 134 A 1! __ N It/20 2d/ 135 Mayle: De A- sus, MPA, MMC Ty P- 136 City Cler May• 1 .I, 137 7, -( ON•BFq`t 138 O RAT •::.0 ,5,11110APPROVED AS TO FORM: 139 (Corporate Seal) ; .o t : t i Oc 091140i >-• $ 141 t-.._% C' C)( t Rst 7 142 Q % Shawna G. Lamb 143 i. FSP..- City Attorney 832 I rwo, 1` o ti Pu hTON e GENERAL ENGINEERING CONSULTING SERVICES AGREEMENT This Agreement ("Agreement"), is entered into between the City of Boynton Beach, a municipal corporation organized and existing under the laws of Florida,with a business address of 100 East Ocean Ave., Boynton Beach, FL 33435, hereinafter referred to as"CITY",and CDM Smith,Inc.a[type of entity:corporation] authorized to do business in the State of Florida, with a business address of 621 NW 53RD Street, Suite 265, Boca Raton, FL 33487, hereinafter referred to as "VENDOR". In consideration of the mutual benefits, terms, and conditions hereinafter specified, the Parties agree as set forth below. WHEREAS, the CITY solicited proposals for a non-exclusive agreement to perform General Engineering Consulting Services, and WHEREAS, the CITY issued a Request for Qualification for General Engineering Consulting Services; and WHEREAS, RFQ No. CW24-001 defined Scope of Services for General Engineering Consulting Services; and WHEREAS, the CITY determined that VENDOR was qualified for appointment to perform the scope of services set forth in RFQ No. CW24-001; and WHEREAS, the CITY Commission on July 16, 2024, determined that VENDOR was qualified for appointment to perform the scope of services set forth in the Request For Qualifications RFQ No. CW24-001; and NOW,THEREFORE, in consideration of the mutual covenants expressed herein, the parties agree as follows: 1. SERVICES AND RESPONSIBILITIES. 1.1 VENDOR hereby agrees to perform the General Engineering Consulting Services, by way of individual Task Orders, at the request of the CITY during the term of this Agreement as more particularly described in the Request for Qualifications RFQ No. CW24-001 for General Engineering Consulting Services, which is incorporated herein by reference. The specific projects that may be assigned to the VENDOR are in conjunction with the specific box next to the Scope Category: EScope Category A Water Plant Modifications, Capacity and Operations Evaluation Scope Category B Infrastructure Improvements and Evaluations Scope Category C Ancillary Studies and Services EScope Category D Transportation Services Scope Category E Architectural Services E Scope Category F Hydrogeological Services EScope Category G Green Infrastructure, Sustainability, and Resiliency Services EScope Category H Geotechnical Services EScope Category J Civil Land Development Services E Scope Category K Recreation and Parks Services 1.2 The VENDOR agrees to perform work assigned by Task Order(s) (the"Services") under such terms as set forth in the Task Order(s). The Task Order Form is attached hereto as Exhibit A. The terms of the Task Order(s) shall be supplemental to the terms of this Agreement. RFQ CW24-001 General Engineering Consulting Services A-1 833 1.3 VENDOR shall furnish all services, labor, equipment, supplies, and materials necessary and as may be required in the performance of this Agreement, except as otherwise specifically provided for herein, and all Services performed under this Agreement shall be done in a professional manner. 1.4 VENDOR assumes professional and technical responsibility for performance of its services to be provided hereunder in accordance with recognized professional and ethical guidelines established by their profession. If within one year following completion of its services, such services fail to meet the aforesaid standards,and the CITY promptly advises VENDOR thereof in writing, VENDOR agrees to re-perform such deficient services without charge to the CITY. 1.5 The relationship between CITY and VENDOR created hereunder and the services to be provided by VENDOR pursuant to this Agreement are non-exclusive. CITY shall be free to pursue and engage similar relationships with other VENDORS to perform the same or similar services performed by VENDOR hereunder, so long as no other consultant shall be engaged to perform the specific project(s)assigned to VENDOR while VENDOR is so engaged without first terminating such assignment. VENDOR shall be free to pursue relationships with other parties to perform the same or similar services, whether or not such relationships are for services to be performed within the CITY, so long as no such relationship shall result in a conflict of interest, ethical or otherwise, with the CITY's interests in the services provided by VENDOR hereunder. 1.6 The VENDOR is responsible for defects in its work and in the work of its Sub consultants'. 1.7 PRELIMINARY SERVICES PHASE: The VENDOR shall prepare preliminary studies and reports, feasibility studies, financial and fiscal studies, and evaluation of existing facilities, preparation of schematic layouts and sketches where required; develop construction budgets, opinions of Probable Construction Cost, and shall consult and confer with the CITY as may be necessary for the CITY to reach decisions concerning the subject matter. The VENDOR shall attend meetings with the CITY Commission and CITY staff as may be required, and provide the CITY with a time schedule which shall include but not be limited to submittal of all milestones related to the project up to delivery of 100% construction documents. 1.7.1 During the preliminary services phase, the VENDOR shall advise the CITY, based on VENDOR'S professional opinion and the current project conditions and reasonably foreseeable conditions of the completeness of existing data and its suitability for the intended purposes of the project;VENDOR to obtain data from other sources; identify and analyze requirements of governmental authorities having jurisdiction to approve the design of the project; provide analyses of the CITY'S needs for surveys; perform site evaluations and comparative studies of prospective site and solutions; and prepare and furnish a report to the City setting forth the VENDOR'S findings and recommendations. 1.7.2 Preliminary design services to be performed by the VENDOR shall include consultation and advice concerning the extent and scope of proposed work and preparation of preliminary design documents consisting of design criteria, preliminary drawings, and outline specifications as well as preliminary estimates of probable Construction Costs. This phase will also include preparation of a preliminary site plan or schematic drawings when appropriate. Up to six (6) copies of the preliminary design documents shall be furnished to the CITY, the exact number needed shall be determined by the CITY. 1.7.3 VENDOR shall provide environmental assessment and impact statements as required to determine the suitability of the site and its surrounds for the proposed project; and/or 1.7.4 Upon authorization of the CITY, the VENDOR will provide advice and assistance relating to operation and maintenance of project or other systems;evaluate and report on operations; assist the CITY in matters relating to regulatory agency operations review or operating permit non-compliance; assist with startup and operator training for newly installed or modified equipment and processes, and in the preparation of operating, maintenance and staffing manuals for the project. RFQ CW24-001 General Engineering Consulting Services A-2 834 1.8 BASIC SERVICES: The VENDOR shall consult and advise the CITY in the following manner: specifying the extent and scope of the work to be performed; prepare detailed construction drawings and specifications; revise and update, where necessary, previously designed construction plans and specifications, whether in whole or in part, to be incorporated into the proposed work and prepare construction documents and final estimate of probable Construction Cost. The final design services shall be provided in an electronic format, and shall also include furnishing up to six (6) copies of plans and specifications to the CITY; the exact number needed shall be determined by the CITY. 1.9 FINAL DESIGN SERVICES shall also include preparation of permit applications as may be required by such agencies as have legal review authority over the project. These applications shall include but not be limited to site plan approvals or other permits and work efforts and shall also consist of meetings at staff level and meetings with the appropriate governing body and the CITY. Unless specifically provided for under the final design phase, permit application services do not include applications requiring environmental impact statements or environmental assessments, consumptive use permits, and landfill permits. 1.9.1 The VENDOR based upon the approved design documents and any adjustments authorized by the CITY in each project, project schedule, or construction budget shall prepare for approval by the CITY, design development documents consisting of drawings and other documents to fix and describe the size and character of each project's civil engineering, environmental, landscape, architectural, structural, mechanical,and electrical systems,and any other requirements or systems, materials and such other elements as may be appropriate for a complete project. The VENDOR shall also advise the CITY of any adjustments to the preliminary estimate of probable Construction Costs. 1.9.2 The VENDOR based on CITY approved design development documents and any further adjustments in the scope or quality of the project or in the construction budget shall prepare Construction Documents within the number of calendar days specified within any notice issued by the CITY. The Construction Documents shall consist of drawings and specifications setting forth in detail the requirements for the construction of the project. 1.9.3 The VENDOR shall assist the CITY in the preparation of the necessary proposal information and forms. 1.9.4 The VENDOR shall advise the CITY of any adjustments to previous estimates of probable Construction Costs indicated by changes in codes, administrative and jurisdictional requirements of general market conditions. 1.9.5 The VENDOR shall submit to the CITY for each project, electronic format and up to six (6) copies of the Construction Documents, and a further revised estimate of total probable Construction Cost. 1.9.6 VENDOR shall include in the Construction Documents a requirement that the construction contractor shall provide a final as-built survey of the project in Autocad electronic format by a registered Land Surveyor, and provide marked-up construction drawings to the VENDOR so that the VENDOR can prepare and deliver to the CITY the record drawings in the form required by the CITY and as required. 1.9.7 Prior to final approval of the Construction Documents by the CITY,the VENDOR shall conduct a thorough review and quality control evaluation of the entire work product for compliance with the requirements of any local, state, or federal agency from which a permit or other approval is required. The VENDOR shall make sure that all necessary approvals have taken place. 1.9.8 Prior to each phased submittal, the VENDOR shall conduct a thorough quality control review and assessment of the work product to determine whether the work is properly coordinated and confirm that the CITY and agency comments have been addressed and incorporated into the Contract Documents. The VENDOR shall provide to the RFQ CW24-001 General Engineering Consulting Services A-3 835 CITY a Quality Assurance and Quality Control plan in a format that advises the CITY that all work has been performed as required. A report shall be submitted in accordance with those standards to apprise the CITY that due care has been taken in the preparation of the Contract Documents. 1.9.9 The VENDOR shall signify responsibility for the Contract Documents including technical specifications and drawings prepared pursuant to this Agreement by affixing a signature, date and seal as required by Florida Statutes Chapters 471 and 481, if applicable. The VENDOR shall comply with all of its governing laws, rules, regulations, codes, directives, and other applicable federal, state, and local requirements in preparation of the work. 1.10 The VENDOR shall provide the construction documents, technical specifications, and drawings completed in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions. 1.11 The VENDOR, following the CITY's approval of the Construction Documents and the latest estimate of probable Construction Cost, shall, when so directed and authorized by the CITY, assist the CITY in obtaining proposals or negotiated proposals and assist in preparing contracts for construction. 1.11.1 The VENDOR shall review and analyze the proposals received by the CITY and shall make a recommendation for any award based on the CITY'S Procurement Administrative Policy Manual. 1.11.2 Any Opinion of the Construction Cost prepared by VENDOR represents its judgment as a design professional and is supplied for the general guidance of the CITY. Since VENDOR has no control over market conditions, VENDOR does not guarantee the accuracy of such opinions as compared to contractor bids or actual cost to the CITY. If the project is not advertised for proposals within three (3) months after delivery of Final Design Plans,through no fault of the VENDOR or if either local market conditions or industry-wide prices have changed because of unusual or unanticipated events affecting the general level of prices or times of delivery in the construction industry, the established Construction Cost limit may be adjusted as determined by the CITY'S Representative and as approved by the CITY, if necessary. Additionally, if the CITY expands a project scope of work after the VENDOR renders the Final estimated probable Construction Cost of the Final Design Plans, the VENDOR shall not be responsible for any redesign without compensation, which shall be mutually agreed to by the parties hereto. 1.11.3 The VENDOR shall provide the CITY with a list of recommended prospective bidders. 1.11.4 The VENDOR shall attend all pre-proposal/per-bid conferences. 1.11.5 The VENDOR shall recommend any addenda, through the CITY'S representative as appropriate, to clarify, correct, or change proposal documents. 1.11.6 If Pre-Qualification of bidders is required as set forth in the Request for Proposals, Request for Qualifications or Invitation to Bid (two-step bid process), VENDOR shall assist the CITY, if requested in developing qualifications criteria, review qualifications and recommend acceptance or rejection of the bidders. 1.11.7 If requested, VENDOR shall evaluate proposals and bidders, and make recommendations regarding any award by the CITY. 1.12 The CITY shall make decision on all claims regarding interpretation of the Construction Documents, and on all other matters relating to the execution and progress of the work after receiving a recommendation from the VENDOR. The VENDOR shall check schedules, shop drawings and other submissions for the limited purpose of checking conformance with the concept of the project, and for compliance with the information given by the Construction Documents. The VENDOR shall also review change orders prepared and submitted by RFQ CW24-001 General Engineering Consulting Services A-4 836 Contractor and review and make recommendations to the City for progress payments to the Contractor based on each project schedule of values and the percentage of work completed. The VENDOR will neither have control over or charge of, nor be responsible for, the construction means, methods, techniques, sequences, or procedures, or for the safety precautions and programs in connection with the construction of the assigned task order projects. 1.12.1 The CITY shall maintain a record of all change orders, which shall be categorized to the various types, causes, etc. that may be determined useful and necessary for its purpose. 1.12.2 If the VENDOR is not the Construction Manager for the construction, the CITY shall notify the VENDOR within three (3) business days of the discovery of any architectural/engineering error or omission so that the VENDOR can be part of the negotiations resolving the claim between the CITY and the Contractor. 1.13 The VENDOR shall carefully review and examine the Contractor's schedule of values, together with any supporting documentation. The purpose of such review and examination will be to protect the CITY from an unbalanced schedule of values which allocates greater value to certain elements of each project than is indicated by industry standards, supporting documentation, or data. If the schedule of values is not found to be appropriate, it shall be returned to the Contractor for revision for supporting documentation. After making such examination, when the schedule of values is found to be appropriate, the VENDOR shall sign the schedule of values indicated in the belief that the schedule of values constitutes a reasonable, balanced basis for payment of the Application for Payment to the Contractor. 1.14 The VENDOR shall perform on-site construction observation of each project based on the Construction Documents in accordance with paragraph 1.19 "Resident Project Services" of this Agreement. The VENDOR observation shall determine the progress of the work completed, and whether the work is proceeding in a manner indicating that the work when fully competed will be in accordance with the Construction Documents. On the basis of site visits, the VENDOR will provide the CITY with a written report of each site visit in order to reasonably inform the CITY of the progress of the portion of the work completed. The VENDOR shall endeavor to identify for the CITY any defects and deficiencies in the work of contractors, and make written recommendation to the CITY where the work fails to conform to the Construction Documents. The VENDOR shall not have control over or charge of, or responsibility for the construction means, methods, techniques, sequences or procedures. or for safety precautions and programs in connection with the work, nor shall the VENDOR be responsible for the Contractor's failure to perform the work in accordance with the requirements of the Contract Documents. The VENDOR shall not have control over or charge of,and shall not be responsible for, acts or omissions of the Contractor or of any other persons or entities performing portions of the Work. Based on such observation and the Contractor's Application for Payment, the VENDOR shall determine the amount due to the Contractor and shall issue Certificates for Payment in such amount. These Certificates will constitute a representation to the CITY based on such observations and the data comprising the Application for Payment that the work has progressed to the point indicated. By issuing a Certificate of Payment, the VENDOR will also represent to the CITY that to the best of its information and belief, based on what its observation has revealed, the work is in accordance with the Construction Documents. The VENDOR shall conduct observations to determine the dates of substantial and final completion and issue a recommendation for final payment. 1.15 The VENDOR shall revise the Construction drawings and submit record or corrected drawings to the CITY to show those changes made during the construction process based on the marked up prints, drawings, and other data furnished by the Contractor. The record drawings shall be provided in electronic format inclusive of conformed PDF files and AutoCad files in a form compatible with the CITY'S version of AutoCad formats for archival purposes. 1.16 The VENDOR shall attend regularly scheduled progress meetings on site bi-monthly or as otherwise determined based on a specific need established prior to construction by the CITY. RFQ CW24-001 General Engineering Consulting Services A-5 837 1.17 The VENDOR shall review change orders prepared and submitted by the Contractor for the CITY'S approval. VENDOR shall not authorize any changes in the work or time, no matter how minor, without prior written approval by the CITY. 1.18 Each project's construction or demolition shall be considered complete upon compilation of a punchlist by VENDOR,which shall be timely completed by Contractor to the satisfaction of the CITY,written notification to Contractor by VENDOR that all releases of liens are satisfied, and written recommendation by VENDOR for final payment to the Contractor which shall be at the sole discretion of the CITY. 1.19 RESIDENT PROJECT SERVICES: During the Construction progress of any work, the VENDOR will, if authorized by the CITY, provide resident project observation services to be performed by one or more authorized employees ("Resident Project Representative") of the VENDOR. Resident Project Representatives shall provide extensive observation services at the project site during construction. The Resident Project Representative will endeavor to identify for the CITY any defects and deficiencies in the work of the Contractor(s). Resident project observation services shall include but are not limited to the following: a. Conducting all pre-construction conferences; b. Conducting all necessary construction progress meetings; c. Observation of the work in progress to the extent authorized by the CITY; d. Receipt, review coordination, and disbursement of shop drawings and other submittals; e. Maintenance and preparation of progress reports; f. Field observation and verification of quantities of equipment and materials installed; g. Verification of contractors' and subcontractors' payrolls and records for compliance with applicable contract requirements; h. Maintenance at each project site on a current basis of all drawings, specifications, contracts, samples, permits, and other project-related documents, and at the completion of each project, deliver all such records to the CITY; i. Preparation, update, and distribution of a project budget with each project schedule; j. Notification to the CITY immediately if it appears that either each project schedule or each project budget will not be met; k. Scheduling and conducting monthly progress meetings at which CITY, Engineer, general contractor, trade contractor, utilities representatives, and suppliers can jointly discuss such matters as procedures, progress, problems, and scheduling. I. Recommending courses of action, and enforcing action selected by the CITY, if so directed by the CITY, if the general and/or trade contractors are not meeting the requirements of the plans, specifications, and Construction Contract; m. Development and implementation of a system for the preparation, review, and processing of change orders; n. Maintenance of a daily log of each project; o. Recording the progress of each project, and submission of written monthly progress reports to the CITY, including information on the Contractors'work and the percentage of completion; p. Determination of substantial and final completion of work and preparation of a list of incomplete and unsatisfactory items, and a schedule of their completion; and q. Securing and transmitting to the CITY, required guarantees; affidavits; releases; key manuals; record drawings; and maintenance stocks; The Resident Project Representative shall also investigate and report on complaints and unusual occurrences that may affect the responsibility of the VENDOR or the CITY in connection with the work. The Resident Project Representative shall be a person acceptable to the CITY, and the CITY shall have the right to employ personnel to observe the work in progress, provided, however, that such personnel as employed by the CITY, and such personnel will be responsible directly to the CITY in the performance of work that would otherwise be assumed and performed by the VENDOR. The Resident Project Representative shall not have control over or charge of,or responsibility for the construction means, methods, techniques, sequences, or procedures, or for safety precautions and programs in connection with the work, nor shall the Resident Project Representative be responsible for the Contractor's failure to perform the work in accordance with the requirements of the Contract Documents. The Resident Project Representative shall not have control over or charge of, RFQ CW24-001 General Engineering Consulting Services A-6 838 and shall not be responsible for, acts or omissions of the Contractor or of any other persons or entities performing portions of the work. Although VENDOR shall not be responsible for health or safety programs or precautions related to CITY"s activities or those of CITY's other contractors and consultants or their respective subcontractors and vendors ("Contractors"), VENDOR shall nonetheless report to the Resident Project Representative health and safety conditions or deficiencies observed by VENDOR'S employees or representatives. VENDOR shall not be responsible for CITY's pre- existing site conditions or the aggravation of those preexisting site conditions to the extent not caused by the negligence or willful misconduct of VENDOR. VENDOR shall not be responsible for inspecting, observing, or correcting health or safety conditions or deficiencies of CITY, Contractors, or others at the project site ("Project Site") other than for VENDOR's employees, sub-consultants, and vendors. 1.20 ADDITIONAL SERVICES 1.20.1 When additional services are necessary, they shall be specified in the written Task Order. Examples of additional non-exclusive services are: a. Preparation of applications and supporting documents for private or governmental grants, loans, or advances in connection with any particular project. b. Services to make measured drawings of or to investigate existing conditions or facilities or to verify the accuracy of drawings or other information furnished by or to the CITY. c. Services resulting from significant changes in the general scope, extent, or character of any particular project or its design, including but not limited to changes in size, complexity, the CITY's schedule, character of construction or method of financing, and revising previously accepted studies, reports, design documents or Construction Contract Documents when such revisions are required by changes to laws, rules, regulations, ordinances, codes or orders enacted subsequent to the preparation of such studies, reports or documents, or are due to any other causes beyond the VENDOR'S control. d. Providing renderings or models for the CITY's use. e. Preparing documents for alternate Proposals requested by the CITY for work that is not executed for documents for out-of-sequence work. f. Investigations and studies involving but not limited to, detailed considerations of operations, maintenance, and overhead expenses; providing value engineering during the course of design; the preparation of feasibility studies; cash flow and economic evaluations, rate schedules, and appraisals; assistance in obtaining financing for a project; evaluating processes available for licensing and assisting the CITY in obtaining process licensing; detailed quantity surveys of material, equipment and labor, and audits or inventories required in connection with construction performed by the CITY. g. Assistance in connection with Proposal/proposal protests, re-bidding or re- negotiating contracts for construction, materials, equipment, or services, unless the need for such assistance is reasonably determined by the CITY to be caused by the VENDOR (e.g. defective plans and/or specifications which inhibit contractors from submitting proposals)in which event there shall be no additional cost for the provision of such services. h. Preparing to serve or serving as a VENDOR or witness for the CITY in any litigation, arbitration, or other legal or administrative proceeding. i. Additional services in connection with a project not otherwise provided for in this Agreement. RFQ CW24-001 General Engineering Consulting Services A-7 839 j. Services in connection with a field order or change order requested by the CITY. k. Providing artwork, models, or renderings as requested by the CITY. 1.21 When required by the Construction Contract documents in circumstances beyond the VENDOR'S control, and upon the CITY'S authorization, it will furnish the following additional services. a. Services in connection with work changes necessitated by unforeseen conditions encountered during construction. b. Services after the award of each contract in evaluating and determining the acceptability of an unreasonable or excessive number of claims submitted by Contractor, except to the extent such claims are caused by the errors or omissions of the VENDOR. c. Additional or extended services during construction made necessary by 1) work damaged by fire or other cause during construction, 2) a significant amount of defective or negligent work of any contractor, 3)acceleration of the progress schedule involving services beyond normal working hours, or 4) default by any contractor; provided however, if a fire occurs as a direct result of errors or omissions in the design by the VENDOR or if the VENDOR fails to notify the Contractor of the deficient quality of their workmanship pursuant to VENDOR'S duties as described in the Contract Documents, the VENDOR's additional services shall be deemed part of Basic Services and compensated as such. d. Services in connection with any partial utilization of any part of a project by the CITY prior to Substantial Completion. e. Services to evaluate the propriety of substitutions or design alternates proposed by the Contractor and involving methods of construction, materials, or major project components either during bidding and/or Negotiation services or Construction Contract award. The cost of such services shall be borne by the Contractor, and this requirement shall be included in the construction contract. f. Services in making revisions to drawings and specifications occasioned by the acceptance of substitutions proposed by the Contractor, unless such substitutions are due to a design error by the VENDOR in which case such services shall be deemed Basic Services. Except when caused by a design error by the VENDOR, the cost of such services shall be borne by the Contractor, and this requirement shall be included in the construction contract. 1.22 CITY'S RESPONSIBILITIES 1.22.1 The CITY shall do the following in a timely manner so as not to delay the services of the VENDOR: 1.22.2 Designate in writing a person or persons to act as the CITY's representative with respect to the services to be rendered under this Agreement. Such person(s) shall have complete authority to transmit instructions and receive information with respect to the VENDOR'S services for a particular project.The CITY may have multiple CITY Representative(s) or project managers during the performance of this Agreement based on the specific Task Orders from each of the Scope Categories. 1.22.3 Provide all criteria and full information as to the CITY's requirements for the Project, including design objectives and constraints, space, capacity and performance requirements, flexibility and expandability, and any budgetary limitations. 1.22.4 Assist the VENDOR by providing, at the VENDOR's request, all available information pertinent to the Project, including previous reports and any other data relative to the design or construction of the project. RFQ CW24-001 General Engineering Consulting Services A-8 840 1.22.5 Furnish to the VENDOR, if required for the performance of VENDOR's services except where otherwise furnished by the VENDOR as Additional Services), the following: 1.22.6 Data prepared by, or services of others, including without limitations borings, probings and subsurface explorations, hydrographic surveys, laboratory tests, and inspection of samples, materials, and equipment; 1.22.6.1 Appropriate professional interpretations of all of the foregoing; 1.22.6.2 Environmental assessment and impact statements; 1.22.6.3 Property, boundary, easement, right-of-way, topographic and utility surveys; 1.22.6.4 Property descriptions; 1.22.6.5 Zoning, deed, and other land use restrictions; 1.22.6.6 Approval and permits required in the CITY's jurisdiction and those from outside agencies unless such approvals and permits are the responsibility of the VENDOR; and 1.22.6.7 Arrange for access to make all provisions for the VENDOR to enter upon the CITY's property as required for the VENDOR to perform services under this Agreement. 1.22.6.8 Consistent with the professional standard of care and unless otherwise specifically provided herein, VENDOR shall be entitled to rely upon the accuracy of data and information provided by the CITY or others without independent review or evaluation. 1.23 SEQUENCE OF EVENTS 1.23.1 Following receipt of any Task Order, the VENDOR shall submit to the CITY, at least five (5) business days prior to actual commencement of services, a schedule of services and expenses for approval by the CITY before any services commence. The CITY reserves the right to make changes to the sequence as necessary to facilitate the services or to minimize any conflict with operations. 1.23.2 Task Orders will be issued to the VENDOR in the order in which the CITY wishes, and shall be performed and completed in the order they are issued, unless otherwise specifically permitted by the CITY. Minor adjustments to the timetable for completion approved by the CITY in advance, in writing, shall not constitute non-performance by VENDOR pursuant to this Agreement. 1.23.3 In accordance with the CITY's Purchasing Policy Manual, proposals received by the VENDOR as a result of a Task Order that exceeds the Procurement threshold amount, will require approval from CITY Commission before the execution of services. 1.23.4 When the CITY issues Task Orders to the VENDOR, each authorization shall contain a stated completion schedule. If caused by the negligent errors or omissions of VENDOR, failure of the VENDOR to meet the stated schedule shall constitute a default for which payment for services may be withheld until default is cured. Time extensions will be reviewed upon request for extenuating circumstances. 1.23.5 It is anticipated and intended that the VENDOR will be authorized to begin new Task Order(s) on a "rolling" basis, as some already assigned Task Orders near timely completion. If a subsequent Task Order is issued to the VENDOR before it has completed the current Task Order, the completion date for each Task Order will remain independent of each other so that the VENDOR will prioritize the uncompleted Task Order from the first Task Order and finish as soon as practical. Failure to RFQ CW24-001 General Engineering Consulting Services A-9 841 complete the"older"Task Orders in a timely manner may adversely impact continued early authorization to start subsequent work. 1.23.6 When the VENDOR has exceeded the stated completion date, including any extension for extenuating circumstances, which may have been granted, a written notice of Default will be issued within seven (7) calendar days of the date that the default became active with a requirement of seven (7) calendar days to cure said default, to the VENDOR and payment for services rendered shall be withheld until such time that the CITY has determined that default has been cured. 1.23.7 Should the VENDOR exceed the assigned completion time, the CITY reserves the right not to issue to the VENDOR any further Task Order(s) until such time as it is no longer in default and the VENDOR has demonstrated to the CITY's satisfaction, the reasons for tardy completion have been addressed and are not likely to be repeated in subsequent Task Orders. This restricted issuance provision may result in the VENDOR not being issued all of the planned work the CITY anticipated in this Agreement. The VENDOR shall have no right to the balance of any work or to any compensation associated with these non-issued Task Orders due to the VENDOR being rendered in default. 1.23.8 Should the VENDOR remain in default for a period of fifteen(15)consecutive calendar days beyond the time frame provided in Paragraph 1.23.6, the CITY may at its sole option retain another VENDOR to perform any Services arising out of this Agreement and/or terminate this Agreement. 1.24 DEFINITION OF DEFAULT 1.24.1 An event of default shall mean a material breach of this Agreement. Without limiting the generality of the foregoing and in addition to those instances referred to as a material breach, an event of default shall include the following: a. VENDOR has not performed services on a timely basis due to VENDOR's negligent errors or omissions; b. VENDOR has refused or failed to supply enough properly skilled personnel; c. VENDOR has failed to make prompt payments to VENDOR's sub-consultants or suppliers for any services after receiving payment from the CITY for such services or supplies; d. VENDOR has failed to obtain the approval of the CITY where required by this Agreement; e. VENDOR has refused or failed to provide the services as defined in this Agreement; f. VENDOR has filed bankruptcy or any other such insolvency proceeding and the same is not discharged within ninety(90) calendar days of such date; g. CITY has failed to make payments to VENDOR in accordance with the requirements of this Agreement; 1.24.2 In the event of Default, the VENDOR shall be liable for all damages resulting from the Default including: a. The difference between the amount that has been paid to the VENDOR and the amount required to complete the VENDOR's Services, provided the fees by the firm replacing the VENDOR are reasonable and the hourly rates do not exceed the VENDOR'S rates. This amount shall also include procurement and administrative costs incurred by the CITY. b. In the event of default by the City, VENDOR may suspend the Services pending receipt of such payment. 1.24.3. The CITY may take advantage of each and every remedy specifically existing at law or in equity. Each and every remedy shall be in addition to every other remedy given or otherwise existing and may be exercised from time to time and as often and in such order as may be deemed expedient by the CITY. The exercise or the beginning of RFQ CW24-001 General Engineering Consulting Services A-10 842 the exercise of one remedy shall not be deemed to be a waiver of the right to exercise any other remedy. The CITY's rights and remedies as set forth in this Agreement are not exclusive and are in addition to any other rights and remedies available to the CITY in law or in equity. 1.25 VENDOR shall not utilize the services of any sub-consultant without the prior written approval of CITY. The CITY's Representative during the performance of this Agreement shall be Keith Webber, 1.26 or Designee. The VENDOR's Representative during the performance of the Agreement shall be Suzanne 1.27 Mechler(mechlerse@cdmsmith.com). 2. TERM. The initial Agreement period shall be for an initial term of two (2) years, commencing on 11/19/2024, and shall remain in effect through 11/18/2026. The City reserves the right to automatically renew the Agreement for two (2) two-year renewals subject to termination clause(s) as provided herein. The City requires firm fixed rates for the initial agreement term. Either party must give a sixty 60) calendar day(s) written notice prior to the Agreement anniversary date of the intent to not renew for the renewal term. The initial term and any exercised renewal terms are collectively referred to as the "Term." Automatic renewal terms will be based on the same terms, conditions, pricing, specifications, and services herein. The VENDOR understands and acknowledges that all services to be performed will be governed by this Agreement and that there is no guarantee of any assignment, minimum amount of professional services, compensation, or future work being given to the VENDOR. 3. Limited Term Extension: The CITY may, at its sole discretion and without further City Commission action, extend the term of this Agreement for an additional one-hundred and eighty (180) calendar days (the "limited term extension") by filing a written notice signed by the Vendor and the City's Purchasing Department. At no time shall this limited term extension extend more than one-hundred eighty (180) calendar days beyond the expiration date of this Agreement without further City Commission approval. The VENDOR will be reimbursed for these services at the rate in effect when this limited term extension clause was invoked by the CITY. 4. TIME OF PERFORMANCE/METHOD OF ORDERING SERVICES. 4.1. Services under this Agreement shall commence upon the CITY's written notice to the VENDOR through an executed Task Order. The VENDOR shall perform all Services and provide all work products required pursuant to this Agreement and the specific Task Order by the sequence of events, or unless the CITY grants an extension of time in writing. 4.2. Limitations. No Task Order issued under this Agreement will be valid if the estimated construction cost of the specific project or the study activity fee exceeds the amounts set forth in Section 287.055, Florida Statutes. 4.3. VENDOR shall complete each Task Order executed during the Term without regard to whether such completion would cause Services to be performed after the expiration date of this Agreement. Any Task Order for which performance extends beyond the Term may be amended after that expiration date, provided that any additional Services, time, and compensation are permitted under this Agreement. The terms and conditions of this Agreement shall continue to govern Task Orders notwithstanding the expiration of this Agreement. 5. PAYMENT. The VENDOR shall be paid by the CITY for completed work and for Services rendered as follows: a. Payment for the Services provided by VENDOR shall be made in accordance with the Fee Schedule as provided in Exhibit B attached hereto. b. Payment as provided in this section by the CITY shall be full compensation for work performed, services rendered, and for all materials, supplies, equipment, and incidentals necessary to complete the Services. c. Compensation for vendor's sub-consultants will be negotiated based on each Task Order. Compensation will be through a direct mark-up in accordance with the Fee Schedule attached RFQ CW24-001 General Engineering Consulting Services A-11 843 hereto. Sub-consulting services shall be approved by the City's representative in writing prior to performance of the sub-consulting work. Consulting time for processing and management of the VENDOR's sub-consultant shall not be included in direct cost as the direct mark-up is applied for management efforts. d. The VENDOR may submit invoices to the CITY once per month during the progress of the Srevices for partial payment. Such invoices will be checked by the CITY, and upon approval thereof, payment will be made to the VENDOR in the amount approved. e. In certain cases where incremental billing for partially completed Services is permitted by the CITY's representative, the total incremental billings shall not exceed the percentage of estimated completion of identifiable deliverables or accepted deliverables as of the billing date. f. Computation of Time Charges/Not-to-Exceed Method of Payment: When a service is to be compensated based on time charge/not-to-exceed method, the VENDOR shall submit a not- to-exceed proposal to the CITY's representative for prior approval based on estimated labor hours and hourly rates,which shall not exceed the established hourly rates set forth in the Fee Schedule, plus any sub-consultant services and other related costs supporting the proposed Services. The CITY shall not be obligated to reimburse the VENDOR for costs incurred in excess of the total not-to-exceed cost amount. g. Final payment of any balance due to the VENDOR of the total Task Order price earned will be made promptly upon its ascertainment and verification by the CITY after the completion of the Services under this Agreement and its acceptance by the CITY. h. Final Invoice: In order for both parties herein to close their books and records, the VENDOR will clearly state"Final Invoice"on the VENDOR's final/last billing to the CITY. The final invoice certifies that all services have been properly performed and all charges and costs have been invoiced to the CITY. Since this account will thereupon be closed, any other further charges, if not properly included on this invoice, are considered waived by the VENDOR. i. The VENDOR's records and accounts pertaining to this Agreement are to be kept available for inspection by representatives of the CITY and State for a period of five (5) years after the termination of the Agreement. Copies shall be made available upon request. j. Hourly rates shall remain fixed and firm for the initial two (2) year period of this Agreement. Cost of subsequent years and any extension terms shall be subject to an adjustment only if increases incur in the industry. However, unless very unusual and significant changes as determined by the City, have occurred in the industry, such increases shall not exceed 5% per year, or whichever is less, the latest yearly percentage increase in the All Urban Consumer Price Index (CPI-U) (National) as published by the Bureau of Labor Statistics, U.S. Department of Labor. The yearly increase or decrease in the CPI shall be based on the latest index published and available ninety (90) calendar days prior to the end of the Agreement year then in effect, compared to the index for the same month one (1) year prior. Any requested cost increase shall be fully documented and submitted to the CITY at least sixty 60) calendar days prior to the Agreement anniversary date. Any approved cost adjustments shall become effective upon the anniversary date of this Agreement. In the event the CPI or industry costs decline, the CITY shall have the right to receive from the VENDOR, a reasonable reduction in costs that reflect such changes in the industry. All rate increases above 2% must be approved by the City Commission on the recommendation of the Director of Financial Services. k. The CITY may after examination, refuse to accept the adjusted costs if they are not properly documented, increases are considered to be excessive, or decreases are considered to be insufficient. In the event the CITY does not wish to accept the adjusted costs and the matter cannot be resolved to the satisfaction of the CITY, the Agreement may be canceled by the CITY upon giving thirty(30) calendar days' written notice to the VENDOR. I. All payments shall be governed by the Local Government Prompt Payment Act, as set forth in Part VII, Chapter 218, Florida Statutes. RFQ CW24-001 General Engineering Consulting Services A-12 844 6. OWNERSHIP AND USE OF DOCUMENTS. Upon completion of any project / Task Order and final payment to VENDOR, all documents, drawings, specifications, and other materials produced by the VENDOR in connection with the services rendered under this Agreement shall be the property of the CITY whether the project for which they are made is executed or not. Notwithstanding the foregoing, the VENDOR shall maintain the rights to reuse standard details and other design copies, including reproducible copies, of drawings and specifications for information, reference, and use in connection with VENDOR's endeavors. Any use of the documents for purposes other than as originally intended by this Agreement,without the written consent of VENDOR, shall be at the CITY's sole risk and without liability to VENDOR and VENDOR's sub-consultants. 7. FUNDING.This Agreement shall remain in full force and effect only as long as the expenditures provided in the Agreement have been appropriated by the CITY in the annual budget for each fiscal year of this Agreement, and is subject to termination based on lack of funding. 8. WARRANTIES AND REPRESENTATIONS. VENDOR represents and warrants to the CITY that it is competent to engage in the scope of services contemplated under this Agreement and that it will retain and assign qualified professionals to all assigned projects during the term of this Agreement. VENDOR's Services shall meet or exceed the standard of care and skill ordinarily used by members of VENDOR's profession practicing under similar circumstances. In submitting its response to the RFQ, VENDOR has represented to CITY that certain individuals employed by VENDOR shall provide services to CITY pursuant to this Agreement. CITY has relied upon such representations. Therefore,VENDOR shall not change the designated Project Manager for any project without the advance written approval of the CITY, which consent may be withheld in the sole and absolute discretion of the CITY. 9. COMPLIANCE WITH LAWS. VENDOR shall, in performing the services contemplated by this Agreement, faithfully observe and comply with all federal, state, and local laws, ordinances, and regulations that are applicable to the services to be rendered under this Agreement. 10. INDEMNIFICATION. The VENDOR shall indemnify and hold harmless CITY and its current, past, and future officers and employees from liabilities, damages, losses, and costs, including, but not limited to, reasonable attorneys'fees,to the extent caused by the negligence, recklessness,or intentionally wrongful conduct of VENDOR or other persons employed or utilized by VENDOR in the performance of this Agreement. Neither party to this Agreement shall be liable to any third party claiming directly or through the other respective party, for any special, incidental, indirect, or consequential damages of any kind, including but not limited to lost profits or use that may result from this Agreement or out of the services or goods furnished hereunder. B. The parties understand and agree that the covenants and representations relating to this indemnification provision shall survive the term of this Agreement and continue in full force and effect as to the party's responsibility to indemnify. C. Nothing contained herein is intended nor shall be construed to waive CITY's rights and immunities under the common law or§768.28, Fla. Stat., as may be amended from time to time. PURSUANT TO FLORIDA STATUTE, NO INDIVIDUAL DESIGN PROFESSIONAL EMPLOYED BY OR ACTING AS AN AGENT OF VENDOR MAY BE HELD INDIVIDUALLY LIABLE FOR DAMAGES RESULTING FROM THE NEGLIGENCE OCCURRING WITHIN THE COURSE AND SCOPE OF THIS AGREEMENT 11. INSURANCE. A. During the performance of the services under this Agreement, VENDOR shall maintain the following insurance policies, and provide originals or certified copies of all policies to CITY's Risk Management Director. All policies shall be written by an insurance company authorized to do business in Florida. VENDOR shall be required to obtain all applicable insurance coverage, as indicated below, prior to commencing any service pursuant to this Agreement: a. Worker's Compensation Insurance: The VENDOR shall procure and maintain for the life of this Agreement, Worker's Compensation Insurance covering all employees RFQ CW24-001 General Engineering Consulting Services A-13 845 with limits meeting all applicable state and federal laws. This coverage shall include Employer's Liability with limits meeting all applicable state and federal laws. This coverage must extend to any subcontractor that does not have their own Worker's Compensation and Employer's Liability Insurance. The policy must contain a waiver of subrogation in favor of the City of Boynton Beach, executed by the insurance company. b. Comprehensive General Liability: The VENDOR shall procure and maintain for the life of this Agreement, Comprehensive General Liability Insurance. This coverage shall be on an "Occurrence" basis. Coverage shall include Premises and Operations; Independent consultants, Products-Completed Operations, and Contractual Liability with specific reference to Article 7, "Indemnification" of this Agreement. This policy shall provide coverage for death, personal injury, or property damage that could arise directly or indirectly from the performance of this Agreement. VENDOR shall maintain a minimum coverage of $1,000,000 per occurrence and $1,000,000 aggregate for personal injury/and $1,000.000 per occurrence/aggregate for property damage. The general liability insurance shall include the CITY as an additional insured and shall include a provision prohibiting cancellation of the policy upon thirty(30)calendar days prior written notice to the CITY. c. Business Automobile Liability: The VENDOR shall procure and maintain, for the life of this Agreement, Business Automobile Liability Insurance. The VENDOR shall maintain a minimum amount of$1,000,000 combined single limit for bodily injury and property damage liability to protect the VENDOR from claims for damage for bodily and personal injury, including death, as well as from claims for property damage, which may arise from the ownership, use of maintenance of owned and non-owned automobile, included rented automobiles, whether such operations be by the VENDOR or by anyone directly or indirectly employed by the VENDOR. d. Professional Liability (Errors and Omissions) Insurance: The VENDOR shall procure and maintain for the life of this Agreement in the minimum amount of 1,000,000 per occurrence. e. Umbrella/Excess Liability Insurance: in the amount of $1,000,000.00 as determined appropriate by the CITY depending on the type of job and exposures contemplated. Coverage must follow the form of the General Liability, Auto Liability, and Employer's Liability. This coverage shall be maintained for a period of no less than the later of three (3) years after the delivery of goods/services or final payment pursuant to the Agreement. B. VENDOR shall provide the CITY with all Certificates of Insurance required under this section prior to beginning performance under this Agreement. Failure to maintain the required insurance will be considered a default of the Agreement. C. The CITY shall be named as an additional insured. The coverage shall contain no limitations on the scope of protection afforded to the CITY, its officers,officials,employees,or volunteers.A current valid insurance policy meeting the requirements herein identified shall be maintained during the duration of this Agreement, and shall be endorsed to state that coverage shall not be suspended, voided, or canceled by either party, reduced in coverage in limits except after thirty (30) calendar days prior written notice by either certified mail, return receipt requested, has been given to the CITY. D. The CITY reserves the right to reasonably require any additional insurance coverage or increased limits as determined necessary by the Risk Management Director. The CITY reserves the right to review, modify, reject, or accept any required policies of insurance, including limits, coverage, or endorsements throughout the term of the Agreement. 12. INDEPENDENT VENDOR/CONTRACTOR. The VENDOR and the CITY agree that the VENDOR is an independent vendor/contractor with respect to the services provided pursuant to this Agreement. Nothing in this Agreement shall be considered to create the relationship of employer and employee between the parties hereto. Neither VENDOR nor any employee of VENDOR shall be entitled to any benefits accorded CITY employees by virtue of the services provided under this Agreement. The CITY shall not be responsible for withholding or otherwise deducting federal income tax or Social Security or for contributing RFQ CW24-001 General Engineering Consulting Services A-14 846 to the state industrial insurance program, otherwise assuming the duties of an employer with respect to VENDOR, or any employee of VENDOR. 13. COVENANT AGAINST CONTINGENT FEES. The VENDOR warrants that he has not employed or retained any company or person, other than a bona fide employee working solely for the VENDOR, to solicit or secure this Agreement, and that it has not paid or agreed to pay any company or person, other than a bona fide employee working solely for the VENDOR any fee, commission, percentage, brokerage fee, gifts, or any other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, the CITY shall have the right to annul this Agreement without liability or, in its discretion to deduct from the Agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. 14. TRUTH-IN-NEGOTIATION CERTIFICATE. A. Execution of this Agreement by the VENDOR shall act as the execution of a truth-in-negotiation certificate certifying that the wage rates and costs used to determine the compensation provided for in this Agreement is accurate, complete, and current as of the date of the Agreement and no higher than those charged the VENDOR's most favored customer for the same or substantially similar service. B. The said rates and cost shall be adjusted to exclude any significant sums should the CITY determine that the rates and costs were increased due to inaccurate, incomplete, or non-current wage rates or due to inaccurate representations of fees paid to outside VENDORs. The CITY shall exercise its rights under this "Certificate"within one (1)year following payment. 15. SUBCONTRACTING. A. VENDOR shall not utilize the services of any sub-consultant without the prior written approval of CITY B. The CITY reserves the right to accept the use of a sub-consultant or to reject the selection of a particular sub-consultant and to inspect all facilities of any sub-consultant in order to make a determination as to the capability of the sub-consultant to perform properly under this Agreement. If the VENDOR uses any sub-consultants on this project, the following provisions of this Article shall apply: C. If a sub-consultant fails to perform or make progress, as required by this Agreement, and it is necessary to replace the sub-consultant to complete the Services in a timely fashion, the VENDOR shall promptly do so, subject to acceptance of the new sub-consultant by the CITY. The substitution of a sub-consultant shall not be adequate cause to excuse a delay in the performance of any portion of this Agreement as set forth in the Scope of Work or applicable Task Order. D. The VENDOR, its sub-consultants, agents, servants, or employees agree to be bound by the terms and conditions of this Agreement and its agreement with any sub-consultant for work to be performed for the CITY the VENDOR must incorporate the terms of this Agreement. 16. DISCRIMINATION PROHIBITED. The VENDOR, with regard to the work performed by it under this Agreement, will not discriminate on the grounds of race, color, national origin, religion, creed, age, sex, or the presence of any physical or sensory handicap in the selection and retention of employees or procurement of materials or supplies. 17. ASSIGNMENT. The VENDOR shall not sublet or assign any of the services covered by this Agreement without the express written consent of the CITY. 18. NON-WAIVER.A waiver by either CITY or VENDOR of any breach of this Agreement shall not be binding upon the waiving party unless such waiver is in writing. In the event of a written waiver, such a waiver shall not affect the waiving party's rights with respect to any other or further breach. The making or acceptance of a payment by either party with knowledge of the existence of a default or breach shall not operate or be construed to operate as a waiver of any subsequent default or breach. 19. TERMINATION. RFQ CW24-001 General Engineering Consulting Services A-15 847 A. Termination for Convenience. This Agreement may be terminated by the CITY for convenience, upon fourteen (14) calendar days of written notice by the terminating party to the other party for such termination in which event the VENDOR shall be paid its compensation for services performed to the termination date, including services reasonably related to termination. In the event that the VENDOR abandons the Agreement or causes it to be terminated,the VENDOR shall indemnify the CITY against loss pertaining to this termination. B. Termination for Cause. In addition to all other remedies available to CITY, this Agreement shall be subject to cancellation by CITY for cause, should VENDOR neglect or fail to perform or observe any of the terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of thirty (30) calendar days after receipt by VENDOR of written notice of such neglect or failure. 20. DISPUTES. A. Any and all legal action necessary to enforce the terms of this Agreement shall be governed by the laws of the State of Florida. Any legal action arising from the terms of this Agreement shall be submitted to a court of competent jurisdiction exclusively located in Palm Beach County. B. Correction of Work. If, in the judgment of CITY, work provided by VENDOR does not conform to the requirements of this Agreement, or if the work exhibits poor workmanship, CITY reserves the right to require that VENDOR correct all deficiencies in the work to bring the work into conformance without additional cost to CITY, and/or replace any personnel who fail to perform in accordance with the requirements of this Agreement. CITY shall be the sole judge of non-conformance and the quality of workmanship. C. Remedies in Default. In case of default by VENDOR, CITY shall notify VENDOR, in writing, of such abandonment, delay, refusal, failure, neglect, or default and direct VENDOR to comply with all provisions of the Agreement. If the abandonment, delay, refusal,failure, neglect,or default is not cured within seven (7) calendar days of when notice was sent by CITY, CITY may declare a default of the Agreement and notify VENDOR of such declaration of default and terminate the Agreement. a. Upon such declaration of default, all payments remaining due VENDOR at the time of default, less all sums due CITY for damages suffered or expenses incurred by reason of default, shall be due and payable to VENDOR. b. CITY may complete the Agreement, or any part thereof, either by day labor, use of a subcontractor, or by re-letting a contract for the same, and procure the equipment and the facilities necessary for the completion of the Agreement, and charge the cost of same to VENDOR together with the costs incident thereto to such default. c. In the event CITY completes the Agreement at a lesser cost than would have been payable to VENDOR under this Agreement, if the same had been fulfilled by VENDOR, CITY shall retain such differences. Should such cost to CITY be greater, VENDOR shall pay the amount of such excess to the CITY. d. Notwithstanding the other provisions in this Article, CITY reserves the right to terminate the Agreement at any time,whenever the service provided by VENDOR fails to meet reasonable standards of the trade after CITY gives written notice to the VENDOR of the deficiencies as set forth in the written notice within thirty(30) calendar days of the receipt by VENDOR of such notice from CITY. 21. UNCONTROLLABLE FORCES. 21.1 Neither the CITY nor VENDOR shall be considered to be in default of this Agreement if delays in or failure of performance shall be due to Uncontrollable Forces, the effect of which, by the exercise of reasonable diligence, the non-performing party could not avoid. The term Uncontrollable Forces" shall mean any event which results in the prevention or delay of performance by a party of its obligations under this Agreement and which is beyond the reasonable control of the non-performing party. It includes, but is not limited to fire, flood, RFQ CW24-001 General Engineering Consulting Services A-16 848 earthquakes, storms, lightning, epidemic, war, riot, civil disturbance, sabotage, and governmental actions. 21.2 Neither party shall, however, be excused from performance if non-performance is due to forces,which are preventable, removable, or remediable, and which the non-performing party could have, with the exercise of reasonable diligence, prevented, removed, or remedied with reasonable dispatch. The non-performing party shall, within a reasonable time of being prevented or delayed from performance by an uncontrollable force, give written notice to the other party describing the circumstances and uncontrollable forces preventing continued performance of the obligations of this Agreement. 22. CITY PROVIDED INFORMATION AND SERVICES. 22.1 CITY shall furnish VENDOR available studies, reports, and other data pertinent to VENDOR'S services; obtain or authorize VENDOR to obtain or provide additional reports and data as required; furnish to VENDOR services of others required for the performance of VENDOR's Services hereunder, and VENDOR shall be entitled to use and rely upon all such information and services provided by CITY or others in performing VENDOR's Services under this Agreement. 23. ESTIMATES AND PROJECTIONS. 23.1 In providing opinions of cost, financial analyses, economic feasibility projections, and schedules for potential projects, VENDOR has no control over cost or price of labor and material; unknown or latent conditions of existing equipment or structures that may affect operation and maintenance costs;competitive bidding procedures and market conditions;time or quality of performance of third parties; quality, type, management, or direction of operating personnel; and other economic and operational factors that may materially affect the ultimate project cost or schedule. Therefore, VENDOR makes no warranty that CITY's actual project costs, financial aspects, economic feasibility, or schedules will not vary from VENDOR's opinions, analyses, projections, or estimates. 24. THIRD PARTIES. 24.1 The services to be performed by VENDOR are intended solely for the benefit of CITY. No person or entity not a signatory to this Agreement shall be entitled to rely on VENDOR's performance of its services hereunder, and no right to assert a claim against VENDOR by assignment of indemnity rights or otherwise shall accrue to a third party as a result of this Agreement or the performance of VENDOR's services hereunder. 25. NOTICES. Notices to the CITY shall be sent to the following address: Daniel Dugger, City Manager City of Boynton Beach 100 E. Ocean Avenue Boynton Beach, FL 33435 Telephone No. (561) 742-6000 Notices to VENDOR shall be sent to the following address: ATTN: Suzanne Mechler CDM Smith, Inc. Address: 621 NW 53rd Street Suite 265 Boca Raton, FL 33487 Phone: 561-571-3800 Email: mechlersecdmsmith.com 26. INTEGRATED AGREEMENT. This Agreement, together with RFQ and any addenda and/or attachments, represents the entire and integrated Agreement between the CITY and the VENDOR and supersedes all RFQ CW24-001 General Engineering Consulting Services A-17 849 prior negotiations, representations, or agreements, written or oral. This Agreement may be amended only by written instrument signed by both CITY and VENDOR. 27. PUBLIC RECORDS.The CITY is a public agency subject to Chapter 119, Florida Statutes. The VENDOR shall comply with Florida's Public Records Law. Specifically, the VENDOR shall: A. Keep and maintain public records required by the CITY to perform the service; B. Upon request from the CITY's custodian of public records, provide the CITY with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Fla. Stat. or as otherwise provided by law; C. Ensure that public records that are exempt or that are confidential and exempt from public record disclosure requirements are not disclosed except as authorized by law for the duration of the Agreement term and, following completion of the Agreement, VENDOR shall maintain in a secured manner all copies of such confidential and exempt records remaining in its possession once the VENDOR transfers the records in its possession to the CITY; and D. Upon completion of the Agreement, VENDOR shall transfer to the CITY, at no cost to the CITY,all public records in VENDOR's possession.All records stored electronically by VENDOR must be provided to the CITY, upon request from the CITY's custodian of public records, in a format that is compatible with the information technology systems of the CITY. IF THE VENDOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE VENDOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS: CITY CLERK 100 E. OCEAN AVENUE BOYNTON BEACH, FLORIDA, 33435 TELEPHONE: 561-742-6060 CityClerk(a bbfl.us 28. E-VERIFY. 28.1 VENDOR certifies that it is aware of and complies with the requirements of Section 448.095, Florida Statutes, as may be amended from time to time and briefly described herein below. Definitions for this Section: A. "Contractor, Vendor, Proposer, Consultant" means a person or entity that has entered or is attempting to enter into a contract with a public employer to provide labor, supplies, or services to such employer in exchange for a salary, wages, or other remuneration. "Contractor" includes, but is not limited to, a vendor or consultant. B. "Subcontractor" means a person or entity that provides labor, supplies, or services to or for a contractor or another subcontractor in exchange for a salary, wages, or other remuneration. C. "E-Verify system" means an Internet-based system operated by the United States Department of Homeland Security that allows participating employers to electronically verify the employment eligibility of newly hired employees. RFQ CW24-001 General Engineering Consulting Services A-18 850 28.1.2 Registration Requirement; Termination: Pursuant to Section 448.095, Florida Statutes, effective January 1, 2021, Contractors, shall register with and use the E- Verify System in order to verify the work authorization status of all newly hired employees. Contractor shall register for and utilize the U.S. Department of Homeland Security's E-Verify System to verify the employment eligibility of: A. All persons employed by a Contractor to perform employment duties within Florida during the term of the Agreement; B. All persons (including sub-vendors/sub-consultants/sub-contractors) assigned by Contractor to perform work pursuant to the contract with the City of Boynton Beach. The Contractor acknowledges and agrees that registration and use of the U.S. Department of Homeland Security's E-Verify System during the term of the contract is a condition of the contract with the City of Boynton Beach; and C. By entering into this Agreement, the Contractor shall comply with the provisions of Section 448.095, Fla. Stat., "Employment Eligibility," as amended from time to time. This includes, but is not limited to registration and utilization of the E-Verify System to verify the work authorization status of all newly hired employees. Contractor shall also require all subcontractors to provide an affidavit attesting that the subcontractor does not employ, contract with, or subcontract with, an unauthorized alien. The Contractor shall maintain a copy of such affidavit for the duration of the contract. 28.1.3 Contract Termination. If the City has a good faith belief that a person or entity with which it is contracting has knowingly violated s. 448.09 (1), Fla. Stat., the contract shall be terminated 29. SCRUTINIZED COMPANIES 287.135 and 215.473. By execution of this Agreement, VENDOR certifies that VENDOR is not participating in a boycott of Israel. VENDOR further certifies that VENDOR is not on the Scrutinized Companies that Boycott Israel list, not on the Scrutinized Companies with Activities in Sudan List, and not on the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or has VENDOR been engaged in business operations in Syria. Subject to limited exceptions provided in state law, the City will not contract for the provision of goods or services with any scrutinized company referred to above. Submitting a false certification shall be deemed a material breach of contract. The CITY shall provide notice, in writing, to VENDOR of the CITY's determination concerning the false certification. VENDOR shall have five (5)calendar days from receipt of notice to refute the false certification allegation. If such false certification is discovered during the active contract term, VENDOR shall have ninety(90)calendar days following receipt of the notice to respond in writing and demonstrate that the determination of false certification was made in error. If VENDOR does not demonstrate that the CITY's determination of false certification was made in error then the CITY shall have the right to terminate the contract and seek civil remedies pursuant to Section 287.135, Florida Statutes, as amended from time to time. 30. SOVEREIGN IMMUNITY. Nothing contained herein is intended to serve as a waiver of sovereign immunity by the CITY or as a waiver of limits of liability or rights the CITY may have under the doctrine of sovereign immunity or under Section 768.28, Florida Statutes. 31. CONFLICTS. If there is a conflict or inconsistency between any term, statement, requirement, or provision of this Agreement, Exhibits, any Task Order, VENDOR's Proposal, or other documents incorporated into this Agreement, such conflict shall be resolved pursuant to the following order of precedence (1) this Agreement, (2) any Task Order, (3)the RFQ, and (4)VENDOR's Proposal. 32. COMPLIANCE WITH STATE ENERGY POLICY AND CONSERVATION ACT.VENDOR shall comply with all mandatory standards and policies relating to energy efficiency contained in the State energy conservation plan issued in compliance with the Energy Policy and Conservation Act(Pub. L. 94-163, 89 Stat. 871). 33. DOMESTIC PREFERENCE FOR PROCUREMENTS. As appropriate and to the extent consistent with law, the VENDOR should,to the greatest extent practicable, provide a preference for the purchase, acquisition,or use of goods, products, or materials produced in the United States. This includes, but is not limited to iron, aluminum, steel, cement, and other manufactured products. For purposes of this clause: Produced in the United States means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. Manufactured products mean items RFQ CW24-001 General Engineering Consulting Services A-19 851 and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe;aggregates such as concrete;glass, including optical fiber; and lumber. 34. LICENSE AND DELIVERY OF WORKS SUBJECT TO COPYRIGHT AND DATA RIGHTS. If applicable,the VENDOR grants to CITY, a paid-up, royalty-free, nonexclusive, irrevocable, worldwide license in data first produced in the performance of this contract to reproduce, publish, or otherwise use, including prepare derivative works, distribute copies to the public, and perform publicly and display publicly such data. For data required by the contract but not first produced in the performance of this Agreement, VENDOR will identify such data and grant to the CITY or acquire on its behalf a license of the same scope as for data first produced in the performance of this contract. Data, as used herein,shall include any work subject to copyright under 17 U.S.C. § 102, for example, any written reports or literary works, software and/or source code, music, choreography, pictures or images, graphics, sculptures, videos, motion pictures or other audiovisual works, sound and/or video recordings, and architectural works. Upon or before the completion of this Agreement, VENDOR will deliver to the VENDOR data first produced in the performance of this contract and data required by the contract but not first produced in the performance of this Agreement in formats acceptable by VENDOR. 35. ENTITIES OF FOREIGN CONCERN. The provisions of this section apply only if Vendor or any subcontractor will have access to an individual's personal identifying information under this Agreement. VENDOR represents and certifies: (i) VENDOR is not owned by the government of a foreign country of concern; (ii) the government of a foreign country of concern does not have a controlling interest in VENDOR; and (iii) VENDOR is not organized under the laws of and does not have its principal place of business in, a foreign country of concern. Prior to VENDOR and any subcontractor having access to personal identifying information pursuant to this Agreement, VENDOR and any subcontractor shall submit to City executed affidavit(s) under penalty of perjury, in a form approved by City attesting that the entity does not meet any of the criteria in Section 287.138(2), Florida Statutes.Compliance with the requirements of this section is included in the requirements of a proper invoice. Terms used in this section that are not otherwise defined in this Agreement shall have the meanings ascribed to such terms in Section 287.138, Florida Statutes. 36. ANTI-HUMAN TRAFFICKING. On or before the Effective Date of this Agreement, VENDOR shall provide CITY with an affidavit attesting that the VENDOR does not use coercion for labor or services,in accordance with Section 787.06(13), Florida Statutes. 37. COUNTRIES OF CONCERN. VENDOR represents that it is, and for the duration of the Term will remain, in compliance with Section 286.101, Florida Statutes. 38. DULY LICENSED. VENDOR represents that it is duly licensed in Florida to perform the Services under this Agreement and that it will continue to maintain all licenses and approvals required to conduct its business. SIGNATURE PAGE FOLLOWS RFQ CW24-001 General Engineering Consulting Services A-20 852 This Agreement will take effect once signed by both parties. This Agreement may be signed by the parties in counterparts which together shall constitute one and the same agreement among the parties. A facsimile signature shall constitute an original signature for all purposes." IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiple copies, each of which shall be considered an original on the following dates: DATED this "ay of AiD 0 200_. CITY OF BOYNTON BEACH F.: . AO, ,, 2, 102r. at k t+1,1 Ty Pense_,•,, or Aut orized Official Name), (Vendor) AtA1U'L Cif\ tC_\\-C( Print Name of Authorized Official I i( Pres, A-} Title o o i l i i I i i , I SMIT/y gyp • 4, V C+ ; pYNToA, 1 Cbr Qa eSRe 0:•00)0RgT.11' SEAL co SEAL s .:: z. Attest/i ythehttCiAt! i : INCORPORATED; $ S. 14 • 1920 19T,o,,,N`' 111 4 Ci.. /E L.4 t-4- 1``.,FCORID'Witness i ''LI Ai- ! ? Tarr Print Name Approved as to Form: W4A Shawna G. Lamb, 0 ice of the City Attorney Att:st/ then ated 4 , I r, '` Maylee I esus, City ClerkF RFQ CW24-001 General Engineering Consulting Services A-21 853 EXHIBIT A Form of Task Order CITY OF BOYNTON BEACH General Engineering Consulting Services Task Order Task Order No. Consultant: 1. Task/Project. Insert title and brief description) 2. Detailed Scope of Professional Services. A detailed scope of services under this Task Order, in accordance with the phases of service detailed in the Agreement, is attached as Exhibit 3. Deliverables and Schedule. For study/design related services: Consultant shall deliver to the City the deliverables specified at the time indicated on the attached Exhibit For project administration services: Consultant shall provide project/construction administration services in accordance with the Agreement and project schedule. 4. Compensation. The total estimated construction costs of the Project or the cost of the study or report for this Task Order may not exceed the amounts set forth in Section 287.055, Florida Statutes. The total Fee to be paid to the Consultant under this Task Order shall not exceed based on the hourly rates currently in effect under the Agreement. A detailed fee schedule is attached as Exhibit The payment schedule (based on deliverables) is attached as Exhibit 5. Agreement Reference. This Task Order shall be performed under the terms and conditions described within the General Engineering Consulting Services Agreement, dated 20 , by and between the City of Boynton Beach and Consultant"), Contract No. 6. Insurance. Consultant shall maintain insurance coverages in accordance with the Agreement and hereby confirms that Certificate(s) of Insurance evidencing current policies meeting the requirements of the Agreement are on file with the City as of the date of this Task Order. 7. Exhibits. All attached Exhibits are incorporated fully into this Task Order and the Agreement. RFQ CW24-001 General Engineering Consulting Services Task Order Form Exhibit A 854 8. Notice to Proceed (Task Order Form and Purchase Order). If checked, Consultant's receipt of a fully-executed copy of this Task Order and Purchase Order (PO) shall serve as the Notice to Proceed under this Task Order, effective as of the date the fully-executed Task Order was emailed to the Consultant. If checked, Consultant shall commence Services under this Task Order as specified in a forthcoming Purchase Order (PO) and Notice to Proceed. CONSULTANT: CITY OF BOYNTON BEACH By: By: Daniel Dugger, City Manager Print Name: Date: 20_ Date: 20_ City Attorney's Office Approved as to form and legality By: RFQ CW24-001 General Engineering Consulting Services Task Order Form Exhibit A 855 EXHIBIT B Fee Schedule PERSONNEL CLASSIFICATIONS HOURLY RATE Principal 300.00 Project Manager 280.00 Senior Engineer 260.00 Process Engineer 260.00 Sr. Electrical Engineer 270.00 Electrical Engineer 200.00 Process Control/Inst. Engineer 250.00 Sr. Mechanical Engineer 270.00 Mechanical Engineer 200.00 Engineer 200.00 Designer 180.00 GIS Specialist 200.00 Structural Engineer 160.00 Public Relations Specialist 170.00 Construction Inspector 180.00 Senior Rate Analyst 280.00 Clerical/Administrative 130.00 Reimbursable Expenses: Direct costs such as postage, prints, and delivery services will be billed at cost. Mark-up % Sub-Consultants Fee: 10 RFQ CW24-001 General Engineering Consulting Services Fee Schedule Exhibit B 856 ATTACHMENT "A" City of Boynton Beach Risk Management Department INSURANCE ADVISORY FORM Under the terms and conditions of all contracts,leases,and agreements,the City requires appropriate coverages listing the City of Boynton Beach as Additional Insured.This is done by providing a Certificate of Insurance listing the City as Certificate Holder" and "The City of Boynton Beach is Additional Insured as respect to coverages noted." Insurance companies providing insurance coverages must have a current rating by A.M. Best Co. of"B+"or higher. (NOTE:An insurance contract or binder may be accepted as proof of insurance if a Certificate is provided upon selection of vendor.) Thefollowing is a list of types of insurance required of contractors, lessees, etc., and the limits required by the City: NOTE:This list is not all inclusive, and the City reserves the right to require additional types of insurance, or to raise orlower the stated limits,based upon identified risk.) TYPE (Occurrence Based Only) MINIMUM LIMITS REQUIRED General Liability General Aggregate 1,000,000.00 Commercial General Liability Products-Comp/Op Agg. 1,000,000.00 Owners &Contractor's Protective (OCP) Personal &Adv. Injury 1,000,000.00 Asbestos Abatement Each Occurrence 1,000,000.00 Lead Abatement Fire Damage (any one fire) 50,000.00 Broad Form Vendors Med. Expense(any one person) $ 5,000.00 Premises Operations Underground Explosion&Collapse Products Completed Operations Contractual Independent Contractors Fire Legal Liability Professional Liability Aggregate 1,000,000.00 Automobile Liability Combined Single Limit 1,000,000.00 Any Auto All Owned Autos Hired Autos Non-Owned Autos Excess Liability Each Occurrence to be determined Umbrella Form Aggregate to be determined Worker's Compensation Statutory Limits Employer's Liability Each Accident 1,000,000.00 Disease, Policy Limit 1,000,000.00 Disease Each Employe 1,000,000.00 Property: Homeowners Revocable Permit 300,000.00 Builder's Risk Limits based on Project Cost Installation Floater Limits based on Project Cost Other-As Risk Identified to be determined INSURANCE ADVISORY FORM RFQ CW24-001 General Engineering Consulting Services Insurance Advisory 857 ATTACHMENT "B" h*on e AFFIDAVIT OF COMPLIANCE WITH FOREIGN ENTITY LAWS The undersigned,on behalf of the entity listed below("Entity"), hereby attests under penalty of perjury as follows: 1. Entity is not owned by the government of a foreign country of concern as defined in Section 287.138, Florida Statutes. (Source: § 287.138(2)(a), Florida Statutes) 2. The government of a foreign country of concern does not have a controlling interest in Entity. (Source: 287.138(2)(b), Florida Statutes) 3. Entity is not organized under the laws of, and does not have a principal place of business in, a foreign country of concern. (Source: § 287.138(2)(c), Florida Statutes) 4. The undersigned is authorized to execute this affidavit on behalf of Entity. October 18 Date: 2024 Signed: Entity: CDM Smith Inc. Name: Are Mechler Title: e President STATE OF Florida COUNTY OF Orange The foregoing instrument was acknowledged before me, by means of® physical presence or LI online notarization, this 18th day of October 20 24, by Suzanne Mechler as Vice President for CDM Smith Inc. who is ersonally known to me r who has produced as identification. ep( f Notary Public Signature: State of Florida at Large (Seal) Print Name: Kelsey Azadian Yn,KELSEYAZADIAN MY COMMISSION p HH 398510 EXPIRES:June 20,2027 My commission expires: June 20, 2027 Affidavit of Compliance with Foreign Entity Laws must be completed and returned with the signed Agreement RFQ CW24-001 General Engineering Consulting Services Affidavit of Compliance with Foreign Entity Laws 858 r Oe I (` o \ _ 4P rON 6 AFFIDAVIT OF COMPLIANCE WITH ANTI-HUMAN TRAFFICKING LAWS In accordance with section 787.06 (13), Florida Statutes, the undersigned, on behalf of the entity listed below("Entity"), hereby attests under penalty of perjury that: Entity does not use coercion for labor or services as defined in Section 787.06, Florida Statutes, entitled Human Trafficking." A20Date: October 18 24 Signed: Entity: CDM Smith Inc. Name: Arne Mechler Title: Vice President STATE OF Florida COUNTY OF Orange The foregoing instrument was acknowledged before me, by means of 431 physical presence or online notarization, this 18th of October day of _, 2024 by as Suzanne Mechler as Vice President for CDM Smith Inc. who is 4 .prsonally known to mor who has produced as Iden cation. Notary Public Signature: ' 41 / State of Fiorillo at I arae(Seall _ Print Name: Kelsey Azadian KELSEYAZADIAN MY COMMISSION#HH 398510 e: EXPIRES:June 20,2027 y commission expires: June 20, 2027 Affidavit of Compliance with Anti-Human Entity Laws must be completed and returned with the signed Agreement RFQ CW24-001 General Engineering Services Affidavit of Compliance with Anti-Human Trafficking Laws 859 City of Boynton Beach Agenda Item Request Form 8.A Public Hearing 6 P.M. or as soon thereafter as the agenda permits. The City Commission will conduct these public hearings in its dual capacity as Local Planning Agency and City Commission. 02/17/2026 Meeting Date: 02/17/2026 Proposed Ordinance No. 26-004- First Reading, An Ordinance of the City Commission of the City of Boynton Beach, Florida, Amending Chapter 2, Article I, Section 2 "Types of Land Development Applications;" and Chapter 2, Article II, Section 4.B "Community Design Appeal" to add an administrative approval process; providing for codification; conflicts; severability; and an effective date. Requested Action: Staff recommends approval of Proposed Ordinance No. 26-004, at first reading. Explanation of Request: Staff is proposing to add an administrative approval process for Community Design Appeal applications when the requests are appropriately mitigated and all associated applications for the applicable project may be administratively approved. All previous Community Design Appeal applications have been required to go to the City Commission and all have been approved. Allowing for an administrative approval process for applicable projects will serve to streamline development approval processes; therefore, reducing the amount of time for applicants. How will this affect city programs or services? No impact. Account Line Item and Description: N/A Fiscal Impact: N/A Attachments: Ord 26-004 Agenda_Item_4186-2026_Amending_LDR_-_Final (1).docx Staff Report - Community Design Appeal.docx Community Design Appeal LDR Amendment.docx Agenda Item 4186-2026 Business Impact Statement - Proposed Ordinance No. 26-XXX.docx 860 Page 1 of 11 CODING: Words in strike through type are deletions from existing law; Words in underlined type are additions. ORDINANCE NO. 26-004 1 2 AN ORDINANCE OF THE CITY COMMISSION OF THE CITY OF 3 BOYNTON BEACH, FLORIDA, AMENDING PART III, CHAPTER 2, 4 ARTICLE I, SECTION 2 TYPES OF LAND DEVELOPMENT APPLICATIONS; 5 AND CHAPTER 2, ARTICLE II, SECTION 4.B. COMMUNITY DESIGN 6 APPEAL; TO ADD AN ADMINISTRATIVE APPROVAL PROCESS; 7 PROVIDING FOR CODIFICATION; PROVIDING FOR SEVERABILITY; 8 PROVIDING FOR CONFLICTS; AND PROVIDING FOR AN EFFECTIVE 9 DATE. 10 11 WHEREAS, Part III “Land Development Regulations,” Chapter 2 “Land Development 12 Process”, Article I, Section 2 “Types of Land Development Applications” and Chapter 2, Article II 13 “Planning and Zoning Division Services,” Section 4.B. “Community Design Appeal,” of the City’s 14 Code of Ordinances currently regulates the procedures and applications for development 15 approval within the City; and 16 WHEREAS, the City Commission of the City of Boynton Beach, Florida, deems it to be in 17 the best interest of the citizens and residents of the City to update its regulations regarding the 18 procedures and applications for development approval within the City; and 19 WHEREAS, the Development Department would like to amend the City’s Land 20 Development Regulations to add an administrative approval process for Community Design 21 Appeal applications when the requests are appropriately mitigated and all associated applications 22 for the applicable project are administratively approved; and 23 WHEREAS, the City Commission has determined that this amendment serves the public 24 health, safety, and welfare of the citizens of the City of Boynton Beach; and 25 861 Page 2 of 11 CODING: Words in strike through type are deletions from existing law; Words in underlined type are additions. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COMMISSION OF THE CITY OF 26 BOYNTON BEACH, FLORIDA: 27 Section 1: The foregoing “WHEREAS” clauses are hereby ratified as being true and 28 correct and are hereby made a specific part of this Ordinance upon adoption hereof. 29 Section 2: The City’s Code of Ordinances, Part III “Land Development Regulations,” 30 Chapter 2 “Land Development Process” is hereby amended to read as follows: 31 PART III LAND DEVELOPMENT REGULATIONS 32 … 33 CHAPTER 2. LAND DEVELOPMENT PROCESS 34 … 35 ARTICLE I. OVERVIEW 36 … 37 Sec. 2. Types of Land Development Applications. 38 A. Table 2-1. Applications by City Departments. 39 Legend: 40 HRPB: Historic Resources Preservation Board 41 P&Z: Planning and Zoning Division 42 P&D: Planning and Development Board 43 CRA: Community Redevelopment Agency 44 CC: City Commission 45 862 Page 3 of 11 CODING: Words in strike through type are deletions from existing law; Words in underlined type are additions. APPLICATION TYPE CODE SECTION REVIEWING AUTHORITY (STAFF) APPROVING AUTHORITY PUBLIC HEARING REQUIRED? ARTICLE II. PLANNING AND ZONING DIVISION SERVICES Standard Applications Annexation Art II, Sec. 2.A. Director of P&Z CC Yes Comprehensive Plan Amendment Text Art. II, Sec. 2.B.2. City Initiated Only Future Land Use Map (FLUM) Art II, Sec. 2.B.3. Director of P&Z CC Yes Conditional Use Art. II, Sec. 2.C. Director of P&Z CC Yes Conditional Use Time Extension Art. II, Sec. 2.C.6. Rezoning Art. II, Sec. 2.D. Director of P&Z CC Yes* Master Plan (New) Art. II, Sec. 2.D.6. Master Plan Modification (Major) Art. II, Sec. 2.D.6.g. 863 Page 4 of 11 CODING: Words in strike through type are deletions from existing law; Words in underlined type are additions. APPLICATION TYPE CODE SECTION REVIEWING AUTHORITY (STAFF) APPROVING AUTHORITY PUBLIC HEARING REQUIRED? Master Plan Modification (Minor) Art. II, Sec. 2.D.6.h. Director of P&Z No Sign Program Art. II, Sec. 2.E. Director of P&Z Director of P&Z No Site Plan Review Art. II, Sec. 2.F. Director of P&Z CC Yes* Site Plan Time Extension Art. II, Sec. 2.F.6. Site Plan Modification (Major) Art. II, Sec. 2.F.7. Site Plan Modification (Minor) Director of P&Z No Vacation and Abandonment Art. II, Sec. 2.G. Director of P&Z CC Yes* Planned Industrial Development (PID) Applications Master Site Plan (New) PID Zoning District Only Art. II, Sec. 3.A. Director of P&Z CC Yes Master Site Plan Modification, Major Art. II, Sec. 3.A.6. 864 Page 5 of 11 CODING: Words in strike through type are deletions from existing law; Words in underlined type are additions. APPLICATION TYPE CODE SECTION REVIEWING AUTHORITY (STAFF) APPROVING AUTHORITY PUBLIC HEARING REQUIRED? Master Site Plan Modification, Minor Director of P&Z No Technical Site Plan (New) PID Zoning District Only Art. II, Sec. 3.B. Director of P&Z Director of P&Z No Technical Site Plan Modification, Major Art. II, Sec. 3.B.6. Technical Site Plan Modification, Minor Waiver Art. II, Sec. 3.C. Director of P&Z CC Yes Relief Applications Administrative Adjustment Art. II, Sec. 4.A. Director of P&Z Director of P&Z No Community Design Appeal Art. II, Sec. 4.B. Director of P&Z CC Yes Director of P&Z (For administratively approved projects as outlined in Chapter 2, Article II, Section 4.B Community Design Appeal) No (For administratively approved projects as outlined in Chapter 2, Article II, Section 4.B Community Design Appeal) 865 Page 6 of 11 CODING: Words in strike through type are deletions from existing law; Words in underlined type are additions. APPLICATION TYPE CODE SECTION REVIEWING AUTHORITY (STAFF) APPROVING AUTHORITY PUBLIC HEARING REQUIRED? Height Exception Art. II, Sec. 4.C. Director of P&Z CC Yes Reasonable Accommodation Art. II, Sec. 4.F. Director of P&Z Director of P&Z No Variance to Land Development Regulations Art. II, Sec. 4.D. Director of P&Z CC Yes* Waiver Art. II, Sec. 4.E. Director of P&Z See Site Plan Review See Site Plan Review Permit Applications Sign Permit Art. II, Sec. 5.A. Director of P&Z Director of P&Z No Zoning Permit Art. II, Sec. 5.B. Director of P&Z Director of P&Z No Historic Preservation Certificate of Appropriateness Art. II, Sec. 6.A. Director of P&Z HRPB Yes Historic District or Properties Designation Art. II, Sec. 6.B. Director of P&Z CC Yes* Historic Preservation Property Tax Art. II, Sec. 6.C. Director of P&Z CC Yes 866 Page 7 of 11 CODING: Words in strike through type are deletions from existing law; Words in underlined type are additions. APPLICATION TYPE CODE SECTION REVIEWING AUTHORITY (STAFF) APPROVING AUTHORITY PUBLIC HEARING REQUIRED? Exemption Application Other Applications Certificate of Conformity Art. II, Sec. 7.A. Director of P&Z Director of P&Z No Lot Line Modification Art. II, Sec. 7.B. Director of P&Z Director of P&Z No Mobile Vendor Approval Art. II, Sec. 7.C. Director of P&Z Director of P&Z No Mobile Vendor Assembly Art. II, Sec. 7.C. See Special Events See Special Events No Modification to Development Order Art. II, Sec. 7.D. Director of P&Z CC Yes Sidewalk Café Approval Art. II, Sec. 7.E. Director of P&Z CC No Zoning Verification Letter Art. II, Sec. 7.G. Director of P&Z Director of P&Z No 46 … 47 ARTICLE II. PLANNING AND ZONING DIVISION SERVICES 48 … 49 Sec. 4. Relief Applications. 50 867 Page 8 of 11 CODING: Words in strike through type are deletions from existing law; Words in underlined type are additions. … 51 B. Community Design Appeal. 52 1. General. 53 a. Purpose and Intent. The purpose of this subsection is to provide a relief process that allows for 54 deviations from specific build-to line requirements of Chapter 3, Article III and any community 55 design standard of Chapter 4 of these Land Development Regulations. The intent of this 56 application process is not to provide a means of circumventing such standards but to allow for 57 flexibility, and alternative ways to meet the intent of the Code to yield high quality design, 58 architectural detail, and visual interest without negative impacts to the subject site or surrounding 59 properties. 60 b. Applicability. This application shall be applicable to any requested deviation from specific build-61 to line requirements of the Mixed-Use Urban Building and Site Regulations (Table 3-4); Urban 62 Commercial District Overlay Zone (Table 3-26); or any community design standard of Chapter 4 63 of these Land Development Regulations. The requested appeal shall be processed concurrent with 64 a site plan unless otherwise determined by the Director of Planning and Zoning or designee. 65 c. Rules. For the purposes of this subsection, a "site plan" shall be construed to include a new site 66 plan, major modification, or minor modification. 67 2. Submittal Requirements. See Section 1.D. above for the submittal requirements of this 68 application. 69 3. Review Criteria. In granting relief to any community design standard of Chapter 4, the City 70 Commission justification must find demonstrate that the subject appeal meets the intent of the 71 affected standard, does not diminish its practical application, and that an acceptable development 72 product and/or design will result. The following review criteria shall be used to justify an 73 application for appeal: 74 a. Whether the proposed request will demonstrate consistency with the Comprehensive Plan. 75 b. Whether the proposed request will not significantly detract from the livability or appearance of 76 the city and will be consistent with the established or desired character of the area, or with the 77 redevelopment plan, where applicable. 78 868 Page 9 of 11 CODING: Words in strike through type are deletions from existing law; Words in underlined type are additions. c. On balance, whether the proposed request will be consistent with the purpose of the standard 79 for which a deviation is requested. Granting the request will equally or better meet the purpose 80 of the standard to be appealed. 81 d. Whether the proposed request is intended to save or preserve existing trees or desired flora. 82 (1) Whether the applicant is unable to design or locate proposed buildings, structures, or 83 improvements and preserve the tree(s) and comply with all provisions of these community design 84 standards without causing the applicant undue hardship; and 85 (2) Whether it is not feasible to transplant the trees to another location on the subject site 86 considering the following: 1) shape and dimensions of the real property; 2) location of existing 87 structures and infrastructure improvements; and 3) size, age, health, and species of trees sought 88 to be protected. 89 e. Whether the proposed request will have adverse environmental impacts that cannot be 90 prevented by the imposition of conditions. 91 f. Whether the proposed request will have an adverse impact on property values of abutting or 92 adjacent land. 93 g. Whether the proposed request will seriously reduce the quality or quantity of light and air 94 available to adjacent properties. 95 h. Whether the proposed request is necessary to further the objectives of the city to assist with 96 economic development and business promotion. 97 i. Whether the proposed request meets the purpose and intent of these regulations but conflicts 98 with another site development standard or requirement, including sustainable development and 99 green initiatives. 100 4. Approval Process. An application for community design appeal requires review by the City 101 Commission, or by the Director of Planning and Zoning as outlined below, and shall be processed 102 in accordance with Chapter 2, Article I, Section 3. A Community Design Appeal application may 103 be approved administratively when the requests are appropriately mitigated and all associated 104 applications for the applicable project are administratively approved. 105 869 Page 10 of 11 CODING: Words in strike through type are deletions from existing law; Words in underlined type are additions. 5. Expiration. Pursuant to Section 4.B.1.b. above, the community design appeal shall be processed 106 concurrent with a site plan. The approval of an appeal shall remain valid as long as the 107 corresponding site plan approval remains in effect. See Section 2.F.5. above for additional 108 information regarding the expiration and extension of a site plan. 109 … 110 Section 3: Codification. It is the intention of the City Commission of the City of 111 Boynton Beach, and it is hereby ordained that the provisions of this Ordinance shall become and 112 be made a part of the Code and Ordinances of the City of Boynton Beach, Florida, and that 113 Sections of this Ordinance may be renumbered, re-lettered and the word “Ordinance” may be 114 changed to “Section,” “Article,” or such other word or phrase in order to accomplish such intention. 115 Section 4: Severability. If any clause, section, or other part of this Ordinance shall be 116 held by any court of competent jurisdiction to be unconstitutional or invalid, such unconstitutional 117 or invalid part shall be considered as eliminated and in no way affecting the validity of the other 118 provisions of this Ordinance. 119 Section 5: Conflicts. That all Ordinances or parts of Ordinances, Resolutions, or 120 parts of Resolutions in conflict herewith, be and the same are repealed to the extent of such 121 conflict. 122 Section 6: Effective Date. That this Ordinance shall take effect immediately 123 upon passage. 124 Signatures Page to Follow 125 870 Page 11 of 11 CODING: Words in strike through type are deletions from existing law; Words in underlined type are additions. FIRST READING this ______ day of __________, 2026. 126 SECOND, FINAL READING AND PASSAGE this ______ day of _______, 2026. 127 CITY OF BOYNTON BEACH, FLORIDA 128 YES NO 129 130 Mayor – Rebecca Shelton _____ _____ 131 132 Vice Mayor – Woodrow L. Hay _____ _____ 133 134 Commissioner – Angela Cruz _____ _____ 135 136 Commissioner – Thomas Turkin _____ _____ 137 138 Commissioner – Aimee Kelley _____ _____ 139 140 VOTE ______ 141 ATTEST: 142 143 144 _____________________________ 145 Maylee DeJesús, MMC Rebecca Shelton 146 City Clerk Mayor 147 148 APPROVED AS TO FORM: 149 (Corporate Seal) 150 151 Shawna G. Lamb 152 City Attorney 153 871 DEVELOPMENT DEPARTMENT PLANNING AND ZONING DIVISION STAFF REPORT TO: Mayor Rebecca Shelton and Members of the City Commission THRU: Amanda Radigan, AICP, LEED AP Development Director FROM: Kevin Fischer, AICP Planning and Zoning Division Director DATE: February 3, 2026 City Commission Dates: February 17, 2026 & March 3, 2026 REQUEST: Approve amendments to Chapter 2, Article I, Section 2 Types of Land Development Applications; and Chapter 2, Article II, Section 4.B Community Design Appeal to add an administrative approval process. ________________ OVERVIEW Staff is proposing to add an administrative approval process for Community Design Appeal applications when the requests are appropriately mitigated and all associated applications for the applicable project are administratively approved. EXPLANATION & PROPOSED AMENDMENT The existing Land Development Regulations require that all applications for a Community Design Appeal must be approved by the City Commission at a public hearing. The Community Design Appeal is a relief application to “provide a relief process that allows for deviations from specific build-to line requirements of Chapter 3, Article III and any community design standard of Chapter 4 of these Land Development Regulations. The intent of this application process is not to provide a means of circumventing such standards but to allow for flexibility, and alternative ways to meet the intent of the Code to yield high quality design, architectural detail, and visual interest without negative impacts to the subject site or surrounding properties.” The proposed amendments would add an administrative approval option for applications that include requests which are appropriately mitigated and all associated applications for the applicable project are administratively approved by staff. This will allow for a more streamlined process to keep the approvals at the same level, either administratively by staff or by the City Commission based upon the specific project. CONCLUSION/RECOMMENDATION Staff recommends APPROVAL of the subject amendments to the Community Design Appeal section of the Land Development Regulations. 872 Proposed Ordinance No. 25-XXX- First Reading, An Ordinance of the City Commission of the City of Boynton Beach, Florida, Amending Chapter 2, Article I, Section 2 Types of Land Development Applications; and Chapter 2, Article II, Section 4.B Community Design Appeal to add an administrative approval process; providing for codification; conflicts; severability; and an effective date. Sec. 2. Types of Land Development Applications. A. Table 2-1. Applications by City Departments. Legend: HRPB: Historic Resources Preservation Board P&Z: Planning and Zoning Division P&D: Planning and Development Board CRA: Community Redevelopment Agency CC: City Commission APPLICATION TYPE CODE SECTION REVIEWING AUTHORITY (STAFF) AP PROVING AUTHORITY PUBLIC HEARING REQUIRED? ARTICLE II. PLANNING AND ZONING DIVISION SERVICES Standard Applications Annexation Art II, Sec. 2.A. Director of P&Z CC Yes Comprehensive Plan Amendment Text Art. II, Sec. 2.B.2. City Initiated Only Future Land Use Map (FLUM) Art II, Sec. 2.B.3. Director of P&Z CC Yes Conditional Use Art. II, Sec. 2.C. Director of P&Z CC Yes 873 APPLICATION TYPE CODE SECTION REVIEWING AUTHORITY (STAFF) AP PROVING AUTHORITY PUBLIC HEARING REQUIRED? Conditional Use Time Extension Art. II, Sec. 2.C.6. Rezoning Art. II, Sec. 2.D. Director of P&Z CC Yes* Master Plan (New) Art. II, Sec. 2.D.6. Master Plan Modification (Major) Art. II, Sec. 2.D.6.g. Master Plan Modification (Minor) Art. II, Sec. 2.D.6.h. Director of P&Z No Sign Program Art. II, Sec. 2.E. Director of P&Z Director of P&Z No Site Plan Review Art. II, Sec. 2.F. Director of P&Z CC Yes* Site Plan Time Extension Art. II, Sec. 2.F.6. Site Plan Modification (Major) Art. II, Sec. 2.F.7. Site Plan Modification (Minor) Director of P&Z No Vacation and Abandonment Art. II, Sec. 2.G. Director of P&Z CC Yes* 874 APPLICATION TYPE CODE SECTION REVIEWING AUTHORITY (STAFF) AP PROVING AUTHORITY PUBLIC HEARING REQUIRED? Planned Industrial Development (PID) Applications Master Site Plan (New) PID Zoning District Only Art. II, Sec. 3.A. Director of P&Z CC Yes Master Site Plan Modification, Major Art. II, Sec. 3.A.6. Master Site Plan Modification, Minor Director of P&Z No Technical Site Plan (New) PID Zoning District Only Art. II, Sec. 3.B. Director of P&Z Director of P&Z No Technical Site Plan Modification, Major Art. II, Sec. 3.B.6. Technical Site Plan Modification, Minor Waiver Art. II, Sec. 3.C. Director of P&Z CC Yes Relief Applications Administrative Adjustment Art. II, Sec. 4.A. Director of P&Z Director of P&Z No Community Design Appeal Art. II, Sec. 4.B. Director of P&Z CC Yes Director of P&Z No 875 APPLICATION TYPE CODE SECTION REVIEWING AUTHORITY (STAFF) AP PROVING AUTHORITY PUBLIC HEARING REQUIRED? (For administratively approved projects as outlined in Chapter 2, Article II, Section 4.B Community Design Appeal) (For administratively approved projects as outlined in Chapter 2, Article II, Section 4.B Community Design Appeal) Height Exception Art. II, Sec. 4.C. Director of P&Z CC Yes Reasonable Accommodation Art. II, Sec. 4.F. Director of P&Z Director of P&Z No Variance to Land Development Regulations Art. II, Sec. 4.D. Director of P&Z CC Yes* Waiver Art. II, Sec. 4.E. Director of P&Z See Site Plan Review See Site Plan Review Permit Applications Sign Permit Art. II, Sec. 5.A. Director of P&Z Director of P&Z No Zoning Permit Art. II, Sec. 5.B. Director of P&Z Director of P&Z No Historic Preservation Certificate of Appropriateness Art. II, Sec. 6.A. Director of P&Z HRPB Yes Historic District or Properties Designation Art. II, Sec. 6.B. Director of P&Z CC Yes* Historic Preservation Property Tax Art. II, Sec. 6.C. Director of P&Z CC Yes 876 APPLICATION TYPE CODE SECTION REVIEWING AUTHORITY (STAFF) AP PROVING AUTHORITY PUBLIC HEARING REQUIRED? Exemption Application Other Applications Certificate of Conformity Art. II, Sec. 7.A. Director of P&Z Director of P&Z No Lot Line Modification Art. II, Sec. 7.B. Director of P&Z Director of P&Z No Mobile Vendor Approval Art. II, Sec. 7.C. Director of P&Z Director of P&Z No Mobile Vendor Assembly Art. II, Sec. 7.C. See Special Events See Special Events No Modification to Development Order Art. II, Sec. 7.D. Director of P&Z CC Yes Sidewalk Café Approval Art. II, Sec. 7.E. Director of P&Z CC No Zoning Verification Letter Art. II, Sec. 7.G. Director of P&Z Director of P&Z No B. Community Design Appeal. 1. General. a. Purpose and Intent. The purpose of this subsection is to provide a relief process that allows for deviations from specific build-to line requirements of Chapter 3, Article III and any community design standard of Chapter 4 of these Land Development Regulations. The intent of this application process is not to provide a means of circumventing such standards but to allow for flexibility, and alternative ways to meet the inte nt of the Code to yield high quality design, architectural detail, and visual interest without negative impacts to the subject site or surrounding properties. 877 b. Applicability. This application shall be applicable to any requested deviation from specific build-to line requirements of the Mixed-Use Urban Building and Site Regulations (Table 3-4); Urban Commercial District Overlay Zone (Table 3-26); or any community design standard of Chapter 4 of these Land Development Regulations. The requested appeal shall be processed concurrent with a site plan unless otherwise determined by the Director of Planning and Zoning or designee. c. Rules. For the purposes of this subsection, a "site plan" shall be construed to include a new site plan, major modification, or minor modification. 2. Submittal Requirements. See Section 1.D. above for the submittal requirements of this application. 3. Review Criteria. In granting relief to any community design standard of Chapter 4, the City Commission justification must find demonstrate that the subject appeal meets the intent of the affected standard, does not diminish its practical application, and that an acceptable development product and/or design will result. The following review criteria shall be used to justify an application for appeal: a. Whether the proposed request will demonstrate consistency with the Comprehensive Plan. b. Whether the proposed request will not significantly detract from the livability or appearance of the city and will be consistent with the established or desired character of the area, or with the redevelopment plan, where applicable. c. On balance, whether the proposed request will be consistent with the pu rpose of the standard for which a deviation is requested. Granting the request will equally or better meet the purpose of the standard to be appealed. d. Whether the proposed request is intended to save or preserve existing trees or desired flora. (1) Whether the applicant is unable to design or locate proposed buildings, structures, or improvements and preserve the tree(s) and comply with all provisions of these community design standards without causing the applicant undue hardship; and (2) Whether it is not feasible to transplant the trees to another location on the subject site considering the following: 1) shape and dimensions of the real property; 2) location of existing structures and infrastructure improvements; and 3) size, age, health, and species of trees sought to be protected. e. Whether the proposed request will have adverse environmental impacts that cannot be prevented by the imposition of conditions. 878 f. Whether the proposed request will have an adverse impact on property values of abutting or adjacent land. g. Whether the proposed request will seriously reduce the quality or quantity of light and air available to adjacent properties. h. Whether the proposed request is necessary to further the objectives of the city to assist with economic development and business promotion. i. Whether the proposed request meets the purpose and intent of these regulations but conflicts with another site development standard or requirement, including sustainable development and green initiatives. 4. Approval Process. An application for community design appeal requires review by the City Commission, or by the Director of Planning and Zoning as outlined below, and shall be processed in accordance with Chapter 2, Article I, Section 3. A Community Design Appeal application may be approved administratively when the requests are appropriately mitigated and all associated applications for the applicable project may be administratively approved. 5. Expiration. Pursuant to Section 4.B.1.b. above, the community design appeal shall be processed concurrent with a site plan. The approval of an appeal shall remain valid as long as the corresponding site plan approval remains in effect. See Section 2.F.5. above for additional information regarding the expiration and extension of a site plan. 879 Page 1 of 2 Business Impact Estimate This form should be included in the agenda packet for the item under which the proposed ordinance is to be considered and must be posted on the City’s website by the time notice of the proposed ordinance is published. Proposed ordinance’s title/reference: This Business Impact Estimate is provided in accordance with section 166.041(4), Florida Statutes. If one or more boxes are checked below, this means the City is of the view that a business impact estimate is not required by state law1 for the proposed ordinance, but the City is, nevertheless, providing this Business Impact Estimate as a courtesy and to avoid any procedural issues that could impact the enactment of the proposed ordinance. This Business Impact Estimate may be revised following its initial posting. Applicable Exemptions: ☐ The proposed ordinance is required for compliance with Federal or State law or regulation; ☐ The proposed ordinance relates to the issuance or refinancing of debt; ☐ The proposed ordinance relates to the adoption of budgets or budget amendments, including revenue sources necessary to fund the budget; ☐ The proposed ordinance is required to implement a contract or an agreement, including, but not limited to, any Federal, State, local, or private grant or other financial assistance accepted by the municipal government; ☐ The proposed ordinance is an emergency ordinance; ☐ The ordinance relates to procurement; or ☒ The proposed ordinance is enacted to implement the following: a. Part II of Chapter 163, Florida Statutes, relating to growth policy, county and municipal planning, and land development regulation, including zoning, development orders, development agreements and development permits; 1 See Section 166.041(4)(c), Florida Statutes. AN ORDINANCE OF THE CITY COMMISSION OF THE CITY OF BOYNTON BEACH, FLORIDA, AMENDING PART III, CHAPTER 2, ARTICLE I, SECTION 2 TYPES OF LAND DEVELOPMENT APPLICATIONS; AND CHAPTER 2, ARTICLE II, SECTION 4.B. COMMUNITY DESIGN APPEAL; TO ADD AN ADMINISTRATIVE APPROVAL PROCESS; PROVIDING FOR CODIFICATION; PROVIDING FOR SEVERABILITY; PROVIDING FOR CONFLICTS; AND PROVIDING FOR AN EFFECTIVE DATE. 880 Page 2 of 2 b. Sections 190.005 and 190.046, Florida Statutes, regarding community development districts; c. Section 553.73, Florida Statutes, relating to the Florida Building Code; or d. Section 633.202, Florida Statutes, relating to the Florida Fire Prevention Code. In accordance with the provisions of controlling law, even notwithstanding the fact that an exemption noted above may apply, the City hereby publishes the following information: 1. A summary of the proposed ordinance (must include a statement of the public purpose, such as serving the public health, safety, morals, and welfare): Staff is proposing to amend the City’s Land Development Regulations to add an administrative approval process for Community Design Appeal applications when the requests are appropriately mitigated and all associated applications for the applicable project may be administratively approved. 2. An estimate of the direct economic impact of the proposed ordinance on private, for- profit businesses in the City, if any: (a) An estimate of direct compliance costs that businesses may reasonably incur if the ordinance is enacted: N/A (b) Any new charge or fee imposed by the proposed ordinance or for which businesses will be financially responsible: N/A (c) An estimate of the City’s regulatory costs, including estimated revenues from any new charges or fees to cover such costs. N/A 3. Good faith estimate of the number of businesses likely to be impacted by the proposed ordinance: N/A 4. Additional information the governing body deems useful (if any): N/A 881 City of Boynton Beach Agenda Item Request Form 8.B Public Hearing 6 P.M. or as soon thereafter as the agenda permits. The City Commission will conduct these public hearings in its dual capacity as Local Planning Agency and City Commission. 02/17/2026 Meeting Date: 02/17/2026 Proposed Ordinance No. 26-005- First Reading, An Ordinance of the City Commission of the City of Boynton Beach, Florida, amending Ordinance No. 08-007 by amending Policy 4.5.3 of the Comprehensive Plan's Conservation Element of the City of Boynton Beach, Florida, to implement a payment in lieu option for conservation lands; providing a business impact statement; providing for severability, conflicts, and providing for an effective date. Requested Action: Staff recommends approval of the Proposed Ordinance No. 26-005, at first reading. Explanation of Request: Staff is proposing to amend the Conservation Element of the City of Boynton Beach’s Comprehensive Plan modifying Policy 4.5.3 to implement an environmentally sensitive lands payment in lieu option. Collection of the funds would allow for the maintenance and/or purchase of environmentally sensitive lands. How will this affect city programs or services? The collection of fees will support the maintenance and/or acquisition of environmentally sensitive lands. Account Line Item and Description: N/A Fiscal Impact: N/A Attachments: Ord 26-005 _Amending_Ordinance_08-007.docx Comprehenisve Plan Text Amendment Staff Report.docx Exhibit A_Environmental Lands in lieu strikethrough and underline.docx Agenda Item 4130-2026 Business Impact Statement - Proposed Ordinance No. 26-XXX - Policy 4.5.3.docx 882 ORDINANCE NO. 26-005 1 2 AN ORDINANCE OF THE CITY COMMISSION OF THE CITY OF 3 BOYNTON BEACH, FLORIDA, AMENDING ORDINANCE NO. 08-007 BY 4 AMENDING POLICY 4.5.3 OF THE COMPREHENSIVE PLAN’S 5 CONSERVATION ELEMENT OF THE CITY OF BOYNTON BEACH, 6 FLORIDA; TO IMPLEMENT A PAYMENT IN LIEU OPTION FOR 7 CONSERVATION LANDS; PROVIDING FOR CODIFICATION; 8 PROVIDING FOR SEVERABILITY; PROVIDING FOR CONFLICTS; AND 9 PROVIDING FOR AN EFFECTIVE DATE. 10 11 WHEREAS, the City Commission of the City of Boynton Beach, Florida, adopted a 12 Conservation Element to the City’s Comprehensive Plan pursuant to Ordinance No. 08-007; and 13 WHEREAS, Policy 4.5.3 of the Conservation Element of the City of Boynton Beach’s 14 Comprehensive Plan currently establishes a requirement that development on high-value or large 15 sites must include ecological surveys and preservation of at least 25% of native habitat; and 16 WHEREAS, the Development Department would like to amend the Conservation Element 17 of the City’s Comprehensive Plan to implement an environmentally sensitive lands payment in 18 lieu option; and 19 WHEREAS, the collection of fees will support the maintenance and/or acquisition of 20 environmentally sensitive lands; and 21 WHEREAS, the City Commission has determined that this amendment serves the public 22 health, safety, and welfare of the citizens of the City of Boynton Beach; and 23 NOW, THEREFORE, BE IT ORDAINED BY THE CITY COMMISSION OF THE CITY OF 24 BOYNTON BEACH, FLORIDA: 25 Section 1: The foregoing “WHEREAS” clauses are hereby ratified as being true and 26 correct and are hereby made a specific part of this Ordinance upon adoption hereof. 27 883 ORDINANCE NO. 26-005 Page 2 of 4 CODING: Words in strike through type are deletions from existing law; Words in underlined type are additions. Section 2: The City’s Comprehensive Plan, City of Boynton Beach Conservation 28 Element, Goal 4, Objective 4.5, is hereby amended to read as follows: 29 Objective 4.5 30 To provide for the continued existence of at least 75% of the acreage occupied by “A” 31 rated ecosystems sites through the long term plan horizon. 32 Measurability: Number of acres of “A” rated ecosystem sites retained. 33 Policy 4.5.1 34 The City shall continue to recognize all natural resource areas depicted in Figure 4 as 35 environmentally sensitive sites. The City shall also adopt the “Conservation Overlay” of “A” 36 rated ecosystems sites as part of the Future Land Use Map of the Comprehensive Plan. 37 Policy 4.5.2 38 The City shall continue to provide the County with updates to the City’s inventory of 39 sensitive ecosystems and formally request assistance and financial support from State and 40 County agencies to preserve “A” rated ecosystems sites in the City. The City shall continue 41 to, as routine procedure, also notify the County of development proposals formally 42 initiated on “A” rated sites. 43 Policy 4.5.3 44 The City shall continue to require a detailed flora and fauna survey on any “A” rated site 45 subject to a development proposal and any site greater than 10 acres in size. The City shall 46 require preservation of a minimum 25% of all native plant communities which occur on an 47 “A” rated ecosystems site the specific location to be determined as a result of the site 48 survey. Habitat shall be preserved with intact canopy, understory and ground cover. 49 The City shall have the option of a payment in lieu of the preservation requirement. The 50 City’s Land Development Regulations establish the process for determining eligibility and 51 program implementation. The City shall adopt a fee to assess the in lieu payment amount, 52 based on the land area. 53 Policy 4.5.4 54 The City shall continue to enforce land development regulations to prohibit land clearing 55 practices that destroy native Florida ecosystems in whole or in part prior to permitting by 56 the City. 57 884 ORDINANCE NO. 26-005 Page 3 of 4 CODING: Words in strike through type are deletions from existing law; Words in underlined type are additions. Policy 4.5.5 58 The City shall continue to enforce policies regarding the preservation of native habitat and 59 endangered or threatened species and these policies shall also apply to any property 60 which is owned or acquired by the City. 61 Section 3: Codification. It is the intention of the City Commission of the City of 62 Boynton Beach, and it is hereby ordained that the provisions of this Ordinance shall become and 63 be made a part of the Code and Ordinances of the City of Boynton Beach, Florida, and that 64 Sections of this Ordinance may be renumbered, re-lettered and the word “Ordinance” may be 65 changed to “Section,” “Article,” or such other word or phrase in order to accomplish such intention. 66 Section 4: Severability. If any clause, section, or other part of this Ordinance shall be 67 held by any court of competent jurisdiction to be unconstitutional or invalid, such unconstitutional 68 or invalid part shall be considered as eliminated and in no way affecting the validity of the other 69 provisions of this Ordinance. 70 Section 5: Conflicts. That all Ordinances or parts of Ordinances, Resolutions, or 71 parts of Resolutions in conflict herewith, be and the same are repealed to the extent of such 72 conflict. 73 Section 6: Effective Date. That this Ordinance shall take effect immediately 74 upon passage. 75 Signatures Page to Follow 76 885 ORDINANCE NO. 26-005 Page 4 of 4 CODING: Words in strike through type are deletions from existing law; Words in underlined type are additions. FIRST READING this ______ day of __________, 2026. 77 SECOND, FINAL READING AND PASSAGE this ______ day of _______, 2026. 78 CITY OF BOYNTON BEACH, FLORIDA 79 YES NO 80 81 Mayor – Rebecca Shelton _____ _____ 82 83 Vice Mayor – Woodrow L. Hay _____ _____ 84 85 Commissioner – Angela Cruz _____ _____ 86 87 Commissioner – Thomas Turkin _____ _____ 88 89 Commissioner – Aimee Kelley _____ _____ 90 91 VOTE ______ 92 ATTEST: 93 94 95 _____________________________ 96 Maylee DeJesús, MMC Rebecca Shelton 97 City Clerk Mayor 98 99 APPROVED AS TO FORM: 100 (Corporate Seal) 101 102 Shawna G. Lamb 103 City Attorney 104 886 DEVELOPMENT DEPARTMENT PLANNING AND ZONING DIVISION STAFF REPORT TO: Mayor Rebecca Shelton and Members of the City Commission THRU: Amanda Radigan, AICP, LEED AP Development Director FROM: Kevin Fischer, AICP Planning and Zoning Division Director DATE: January 20, 2026 REQUEST: Approve an amendment to the Conservation Element of the City of Boynton Beach’s Comprehensive Plan modifying Policy 4.5.3 to implement an environmentally sensitive lands payment in lieu option. ________________ OVERVIEW Staff is proposing to amend the Conservation Element of the City of Boynton Beach’s Comprehensive Plan modifying Policy 4.5.3 to implement an environmentally sensitive lands payment in lieu option. Collection of the funds would allow for the maintenance and/or purchase of environmentally sensitive lands. EXPLANATION & PROPOSED AMENDMENT The purpose of this Comprehensive Plan amendment is to add an environmentally sensitive lands payment in lieu option. Policy 4.5.3 of the Conservation Element of the Comprehensive Plan states: The City shall continue to require a detailed flora and fauna survey on any “A” rated site subject to a development proposal and any site greater than 10 acres in size. The City shall require preservation of a minimum 25% of all native plant communities which occur on an “A” rated ecosystems site the specific location to be determined as a result of the site survey. Habitat shall be preserved with intact canopy, understory and ground cover. Recognizing the unique attributes of various parcels within the City, and the small nature of some of the areas preserved by implementing this Policy, the amendment, as shown in Exhibit A, would add a payment in lieu option. This program would allow for the collection of funds to be utilized for the maintenance of existing environmentally sensitive lands or the purchase of strategic environmentally sensitive lands. The proposed Comprehensive Plan text amendment would not remove the requirement to assess the land to determine site specific conditions and the identification of high quality environmentally sensitive lands. Adoption of this amendment will require future land development regulation amendments and the adoption of an in lieu fee payment amount. CONCLUSION/RECOMMENDATION Staff recommends APPROVAL of the subject text amendment to the Comprehensive Plan. 887 Exhibit A: Comprehensive Plan Conservation Element Strikethrough and Underline. Objective 4.5 To provide for the continued existence of at least 75% of the acreage occupied by “A” rated ecosystems sites through the long term plan horizon. Measurability: Number of acres of “A” rated ecosystem sites retained. Policy 4.5.1 The City shall continue to recognize all natural resource areas depicted in Figure 4 as environmentally sensitive sites. The City shall also adopt the “Conservation Overlay” of “A” rated ecosystems sites as part of the Future Land Use Map of the Comprehensive Plan. Policy 4.5.2 The City shall continue to provide the County with updates to the City’s inventory of sensitive ecosystems and formally request assistance and financial support from State and County agencies to preserve “A” rated ecosystems sites in the City. The City shall continue to, as routine procedure, also notify the County of development proposals formally initiated on “A” rated sites. Policy 4.5.3 The City shall continue to require a detailed flora and fauna survey on any “A” rated site subject to a development proposal and any site greater than 10 acres in size. The City shall require preservation of a minimum 25% of all native plant communities which occur on an “A” rated ecosystems site the specific location to be determined as a result of the site survey. Habitat shall be preserved with intact canopy, understory and ground cover. The City shall have the option of a payment in lieu of the preservation requirement. The City’s Land Development Regulations establish the process for determining eligibility and program implementation. The City shall adopt a fee to assess the in lieu payment amount, based on the land area. Policy 4.5.4 The City shall continue to enforce land development regulations to prohibit land clearing practices that destroy native Florida ecosystems in whole or in part prior to permitting by the City. 888 Policy 4.5.5 The City shall continue to enforce policies regarding the preservation of native habitat and endangered or threatened species and these policies shall also apply to any property which is owned or acquired by the City. 889 Page 1 of 2 Business Impact Estimate This form should be included in the agenda packet for the item under which the proposed ordinance is to be considered and must be posted on the City’s website by the time notice of the proposed ordinance is published. Proposed ordinance’s title/reference: This Business Impact Estimate is provided in accordance with section 166.041(4), Florida Statutes. If one or more boxes are checked below, this means the City is of the view that a business impact estimate is not required by state law1 for the proposed ordinance, but the City is, nevertheless, providing this Business Impact Estimate as a courtesy and to avoid any procedural issues that could impact the enactment of the proposed ordinance. This Business Impact Estimate may be revised following its initial posting. Applicable Exemptions: ☐ The proposed ordinance is required for compliance with Federal or State law or regulation; ☐ The proposed ordinance relates to the issuance or refinancing of debt; ☐ The proposed ordinance relates to the adoption of budgets or budget amendments, including revenue sources necessary to fund the budget; ☐ The proposed ordinance is required to implement a contract or an agreement, including, but not limited to, any Federal, State, local, or private grant or other financial assistance accepted by the municipal government; ☐ The proposed ordinance is an emergency ordinance; ☐ The ordinance relates to procurement; or ☒ The proposed ordinance is enacted to implement the following: 1 See Section 166.041(4)(c), Florida Statutes. AN ORDINANCE OF THE CITY COMMISSION OF THE CITY OF BOYNTON BEACH, FLORIDA, AMENDING ORDINANCE NO. 08-007 BY AMENDING POLICY 4.5.3 OF THE COMPREHENSIVE PLAN’S CONSERVATION ELEMENT OF THE CITY OF BOYNTON BEACH, FLORIDA; TO IMPLEMENT A PAYMENT IN LIEU OPTION FOR CONSERVATION LANDS; PROVIDING FOR CODIFICATION; PROVIDING FOR SEVERABILITY; PROVIDING FOR CONFLICTS; AND PROVIDING FOR AN EFFECTIVE DATE. 890 Page 2 of 2 a. Part II of Chapter 163, Florida Statutes, relating to growth policy, county and municipal planning, and land development regulation, including zoning, development orders, development agreements and development permits; b. Sections 190.005 and 190.046, Florida Statutes, regarding community development districts; c. Section 553.73, Florida Statutes, relating to the Florida Building Code; or d. Section 633.202, Florida Statutes, relating to the Florida Fire Prevention Code. In accordance with the provisions of controlling law, even notwithstanding the fact that an exemption noted above may apply, the City hereby publishes the following information: 1. A summary of the proposed ordinance (must include a statement of the public purpose, such as serving the public health, safety, morals, and welfare): Staff is proposing to amend the Conservation Element of the City of Boynton Beach’s Comprehensive Plan modifying Policy 4.5.3 to implement an environmentally sensitive lands payment in lieu option. Collection of the funds would allow for the maintenance and/or purchase of environmentally sensitive lands. 2. An estimate of the direct economic impact of the proposed ordinance on private, for - profit businesses in the City, if any: (a) An estimate of direct compliance costs that businesses may reasonably incur if the ordinance is enacted: N/A (b) Any new charge or fee imposed by the proposed ordinance or for which businesses will be financially responsible: Adoption of this amendment will require future land development regulation amendments and the adoption of an in lieu fee payment amount. (c) An estimate of the City’s regulatory costs, including estimated revenues from any new charges or fees to cover such costs. N/A 3. Good faith estimate of the number of businesses likely to be impacted by the proposed ordinance: N/A 4. Additional information the governing body deems useful (if any): N/A 891 City of Boynton Beach Agenda Item Request Form 8.C Public Hearing 6 P.M. or as soon thereafter as the agenda permits. The City Commission will conduct these public hearings in its dual capacity as Local Planning Agency and City Commission. 02/17/2026 Meeting Date: 02/17/2026 Variance (ZNCV 2025.07.4717) for Estancia at Boynton Beach Homeowners Association, Inc. located at 3200 Estancia Lane. Requested Action: DENIAL of a Development Order for a Variance (ZNCV 2025.07.4717) from Part III, Chapter 4, Article II, Section 4.B.3.c.(2) Table 4-4 “Urban Landscape Buffer” to allow for adjusting the minimum required buffering to a 6-foot fence with a continuous hedge located on the inside of the fence. Should the City Commission approve the proposed Variance request, staff recommends APPROVAL contingent on the Conditions of Approval referenced in Exhibit “D”. Explanation of Request: The subject property is approximately 2.65 acres (115,434 square feet) and is located at 3200 Estancia Lane, approximately 400 feet south of the intersection of Federal Highway and Old Dixie Highway. The parcel has a Special High Density Residential (SHDR) future land use designation and an Infill Planned Unit Development (IPUD) zoning district designation. The applicant, Estancia at Boynton Beach Homeowners Association, Inc., through their agent Carney Stanton P.L., is submitting a Variance to the Land Development Regulations to seek approval for adjusting the minimum required buffering to a 6-foot fence with a continuous hedge located on the inside of the fence. Based on the analysis contained herein, staff recommends DENIAL of this variance request to adjust the minimum required buffering to a fence with a continuous hedge located on the inside of the fence, as with strict application of the review criteria, the request is not justified. Should the City Commission approve the proposed Variance request, staff recommends APPROVAL of the major site plan modification contingent on the Conditions of Approval referenced in Exhibit “D”. Any additional conditions requested by the City Commission shall be documented accordingly in the Conditions of Approval. How will this affect city programs or services? N/A Account Line Item and Description: N/A Fiscal Impact: N/A 892 Attachments: Staff Report - 3200 Estancia Ln Variance.docx Development_Order___ZNCV_2025.07.4717.docx Exhibit A - Location Map.pdf Exhibit B - Project Description & Justification Statement.pdf Exhibit C - Plans.pdf Exhibit D - Conditions of Approval.docx 893 DEVELOPMENT DEPARTMENT PLANNING AND ZONING DIVISION STAFF REPORT TO: Mayor and Members of the City Commission THRU: Kevin Fischer, AICP Division Director, Planning and Zoning FROM: Yazan Bata Planner I DATE: January 30, 2026 CC Hearing Date: February 17, 2026 PROJECT: Estancia at Boynton Variance (ZNCV - 2025.07.4717) REQUEST: Request for a Variance (ZNCV - 2025.07.4717) from Part III, Chapter 4, Article II, Section 4.B.3.c.(2) Table 4-4 “Urban Landscape Buffer” to grant approval to construct a fence where a masonry buffer wall is required, within Estancia at Boynton, located at 3200 Estancia Ln, in the IPUD (Infill Planned Unit Development) zoning district. PROJECT DESCRIPTION Property Owner: Estancia at Boynton Beach Homeowners Association, Inc. Applicant: Peter Carney Agent: Carney Stanton P.L. Location: 3200 Estancia Ln (Exhibit A – Location Map) PCN: 08-43-46-04-38-012-0000 and 08-43-46-04-38-018-0000 Existing Land Use: SHDR (Special High Density Residential) Proposed Land Use: SHDR (Special High Density Residential) Existing Zoning: IPUD (Infill Planned Unit Development) Proposed Zoning: IPUD (Infill Planned Unit Development) Acreage: 2.65 acres Adjacent Uses: North: Developed residential property, zoned R3 (Multi-Family Residential); 894 Page 2 **Update** Variance for Estancia at Boynton Beach Homeowners Association, Inc. ZNCV - 2025.07.4717 C:\Users\ufc-prod\AppData\Local\Temp\BCL Technologies\easyPDF 8\@BCL@7417FD08\@BCL@7417FD08.docx 2 South: Unincorporated Palm Beach County, zoned RM (Multi-Family); East: The Intercoastal Waterway; and West: Right-of-way of Federal Highway; further west is developed commercial property classified as LRC (Local Retail Commercial) land use and zoned C-3 (Community Commercial). PROPERTY OWNER NOTIFICATION A notice of the requests was mailed to owners of properties within 400 feet of the subject propert y, and signs were posted for the City Commission meeting date. The applicant has certified that they posted signage and mailed notices in accordance with Ordinance No. 04-007 & 05-004. BACKGROUND The subject site is generally located between Federal Hwy and the Intercoastal Waterway, north of Bamboo Ln, and approximately 400 feet south of the intersection of Federal Hwy and Old Dixie Hwy. The subject site is within the Urban Commercial District Overlay. In 2006, approval of an IPUD (Infill Planned Unit Development) consisting of 30 dwelling units was granted for the subject site. The approval also included a 6-foot concrete wall separating residential units on the southern part of the development from a neighboring single-family property located at 815 Bamboo Ln. The Variance application process is available for applicants requesting deviation from a quantifiable standard, measure or regulation of the Land Development Regulations, when the applicant is able to demonstrate that a hardship specific to the property exists and the request is not intended to circumvent the applicable Land Development Regulations. The applicant, Estancia at Boynton Beach Homeowners Association, Inc., through their agent Carney Stanton P.L., seeks approval of a Variance to support the proposed site plan modification, which is erecting a fence in lieu of the previously approved 6-foot concrete wall. In conjunction with this Variance application, the applicant applied for a Major Site Plan Modification (MSPM - 2025.07.4717). ANALYSIS The intent of the IPUD zoning district is to encourage the construction of unique, high quality and compatible multi-family residential developments that exceed the basic development standards of the Land Development Regulations in terms of site design, building architecture, construction materials, amenities and landscape design. The project proposed a residential development of 30 dwelling units with residential amenities, recreational spaces and landscaping. Residential units on the southern part of the development are supposed to be partially separated from the neighboring single-family property by a 6- foot concrete wall, according to approved plans prior to construction in 2006 (NWSP 05-026). Additionally, pursuant to the city’s Land Development Regulations (LDR), the subject-property is required to provide a continuous solid, opaque, visual screen of at least six (6) feet in height comprised of trees, hedges, and shrubs, in combination with a buffer wall (Part III, Chapter 4, Article II, Section 4.B.3.c.(2)). However, no concrete wall currently exists at that location. The applicant is requesting approval for erecting a fence instead. The applicant states in their Project Narrative / Justification Statement (Exhibit B - Project Description & Justification Statement) that the special conditions and circumstances stem from the fact that the development received a Certificate of Occupancy (CO) at the time of construction. Also, the applicant provided not-a-certified-copy of Sewer Connection Easement between the owner of the development at 895 Page 3 **Update** Variance for Estancia at Boynton Beach Homeowners Association, Inc. ZNCV - 2025.07.4717 C:\Users\ufc-prod\AppData\Local\Temp\BCL Technologies\easyPDF 8\@BCL@7417FD08\@BCL@7417FD08.docx 3 the time, HHC Boynton, LLC, and the City of Boynton Beach dated in the year 2007. The agreement mentions no wall. The applicant described that a wall was never constructed because the city advised the wall shall not be constructed due to the location of the sewer pipe. As a result, the pre-existing fence was left in place and never replaced by a 6-foot concrete wall, as per the approved plans. Staff was unable to locate documentation stating said information. However, staff found that the adjacent property located at 815 Bamboo Ln had received approval for a variance in 1994 (Board of Adjustment case #188), before the subject-property was developed as Estancia Homeowners Association, INC. Said variance request was to reduce ten (10) feet required west setback to one (1) foot, to construct a garage to be attached to the existing residential structure. A Site Plan & Master Plan that was approved prior to construction in 2006 (NWSP 05-026) shows a 6-foot concrete wall, (B) subsequent development and/or building applications submitted for this development (irrespective of the scope of work) also show the concrete wall on their plans and/or surveys (see table 1.1 below), and (C) a request was previously made to replace the wall with a fence, but was denied “due to the need to provide adequate buffering and also retention with the grade differential,” according to the Letter of Approval for MMSP 08-019. It further adds some conditions to proceed with a building permit for MMSP 08-019. One of those conditions was that “the concrete wall shall be constructed as depicted on the originally approved site plan along the east property line.” Table 1.1: Plans showing 6-foot concrete wall, each plan’s professional preparer, date of preparation, and application with which it was submitted. Application Plan Dated Prepared by NWSP 05-026 Site Plan & Master Plan (SP1 of 2) September 11, 2005 Carlos J. Ballbe MMSP 06-0808 Site Plan & Master Plan (SP1 of 2) September 11, 2005 Carlos J. Ballbe 06-1196 Paving and Drainage System (PD2 of 4) July 25, 2006 Carlos J. Ballbe 06--5985 Site Plan & Master Plan (SP1 of 2) April 13, 2026 Carlos J. Ballbe 07--6230 Paving and Drainage System (PD2 of 4) January 5, 2007 Carlos J. Ballbe CMSP-2023.12.97606 ALTA/ACSM Land Title Survey May 15, 2008 Caulfield & Wheeler, Inc For this application, the applicant provided a copy of the survey that does show a concrete wall. In later review cycles the applicant provided a copy that shows no concrete wall; rather, a 6-foot fence. The applicant also provided an affidavit from the surveyor stating that the wall “is shown as ‘proposed’ and was never constructed.” The City Commission has the authority and duty to authorize variances from the city’s Land Development Regulations (LDRs) that will not be contrary to the public interest when, owing to special conditions, a literal enforcement of the provisions of the city’s Land Development Regulations (LDR) would result in unnecessary and undue hardship. Approval may be granted as proposed or with conditions of approval including, but not limited to, the dedication of property for streets, alleys, recreation space and sidewalks, as shall be determined necessary for the protection of the surrounding area and the citizens’ general welfare; or be denied when not in harmony with the intent and purpose of the Variance application. In evaluating the application, the City Commission shall consider the effects of the proposal on the general health, safety and welfare of the community and make written findings certifying that satisfactory provisions have been made. In order to authorize any variance from the city’s Land Development Regulations (LDRs), the applicant must demonstrate that the request meets the following criteria (a-f), pursuant to Part III, Chapter 2, Article II, Section 4.D. Variance to Land Development Regulations of the city’s Land Development Regulations (LDRs). The applicant’s justification and response to these criteria is attached (Exhibit B - Project Description & Justification Statement). 896 Page 4 **Update** Variance for Estancia at Boynton Beach Homeowners Association, Inc. ZNCV - 2025.07.4717 C:\Users\ufc-prod\AppData\Local\Temp\BCL Technologies\easyPDF 8\@BCL@7417FD08\@BCL@7417FD08.docx 4 a. That special conditions and circumstances exist which are peculiar to the land, structure, or building involved and which are not applicable to other lands, structures or buildings in the same zoning district. The intent of the IPUD zoning district is to encourage the construction of unique, high quality and compatible multi-family residential developments that exceed the basic development standards of the Land Development Regulations in terms of site design, building architecture, construction materials, amenities and landscape design. The project proposed a residential development of 30 dwelling units with residential amenities, recreational spaces and landscaping. The previously approved plans prior to construction in 2006 (NWSP 05-026) require the development to have a 6-foot concrete wall. The applicant is requesting deviation from the previously approved plans by erecting a fence instead of the wall. In their Project Narrative / Justification Statement, the applicant states that the special conditions and circumstances of the subject site stem from the fact that the development received a Certificate of Occupancy (CO) at the time of construction. Also, the applicant provided not-a- certified-copy of Sewer Connection Easement between the owner of the development at the time, HHC Boynton, LLC, and the City of Boynton Beach dated in the year 2007. The agreement mentions no wall. The applicant described that a wall was never constructed because the city advised the wall shall not be constructed due to the location of the sewer pipe. As a result, the pre-existing fence was left in place and never replaced by a 6-foot concrete wall, as per the approved plans. Staff was not able to locate documentation attesting to this claim. However, staff found that the adjacent property located at 815 Bamboo Ln had received approval for a variance in 1994, before the subject-property was developed as Estancia Homeowners Association, INC. Said variance request was to reduce ten (10) feet required west setback to one (1) foot, to construct a garage to be attached to the existing residential structure. According to the plat of record, the tracts in question are “reserved for the Estancia at Boynton Beach Homeowners Association, INC., a Florida corporation not-for-profit, its successors and assigns.” As such, the new owner (Estancia Homeowners Association, INC) inherited any outstanding items with conveyance of the real estate. Additionally, the developer failed to build the development according to the approved plans and failed to seek amendment of the approved site plan. In spite of that, the conditions and circumstances in question are peculiar to the land due to the adjacent property being built one (1) foot away from the property line, as per the approved variance (Board of Adjustment case #188). b. That the special conditions and circumstances do not result from the actions of the applicant. In their Project Narrative / Justification Statement, the applicant states that the special conditions and circumstances of the subject site are the result of the actions of the developer; rather than the homeowners association which owns the development today. The developer built the development to standards below the required as per the approved plans long before the ownership of the development was conveye d to the homeowners association. Also, the applicant provided not-a-certified-copy of Sewer Connection Easement between the owner of the development at the time, HHC Boynton, LLC, and the City of Boynton Beach dated in the year 2007. The agreement mentions no wall. The applicant described that a wall was never constructed because the city advised the wall shall not be constructed due to the location of the sewer pipe. As a result, the pre-existing fence was left in place and never replaced by a 6-foot concrete wall, as per the approved plans. Staff was not able to locate documentation with said information. According to the plat of record, the tracts in question are “reserved for the Estancia at Boynton Beach Homeowners Association, INC., a Florida corporation not-for-profit, its successors and assigns.” As such, the new owner (Estancia Homeowners Association, INC) inherited any outstanding items with conveyance of the real estate. Additionally, the developer failed to build the development according to the approved plans and failed to seek amendment of the approved site plan. In spite of that, the conditions and circumstances in question do not result from the actions of the applicant; rather, they are the result of the 897 Page 5 **Update** Variance for Estancia at Boynton Beach Homeowners Association, Inc. ZNCV - 2025.07.4717 C:\Users\ufc-prod\AppData\Local\Temp\BCL Technologies\easyPDF 8\@BCL@7417FD08\@BCL@7417FD08.docx 5 adjacent property being built one (1) foot away from the property line, as per the approved variance (Board of Adjustment case #188). c. That granting the variance requested will not confer on the applicant any special privilege that is denied by this section to other lands, buildings, or structures in the same zoning district. The proposal meets the core intent of the Infill Planned Unit Development (IPUD) while maintaining the protection of the surrounding area and the citizens’ general welfare. The applicant is not requesting the complete elimination of a barrier; rather, the development would still provide an integrated barrier. However, nearby developments that are zoned IPUD (Infill Planned Unit Development) have 6-foot concrete walls separating them from adjacent properties, e.g. Waterside and Bayfront at Boynton Beach. d. That literal interpretation of the provisions of the ordinance would deprive the applicant of rights commonly enjoyed by other properties in the same zoning district under the terms of the ordinance and would work unnecessary and undue hardship on the applicant. The proposal meets the core intent of the Infill Planned Unit Development (IPUD) while maintaining the protection of the surrounding area and the citizens’ general welfare. The applicant is not requesting the complete elimination of a barrier; rather, the development would still provide an integrated barrier. In their Project Narrative / Justification Statement, the applicant states that requiring the homeowners association to rectify a situation created by the developer would cause undue hardship on the applicant and future residents on the basis of cost of construction of a 6-foot concrete wall. The applicant adds that the proposed alternative, which is a fence, is aesthetically attractive and does not affect public safety. However, nearby developments that are zoned IPUD (Infill Planned Unit Development) have 6-foot concrete walls separating them from adjacent properties, e.g. Waterside and Bayfront at Boynton Beach. e. That the variance granted is the minimum variance that will make possible the reasonable use of the land, building, or structure. By allowing deviation from the previously approved plans, the applicant may still provide adequate screening and buffering from adjacent properties as well as any other additional required landscaping, if any, to meet the Land Development Regulations (LDR). f. That the granting of the variance will be in harmony with the general intent and purpose of this chapter and that such variance will not be injurious to the area involved or be otherwise detrimental to public welfare. The proposal meets the core intent of the Infill Planned Unit Development (IPUD) while maintaining the protection of the surrounding area and the citizens’ general welfare. The applicant is not requesting the complete elimination of a barrier; rather, the development would still provide an integrated barrier. In their Project Narrative / Justification Statement, the applicant states that the proposed alternative, which is a fence, is aesthetically attractive and does not affect public safety. RECOMMENDATION Staff has reviewed this Variance application against the general intent of the underlying IPUD (Infill Planned Unit Development) zoning district and Urban Commercial District overlay, their corresponding requirements, as well as against the variance criteria (a-f), pursuant to Part III, Chapter 2, Article II, Section 4.D. Variance to Land Development Regulations of the city’s Land Development Regulations (LDRs). Despite the fact that the proposed fence is not identical to the surrounding developments, it would still be 898 Page 6 **Update** Variance for Estancia at Boynton Beach Homeowners Association, Inc. ZNCV - 2025.07.4717 C:\Users\ufc-prod\AppData\Local\Temp\BCL Technologies\easyPDF 8\@BCL@7417FD08\@BCL@7417FD08.docx 6 in harmony with them while also maintaining a certain level of exclusivity, privacy, and security. However, staff believes the applicant failed to provide sufficient evidence to meet all criteria for a variance application. Based on the analysis contained herein, staff recommends denial of this variance request to deviate from the approved plans by erecting a fence in lieu of a 6-foot concrete wall, based on the following justification: 1. The applicant has not sufficiently justified the variance criteria, which prevents staff from supporting the variance. While the project is potentially financially beneficial to the community and a strong example of infill development, these factors do not meet the necessary requirements for the variance; 2. The variance request is a result of conditions and circumstances that are not special to the land or structures. Rather, they are manufactured by the developer who did not build the development according to the approved plans or failed to amend the plans. The new owner (the Homeowners Association) assumed any outstanding items with conveyance of the real estate; 3. The variance request is a result of a self-imposed hardship, as the current conditions which do not meet the approved plans, are the result of the actions of the developer. Such conditions are assumed by the developer’s successors upon conveyance of the real estate. 4. Approval of this variance request would grant the applicant rights not commonly enjoyed by similar properties in the same zoning district. Staff has reviewed this request for a Variance and recommends DENIAL based on the analysis contained herein. Should the City Commission approve the Variance, then staff recommends approval, contingent on the Conditions of Approval within Exhibit D. 899 DEVELOPMENT ORDER OF THE CITY COMMISSION OF THE CITY OF BOYNTON BEACH, FLORIDA PROJECT NAME: Estancia at Boynton (ZNCV-2025.07.4717) APPLICANT: Peter Carney, Estancia at Boynton Beach Homeowners Association, Inc. APPLICANT’S ADDRESS: 817 Virginia Garden Dr, Boynton Beach, FL 33435 DATE OF HEARING RATIFICATION BEFORE CITY COMMISSION: February 17, 2026 APPROVAL SOUGHT: Request for a Variance (ZNCV - 2025.07.4717) from Part III, Chapter 4, Article II, Section 4.B.3.c.(2) Table 4-4 “Urban Landscape Buffer” to grant approval to construct a fence where a masonry buffer wall is required, within Estancia at Boynton, located at 3200 Estancia Ln, in the IPUD (Infill Planned Unit Development) zoning district. LOCATION OF PROPERTY: 3200 Estancia Ln DRAWING(S): SEE EXHIBIT “C” ATTACHED HERETO. ________ THIS MATTER was presented to the City Commission of the City of Boynton Beach, Florida on the date of hearing stated above. The City Commission having considered the approval sought by the applicant and heard testimony from the applicant, members of city administrative staff and the public finds as follows: 1. Application for the approval sought was made by the Applicant in a manner consistent with the requirements of the City’s Land Development Regulations. 2. The Applicant HAS HAS NOT established by substantial competent evidence a basis for the approval requested. 3. The conditions for development requested by the Applicant, administrative staff, or suggested by the public and supported by substantial competent evidence are as set forth on Exhibit “D” with notation “Included.” 4. The Applicant’s request is hereby GRANTED subject to the conditions referenced in paragraph 3 above. DENIED 5. This Order shall take effect immediately upon issuance by the City Clerk. 6. All further development on the property shall be made in accordance with the terms and conditions of this order. 7. Other: _______________________________________________________________ _____________________________________________________________________ _____________________________________________________________________ DATED: __________________________ _____________________________________________ City Clerk 900 901 902 903 904 905 906 907 908 909 910 911 912 913 914 915 916 917 EXHIBIT “D” Conditions of Approval Project Name: Estancia at Boynton Beach File number: MSPM-2025.07.4717, ZNCV 2025.07.4717 Reference: February 17, 2026, Commission Meeting DEPARTMENTS INCLUDE REJECT ENGINEERING / PUBLIC WORKS / UTILITIES Comments: 1. Grading shall be sloped so as to drain away from building structures, drain along & within property line or common drainage facilities in expressed drainage easements, and prevent runoff onto any adjacent privately held property. X 2. The contractor shall make every effort during construction to control wind and water erosion of the soil on site and not cause damage to adjoining properties. Should the site become excessively dry, and wind and soil erosion becomes prevalent and/or a nuisance, the contractor shall water and/or seed and mulch the area and provide erosion control fencing as necessary. Contractor shall provide runoff and sediment protection around existing drainage inlets. X PLANNING AND ZONING Comments: 3. It is the applicant’s responsibility to ensure that the application requests are publicly advertised in accordance with Ordinance 04- 007 and Ordinance 05-004, and an affidavit with attachments (ownership list, radius map, and copy of mailing labels) is required to be provided to the City Clerk and Planning & Zoning Division one (1) week prior to the first public hearing. X 4. Approval of the Major Site Plan Modification (MSPM 2025.07.4717) is contingent upon approval of the accompanying request for a Variance (ZNCV 2025.07.4717). X 5. The subject property shall obtain all required governmental approvals prior to the installation of any walls or fences, pursuant to Chapter 3, Article V. Section 2. Walls and Fences and Chapter 4, Article III. Exterior Building and Site Design Standards of the City’s Land Development Regulations (LDR). X 6. A building permit application for the fence shall be submitted within thirty (30) days of approval of this Major Development Application, and the fence shall be installed within thirty (30) days of the building permit application approval. X 918 3200 Estancia Ln (MSPM, ZNCV 2025.07.4717) Conditions of Approval Page 2 of 3 DEPARTMENTS INCLUDE REJECT 7. The fence shall only be erected on the lot of the applicant and not protrude or extend outside the property line or into a public right- of-way. X 8. The applicant shall install a fence decorative in appearance where every two (2) fence panels or sixteen (16) feet of fence must be interrupted by decorative columns or posts, visible from the exterior of the property, and topped with decorative capitals to avoid an expansive monolithic or monotonous appearance, pursuant to Chapter 4, Article III. Exterior Building and Site Design Standards of the City’s Land Development Regulations (LDR). This requirement will not be satisfied by the reversing of the fence material to place the unfinished side out exposing the four (4) inch by four (4) inch posts and crossmembers to the exterior. X 9. Unobstructed cross-visibility shall be maintained in the safe-sight triangle as it pertains to the adjacent property’s driveway. X 10. Pursuant to Part III, Chapter 4, Article II, Section 4.B.3.c.(2), Landscape Design and Buffering Standards of the Land Development Regulations, the project shall provide one (1) tree spaced every thirty (30) linear feet on center; and a continuous hedge of three (3) feet in height located on the outside of buffer wall. X 11. Any trees or palms that will be removed or relocated shall be mitigated pursuant to Chapter 4, Article I, Environmental Protection Standards of the City’s Land Development Regulations (LDR). A landscaping / landscaping (tree removal) application will be required along with a landscape plan, mitigation plan, tree survey, and/or any other plan as deemed necessary. X 12. Pursuant Chapter 4, Article II, Section 4.A.10, Landscaping within Easements, all easement locations and specific types of easement (e.g. landscape easement and sewer easement) shall be identified on the landscape plan. Easements may overlap a required landscape strip or perimeter buffer by a maximum of five (5) feet. Additionally, identify on the landscape plan the location of proposed trees measured in feet. X 13. Pursuant to Part III, Chapter 4, Article VII, Exterior Lighting Standards of the Land Development Regulations, light fixtures must be baffled, shielded, screened, or recessed to prevent visibility of the lit portion of the fixture from off the premises. X POLICE Comments: 919 3200 Estancia Ln (MSPM, ZNCV 2025.07.4717) Conditions of Approval Page 3 of 3 DEPARTMENTS INCLUDE REJECT 14. Ensure fencing is well lit, especially around gates or areas that might otherwise be shadowed. X 15. Keep shrubs low (below 3 feet) and tree canopies high (above 6 feet) to maintain visibility along the fence line. Avoid dense plantings next to fence that could provide cover for unauthorized persons. X 16. Consider security cameras to cover both sides of the fence. X BUILDING Comments: 17. Erect the fence two (2) feet away from the property line to ensure adjacent property has access for maintenance or other work. Fence maintenance shall be the responsibility of the owner of the subject- property. X FIRE Comments: None X CITY COMMISSION CONDITIONS Comments: X 920 City of Boynton Beach Agenda Item Request Form 8.D Public Hearing 6 P.M. or as soon thereafter as the agenda permits. The City Commission will conduct these public hearings in its dual capacity as Local Planning Agency and City Commission. 02/17/2026 Meeting Date: 02/17/2026 Major Site Plan Modification (MSPM 2025.07.4717) for Estancia at Boynton Beach Homeowners Association, Inc. located at 3200 Estancia Lane. Requested Action: DENIAL of the request for a Major Site Plan Modification (MSPM 2025.07.4717) application to construct a 6-foot fence in Estancia at Boynton Beach Homeowners Association, Inc. located at 3200 Estancia Lane. However, if the Commission approves the proposed Variance, staff recommends APPROVAL, contingent upon satisfying all conditions indicated in Exhibit D- Conditions of Approval. Explanation of Request: The subject property is approximately 2.65 acres (115,434 square feet) and is located at 3200 Estancia Lane, approximately 400 feet south of the intersection of Federal Highway and Old Dixie Highway. The parcel has a SHDR (Special High Density Residential) future land use designation and an IPUD (Infill Planned Unit Development) zoning district designation. The applicant, Estancia at Boynton Beach Homeowners Association, Inc., through their agent Carney Stanton P.L., seeks approval of a Major Site Plan Modification for erecting a 6-foot fence with a continuous hedge located on the inside of the fence in lieu of the required 6-foot concrete wall by the east side property line. In conjunction with this Major Site Plan Modification application, the applicant applied for a Variance (ZNCV - 2025.07.4717) seeking relief from the required buffering standards of the city's Land Development Regulations. Staff has reviewed this request for a Major Site Plan Modification and recommends DENIAL for the reasons listed in the Staff Report. If the Commission approves the proposed Variance, staff recommends APPROVAL, contingent upon satisfying all conditions indicated in Exhibit D- Conditions of Approval. Any additional conditions requested by the City Commission shall be documented accordingly in the Conditions of Approval. How will this affect city programs or services? N/A Account Line Item and Description: N/A Fiscal Impact: N/A 921 Attachments: Staff Report - 3200 Estancia Ln Major Site Plan Modification.docx Exhibit A - Location Map.pdf Exhibit B - Project Description & Justification Statement.pdf Exhibit C - Plans.pdf Exhibit D - Conditions of Approval.docx Development Order _ MSPM 2025.07.4717.docx 922 DEVELOPMENT DEPARTMENT PLANNING AND ZONING DIVISION STAFF REPORT TO: Mayor and Members of the City Commission THRU: Kevin Fischer, AICP Division Director, Planning and Zoning FROM: Yazan Bata Planner I DATE: January 30, 2026 CC Hearing Date: February 17, 2026 PROJECT: Estancia at Boynton Major Site Plan Modification (MSPM - 2025.07.4717) REQUEST: Approve request for a Major Site Plan Modification (MSPM - 2025.07.4717) to construct a fence where a wall is required, within Estancia at Boynton, located at 3200 Estancia Ln, in the Infill Planned Unit Development (IPUD) zoning district. PROJECT DESCRIPTION Property Owner: Estancia at Boynton Beach Homeowners Association, Inc. Applicant: Peter Carney Agent: Carney Stanton P.L. Location: 3200 Estancia Ln (Exhibit A – Location Map) PCN: 08-43-46-04-38-012-0000 and 08-43-46-04-38-018-0000 Existing Land Use: SHDR (Special High Density Residential) Proposed Land Use: SHDR (Special High Density Residential) Existing Zoning: IPUD (Infill Planned Unit Development) Proposed Zoning: IPUD (Infill Planned Unit Development) Acreage: 2.65 acres Adjacent Uses: North: Developed residential property, zoned R3 (Multi-Family Residential); South: Unincorporated Palm Beach County, zoned RM (Multi-Family); 923 Page 2 Major Site Plan Modification for Estancia at Boynton Beach Homeowners Association, Inc. MSPM - 2025.07.4717 C:\Users\ufc-prod\AppData\Local\Temp\BCL Technologies\easyPDF 8\@BCL@3C175156\@BCL@3C175156.docx 2 East: The Intercoastal Waterway; and West: Right-of-way of Federal Highway; further west is developed commercial property classified as LRC (Local Retail Commercial) land use and zoned C-3 (Community Commercial). PROPERTY OWNER NOTIFICATION A notice of the requests was mailed to owners of properties within 400 feet of the subject property, and signs were posted for the City Commission meeting date. The applicant has certified that they posted signage and mailed notices in accordance with Ordinance No. 04-007 & 05-004. BACKGROUND The subject site is generally located between Federal Hwy and the Intercoastal Waterway, north of Bamboo Ln, and approximately 400 feet south of the intersection of Federal Hwy and Old Dixie Hwy. The subject site is within the Urban Commercial District Overlay. The intent of the IPUD zoning district is to encourage the construction of unique, high quality and compatible multi-family residential developments that exceed the basic development standards of the Land Development Regulations in terms of site design, building architecture, construction materials, amenities and landscape design. In 2006, approval was granted for an Infill Planned Unit Development (IPUD) consisting of 30 dwelling units with residential amenities, recreational spaces and landscaping. The approval also included a 6-foot concrete wall partially separating residential units on the southern part of the development from a neighboring single-family property located at 815 Bamboo Ln, according to approved plans prior to construction in 2006 (NWSP 05-026). Furthermore, a Minor Sit Plan Modification application has been applied for in 2008 for several site plan modifications, one of which was to erect a fence in lieu of the required 6-foot concrete wall. The application was approved with Conditions of Approval for building due to “the need to provide adequate buffering and also retention with the grade differential.” One such condition was that “the concrete wall shall be constructed as depicted on the originally approved site plan along the east property line.” Lastly, pursuant to the city’s Land Development Regulations (LDR), the subject-property is required to provide a continuous solid, opaque, visual screen of at least six (6) feet in height comprised of trees, hedges, and shrubs, in combination with a buffer wall (Part III, Chapter 4, Article II, Section 4.B.3.c.(2)). However, no concrete wall currently exists at that location. The applicant, Estancia at Boynton Beach Homeowners Association, Inc., through their agent Carney Stanton P.L., seeks approval of a Major Site Plan Modification for erecting a fence in lieu of the previously approved 6-foot concrete wall. In conjunction with this Major Site Plan Modification application, the applicant applied for a Variance (ZNCV - 2025.07.4717). ANALYSIS Traffic: The potential impact of the proposed site modification for the project site remains unchanged. Utilities: The City’s Utilities Department has reviewed the Major Site Plan Modification application. The applicant provided the required approved easement consent form from the Utilities department as well as Homeowners Association approval for the easement. The Utilities Department will provide additional necessary reviews at the time of permitting, following approval of the Variance request and Major Site Plan Modification. 924 Page 3 Major Site Plan Modification for Estancia at Boynton Beach Homeowners Association, Inc. MSPM - 2025.07.4717 C:\Users\ufc-prod\AppData\Local\Temp\BCL Technologies\easyPDF 8\@BCL@3C175156\@BCL@3C175156.docx 3 Police/Fire: The Police and Fire Departments have reviewed the site plan modification. Police have stated that fencing shall be well lit, shrubs kept low (below 3 feet) and tree canopies high (above 6 feet) to maintain visibility along the fence line. Additionally, dense plantings next to the fence that could provide cover for unauthorized people shall be avoided. Security cameras to cover both sides of the fence shall be considered. Engineering: The City’s Engineering Division has reviewed the Major Site Plan Modification application. The City’s Engineering Division has stated that the contractor shall make every effort during construction to control wind and water erosion of the soil on site and not cause damage to adjoining properties. Should the site become excessively dry, and wind and soil erosion becomes prevalent and/or a nuisance, the contractor shall water and/or seed and mulch the area and provide erosion control fencing as necessary. The contractor shall provide runoff and sediment protection around existing drainage inlets. Drainage: The City’s Engineering Division has reviewed the Major Site Plan Modification application. The City’s Engineering Division has stated that grading shall be sloped so as to drain away from building structures, drain along and within property line or common drainage facilities in expressed drainage easements, and prevent runoff onto any adjacent privately held property. Access: The ingress and egress of vehicular access to the subject property remain unchanged. Parking: Parking at the subject property remains unchanged. Landscaping: The existing site landscaping shall be protected and preserved on-site. The applicant shall ensure that, prior to permit approval, any removed or relocated palms or trees are mitigated pursuant to the city’s Land Development Regulations (LDR) (Chapter 4, Article II). Building Height: Building height at the subject property remains unchanged. Design: The applicant proposes a 6-foot tan colored vinyl fence designed with pickets, columns, posts, and/or other elements to avoid an expansive monolithic or monotonous appearance. The applicant shall install a fence decorative in appearance where every two (2) fence panels or sixteen (16) feet of fence must be interrupted by decorative columns or posts, visible from the exterior of the property, and topped with decorative capitals. The applicant shall ensure that the proposed fence is in conformance with the city’s Land Development Regulations (LDR) (Chapter 3, Article V, Section 2 and Chapter 4, Article III, Section 10). Lighting: The applicant has not proposed modifications to the lighting, as the building footprint remains unchanged. However, the Police Department has reviewed the application and noted that the applicant shall ensure fencing is well lit, especially around gates or areas that might otherwise be shadowed. Amenities: No new amenities are proposed for the project. Signage: Signage remains unchanged. Any new signs shall comply with the sign regulations 925 Page 4 Major Site Plan Modification for Estancia at Boynton Beach Homeowners Association, Inc. MSPM - 2025.07.4717 C:\Users\ufc-prod\AppData\Local\Temp\BCL Technologies\easyPDF 8\@BCL@3C175156\@BCL@3C175156.docx 4 pursuant to the city’s Land Development Regulations (LDR) (Chapter 4, Article IV). Public Art: The project does not require the applicant to participate in the Public Art program. RECOMMENDATION Staff has reviewed this request for a Major Site Plan Modification and recommends DENIAL. Should the Commission approve the proposed Variance, staff recommends APPROVAL, contingent upon satisfying all comments indicated in Exhibit D – Conditions of Approval. Any additional conditions recommended or required by the City Commission shall be documented accordingly in the Conditions of Approval. 926 927 928 929 930 931 932 933 934 935 936 937 938 939 940 941 942 943 EXHIBIT “D” Conditions of Approval Project Name: Estancia at Boynton Beach File number: MSPM-2025.07.4717, ZNCV 2025.07.4717 Reference: February 17, 2026, Commission Meeting DEPARTMENTS INCLUDE REJECT ENGINEERING / PUBLIC WORKS / UTILITIES Comments: 1. Grading shall be sloped so as to drain away from building structures, drain along & within property line or common drainage facilities in expressed drainage easements, and prevent runoff onto any adjacent privately held property. X 2. The contractor shall make every effort during construction to control wind and water erosion of the soil on site and not cause damage to adjoining properties. Should the site become excessively dry, and wind and soil erosion becomes prevalent and/or a nuisance, the contractor shall water and/or seed and mulch the area and provide erosion control fencing as necessary. Contractor shall provide runoff and sediment protection around existing drainage inlets. X PLANNING AND ZONING Comments: 3. It is the applicant’s responsibility to ensure that the application requests are publicly advertised in accordance with Ordinance 04- 007 and Ordinance 05-004, and an affidavit with attachments (ownership list, radius map, and copy of mailing labels) is required to be provided to the City Clerk and Planning & Zoning Division one (1) week prior to the first public hearing. X 4. Approval of the Major Site Plan Modification (MSPM 2025.07.4717) is contingent upon approval of the accompanying request for a Variance (ZNCV 2025.07.4717). X 5. The subject property shall obtain all required governmental approvals prior to the installation of any walls or fences, pursuant to Chapter 3, Article V. Section 2. Walls and Fences and Chapter 4, Article III. Exterior Building and Site Design Standards of the City’s Land Development Regulations (LDR). X 6. A building permit application for the fence shall be submitted within thirty (30) days of approval of this Major Development Application, and the fence shall be installed within thirty (30) days of the building permit application approval. X 944 3200 Estancia Ln (MSPM, ZNCV 2025.07.4717) Conditions of Approval Page 2 of 3 DEPARTMENTS INCLUDE REJECT 7. The fence shall only be erected on the lot of the applicant and not protrude or extend outside the property line or into a public right- of-way. X 8. The applicant shall install a fence decorative in appearance where every two (2) fence panels or sixteen (16) feet of fence must be interrupted by decorative columns or posts, visible from the exterior of the property, and topped with decorative capitals to avoid an expansive monolithic or monotonous appearance, pursuant to Chapter 4, Article III. Exterior Building and Site Design Standards of the City’s Land Development Regulations (LDR). This requirement will not be satisfied by the reversing of the fence material to place the unfinished side out exposing the four (4) inch by four (4) inch posts and crossmembers to the exterior. X 9. Unobstructed cross-visibility shall be maintained in the safe-sight triangle as it pertains to the adjacent property’s driveway. X 10. Pursuant to Part III, Chapter 4, Article II, Section 4.B.3.c.(2), Landscape Design and Buffering Standards of the Land Development Regulations, the project shall provide one (1) tree spaced every thirty (30) linear feet on center; and a continuous hedge of three (3) feet in height located on the outside of buffer wall. X 11. Any trees or palms that will be removed or relocated shall be mitigated pursuant to Chapter 4, Article I, Environmental Protection Standards of the City’s Land Development Regulations (LDR). A landscaping / landscaping (tree removal) application will be required along with a landscape plan, mitigation plan, tree survey, and/or any other plan as deemed necessary. X 12. Pursuant Chapter 4, Article II, Section 4.A.10, Landscaping within Easements, all easement locations and specific types of easement (e.g. landscape easement and sewer easement) shall be identified on the landscape plan. Easements may overlap a required landscape strip or perimeter buffer by a maximum of five (5) feet. Additionally, identify on the landscape plan the location of proposed trees measured in feet. X 13. Pursuant to Part III, Chapter 4, Article VII, Exterior Lighting Standards of the Land Development Regulations, light fixtures must be baffled, shielded, screened, or recessed to prevent visibility of the lit portion of the fixture from off the premises. X POLICE Comments: 945 3200 Estancia Ln (MSPM, ZNCV 2025.07.4717) Conditions of Approval Page 3 of 3 DEPARTMENTS INCLUDE REJECT 14. Ensure fencing is well lit, especially around gates or areas that might otherwise be shadowed. X 15. Keep shrubs low (below 3 feet) and tree canopies high (above 6 feet) to maintain visibility along the fence line. Avoid dense plantings next to fence that could provide cover for unauthorized persons. X 16. Consider security cameras to cover both sides of the fence. X BUILDING Comments: 17. Erect the fence two (2) feet away from the property line to ensure adjacent property has access for maintenance or other work. Fence maintenance shall be the responsibility of the owner of the subject- property. X FIRE Comments: None X CITY COMMISSION CONDITIONS Comments: X 946 DEVELOPMENT ORDER OF THE CITY COMMISSION OF THE CITY OF BOYNTON BEACH, FLORIDA PROJECT NAME: Estancia at Boynton (MSPM-2025.07.4717) APPLICANT: Peter Carney, Estancia at Boynton Beach Homeowners Association, Inc. APPLICANT’S ADDRESS: 817 Virginia Garden Dr, Boynton Beach, FL 33435 DATE OF HEARING RATIFICATION BEFORE CITY COMMISSION: February 17, 2026 APPROVAL SOUGHT: Approve request for a Major Site Plan Modification (MSPM - 2025.07.4717) to construct a fence in lieu of a wall within Estancia at Boynton, located at 3200 Estancia Ln, in the Infill Planned Unit Development (IPUD) zoning district. LOCATION OF PROPERTY: 3200 Estancia Ln DRAWING(S): SEE EXHIBIT “C” ATTACHED HERETO. ________ THIS MATTER was presented to the City Commission of the City of Boynton Beach, Florida on the date of hearing stated above. The City Commission having considered the approval sought by the applicant and heard testimony from the applicant, members of city administrative staff and the public finds as follows: 1. Application for the approval sought was made by the Applicant in a manner consistent with the requirements of the City’s Land Development Regulations. 2. The Applicant HAS HAS NOT established by substantial competent evidence a basis for the approval requested. 3. The conditions for development requested by the Applicant, administrative staff, or suggested by the public and supported by substantial competent evidence are as set forth on Exhibit “D” with notation “Included.” 4. The Applicant’s request is hereby GRANTED subject to the conditions referenced in paragraph 3 above. DENIED 5. This Order shall take effect immediately upon issuance by the City Clerk. 6. All further development on the property shall be made in accordance with the terms and conditions of this order. 7. Other: _______________________________________________________________ _____________________________________________________________________ _____________________________________________________________________ DATED: __________________________ _____________________________________________ City Clerk 947 ADDENDUM ADDITIONAL TERMS – SOFTWARE / SAAS The terms of this Addendum govern and control your Agreement with the City of Boynton Beach. If there is any conflict between the Agreement and this Addendum, this Addendum shall control. PUBLIC RECORDS. The City is a public agency subject to Chapter 119, Florida Statutes. The Contractor shall comply with Florida’s Public Records Law. Specifically, the Contractor shall: A. Keep and maintain public records required by the City to perform the service; B. Upon request from the City’s custodian of public records, provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Fla. Stat. or as otherwise provided by law; C. Ensure that public records that are exempt or that are confidential and exempt from public record disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and, following completion of the contract, Contractor shall destroy all copies of such confidential and exempt records remaining in its possession once the Contractor transfers the records in its possession to the City; and D. Upon completion of the contract, Contractor shall transfer to the City, at no cost to the City, all public records in Contractor’s possession All records stored electronically by Contractor must be provided to the City, upon request from the City’s custodian of public records, in a format that is compatible with the information technology systems of the City. E. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR’S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS: CITY CLERK 100 E. OCEAN AVE. BOYNTON BEACH, FL, 33435 561-742-6060 CITYCLERK@BBFL.US CONFIDENTIALITY. If the Agreement contains any confidentiality obligations, any such provisions are subject to Chapter 119, Florida Statutes mandates. The Agreement and any information provided by Contractor to the City may fall within the disclosure requirements of Chapter 119, Fla. Stat. The Contractor must clearly label and mark each page or section of any tangible documents (excluding internet-based Confidential Information) provided to the City in connection with the Agreement that it considers proprietary information or otherwise confidential or exempt from Chapter 119, Fla. Stat. If the City receives a public records request regarding the Contractor’s Confidential Information, it will notify the Contractor in writing or electronically. If the Contractor continues to assert in good faith that the information is confidential or exempt from disclosure pursuant to Chapter 119, Fla Stat., then the Contractor shall be solely responsible for defending its position or seeking a judicial declaration. Nothing in this Agreement shall create an obligation or duty for the City to defend or justify the Contractor’s position. Contractor shall indemnify and hold harmless the City for any award, damages, fines, fees, penalties, or impositions of whatsoever nature or kind and all costs and fees, including attorney’s fees incurred by the City in connection with this section. Any requirements in the Agreement that require the City to destroy Confidential Information upon termination of the Agreement are hereby deemed null and void. Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 204948 DISCRIMINATORY VENDOR AND SCRUTINIZED COMPANIES LISTS; COUNTRIES OF CONCERN. Contractor represents that it has not been placed on the “discriminatory vendor list” as provided in Section 287.134, Florida Statutes, and that it is not a “scrutinized company” pursuant to Sections 215.473 or 215.4725, Florida Statutes. Contractor represents and certifies that it is not, and for the duration of the Term, will not be, ineligible to contract with City on any of the grounds stated in Section 287.135, Florida Statutes. Contractor represents that it is, and for the duration of the Term will remain, in co mpliance with Section 286.101, Florida Statutes. VERIFICATION OF EMPLOYMENT ELIGIBILITY. Contractor represents that Contractor and each subcontractor have registered with and use the E-Verify system maintained by the United States Department of Homeland Security to verify the work authorization status of all newly hired employees in compliance with the requirements of Section 448.095, Florida Statutes, and that entry into this Agreement will not violate that statute. If Contractor violates this section, City may immediately terminate this Agreem ent for cause, and Contractor shall be liable for all costs incurred by City due to the termination. PUBLIC ENTITY CRIMES ACT. Contractor represents that it is familiar with the requirements and prohibitions under the Public Entity Crime Act, Section 287.133, Florida Statutes, and represents that its entry into this Agreement will not violate that Act. Contractor further represents that there has been no determination that it committed a “public entity crime” as defined by Section 287.133, Florida Statutes, and that it has not been formally charged with committing an act defined as a “public enti ty crime” regardless of the amount of money involved or whether Contractor has been placed on the convicted vendor list. ENTITIES OF FOREIGN CONCERN. This section shall apply if Contractor or any subcontractor will have access to an individual’s personal identifying information under this Agreement. Accordingly, Contractor represents and certifies: (i) Contractor is no t owned by the government of a foreign country of concern; (ii) the government of a foreign country of concern does not have a controlling interest in Contractor; and (iii) Contractor is not organized under the laws of and does not have its principal p lace of business in, a foreign country of concern. On or before the Effective Date or the date that Contractor or its subcontractor wil l have access to personal identifying information under this Agreement, Contractor and any subcontractor that will have access to personal identifying information shall submit to City executed affidavit(s) under penalty of perjury, in a form approved by Ci ty attesting that the entity does not meet any of the criteria in Section 287.138(2), Florida Statutes. Compliance with the requirements of this section is included in the requirements of a proper invoice. Terms used in this section that are not otherwise defined in this Agreement shall have the meanings ascribed to such terms in Section 287.138, Florida Statutes. ANTI-HUMAN TRAFFICKING. On or before the Effective Date of the Agreement, Contractor shall provide City with an affidavit attesting that the Contractor does not use coercion for labor or services, in accordance with Section 787.06(13), Florida Statutes. INVOICES AND PAYMENT. Payments of any fees due to the Contractor for services shall be conditioned on receipt of a proper invoice. Payment will be made in accordance with the Local Government Prompt Payment Act, Section 218.70, et al., Florida Statutes. VENUE, WAIVER OF JURY TRIAL. The exclusive venue for any lawsuit arising from, related to, or in connection with this Agreement shall be in the state courts of the Fifteenth Judicial Circuit in and for Palm Beach County, Florida. If any claim arising from, related to, or in connection with this Agreement must be litigated in federal court, the exclusive venue for any such lawsuit shall be in the United States District Court or United States Bankruptcy Court for the Southern District of Florida. EACH PARTY H EREBY EXPRESSLY WAIVES ANY RIGHTS IT MAY HAVE TO A TRIAL BY JURY OF ANY CIVIL LITIGATION RELATED TO THIS AGREEMENT. INDEMNIFICATION. Contractor shall indemnify, hold harmless, and defend City and all of City’s current, past, and future officers, agents, and employees (collectively, “Indemnified Party”) from and against any and all causes of action, demands, claims, los ses, liabilities, and expenditures of any kind, including attorneys’ fees, court costs, and expenses, including through the conclusion of any appellate proceedings, raised or asserted by any person or entity not a party to this Agreement, and caused or alle ged to be caused, in whole or in part, by a claim that the Software or Services, as provided by Contractor and when used by City in accordance with this Agreement, infringe any intellectual property rights of a third party (collectively, a “Claim”). If any Claim is brought against an Indemnified Party, Contractor shall, upon written notice from City, defend each Indemnified Party with counsel satisfactory to City or, at City’s option, pay for an attorney selected by the City Attorney to defend the Indemnified Party. The obligations of this section shall survive the expiration or earlier termination of this Agreement. Any provision of the Agree ment that requires the City to indemnify the Contractor or any third party is hereby deleted in its entirety. SOVEREIGN IMMUNITY. Nothing contained herein is intended to serve as a waiver of sovereign immunity by the City or as a waiver of limits of liability or rights the City may have under the doctrine of sovereign immunity or under Section 768.28, Florida Statutes. Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 205949 SOFTWARE AS A SERVICE (SAAS) AND TECHNOLOGY PROVISIONS DATA OWNERSHIP AND PORTABILITY. For SaaS and technology services, the City retains full ownership of all data entered into, processed by, or generated through Contractor's systems. Upon termination or expiration of this Agreement, Contractor shall provide the City with all data in a standard, machine-readable format at no additional cost within thirty (30) days. Contractor shall not retain any copies of City data except as required by law. DATA SECURITY AND PRIVACY. Contractor shall implement and maintain industry-standard security measures to protect City data, including but not limited to encryption in transit and at rest, access controls, regular security assessments, and employee background checks for personnel with access to City systems. Contractor shall immediately notify the City of any actual or suspected data breach, security incident, or unauthorized access within twenty-four (24) hours of discovery. SERVICE LEVEL AGREEMENTS. For technology services, Contractor shall maintain system uptime of at least 99.5% during business hours (8:00 AM to 5:00 PM EST, Monday through Friday, excluding City holidays). Planned maintenance requiring system downtime must be scheduled outside business hours with at least 72 hours' advance notice to the City. BUSINESS CONTINUITY AND DISASTER RECOVERY. Contractor shall maintain appropriate backup and disaster recovery procedures to ensure continuity of services and data protection. Contractor shall provide the City with a copy of its disaste r recovery plan upon request and demonstrate successful recovery procedures annually. COMPLIANCE WITH APPLICABLE LAWS. For technology services involving personal data, Contractor shall comply with all applicable federal, state, and local privacy laws, including but not limited to HIPAA (if applicable), FERPA (if applicable), and any Florida data protection statutes. Contractor shall provide evidence of compliance upon City's request. TECHNOLOGY SUPPORT AND MAINTENANCE. Contractor shall provide ongoing technical support during normal business hours and shall respond to critical issues within four (4) hours. Contractor shall maintain current versions of all software and se curity patches unless otherwise agreed in writing. VENDOR LOCK-IN PREVENTION. Contractor agrees not to implement any technical or contractual barriers that would prevent the City from migrating to alternative solutions. This includes providing necessary APIs, data exports, and reasonable transi tion assistance upon contract termination. By signing below, the Contractor agrees to the terms in this Addendum. By:_____________________________ Name:___________________________ Title:____________________________ Date:____________________________ Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 2/10/2026 Robert Wheeler Chief Operating Officer 206950 Copyright 2022, Peregrine Technologies, Inc. All rights reserved. Copyright extends to all pages of this document. PEREGRINE CUSTOMER ORDER FORM & SCOPE OF SERVICES Customer Information Customer Name: Boynton Beach Police Department Contact: AC Jack Dale Address: 2100 Highridge Road Boynton Beach, FL 33426 Phone: 561-742-6100 Quote POC Email: dalej@bbfl.us Customer Invoice Email: Peregrine Services Effective Date: February 1, 2026 Initial Term: From the Effective Date through January 31, 2027 (“Initial Term”). Service Fee: The following fee schedule is available to the Customer if Order Form is signed on or before January 31, 2026. Unless otherwise terminated as set forth in the Terms and Conditions, Customer shall pay Peregrine a service fee of $120,000 annually for the Term as follows: a. Initial Term: $120,000 within 30 days of the Effective Date The Customer has the option to continue use of the Service for up to two (2) optional annual terms as follows: b. Option Year 1: $123,600 within 30 days of February 1, 2027 c. Option Year 2: $127,300 within 30 days of February 1, 2028 Users: Customer may allow an unlimited number of employees of the Boynton Beach Police Department to access and use the Service. Onboarding and Training Services: Peregrine will provide Customer with an introductory training session that provides an overview of the Service, background on accessible data sources as of the Effective Date and an introduction to the analytic capabilities of the Service. Peregrine will provide additional training, including refresher sessions and advanced training modules, from time to time upon mutual agreement of the parties. Professional Services: The initial Customer Data sources and systems that Peregrine will integrate with the Service for Customer are: Mark43 CAD + RMS (current system); Axon BWC; QED CAD + RMS (legacy); and Motorola P1 CAD + RMS (legacy). Peregrine is responsible for the first $5,000 in third-party API or data access fees. The Customer is responsible for any third-party API or data access fees above the initial $5,000. Any additional data integrations or new functionality shall be subject to mutual written agreement of the parties, including with respect to fees. All additional data integration services or new functionality and corresponding fees will be set forth in a statement of work. For clarity, Peregrine will provide any other Professional Services and additional data integration services in accordance with Section 2.2 of the Terms and Conditions. Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 191951 January 27, 2026 2 Proprietary and Confidential Peregrine services are provided subject to the terms set forth above on this Order Form together with the attached terms and conditions (the “Terms and Conditions,” and together with this Order Form, the “Agreement”). Any capitalized term used in this Order Form but not defined herein shall have the meaning ascribed to it in the Terms and Conditions. By signing this Order Form, Peregrine and Customer each agree to the terms and conditions set forth in this Agreement. In the event of any conflict between this Order Form and the Terms and Conditions, t he terms of this Order Form shall govern to the extent of such conflict. This Order Form may be executed in counterparts (which may be delivered by electronic mail of .pdf files), each of which counterparts, when so executed and delivered, shall be deemed to be an original, and all of which counterparts, taken together, shall constitute one and the same instrument. Peregrine Customer By: By: Name: Robert Wheeler Name: Title: Head of Commercial Operations Title: Date Signed: Date Signed: Attest: Name: Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 2/10/2026 192952 January 27, 2026 3 Proprietary and Confidential Peregrine Customer Terms and Conditions These Peregrine Customer Terms and Conditions govern the provision of the services described on the attached Order Form (“Order Form”) by Peregrine Technologies, Inc. (“Peregrine”) to the Boynton Beach Police Department (“Customer”). By executing an Order Form with Peregrine, Customer agrees to be bound by these Terms and Conditions. 1. Definitions. “Aggregated Data” has the meaning specified in Section 6.1. “CJIS Security Policy” means the FBI CJIS Security Policy document as published by the FBI CJIS Information Security Officer, currently located at https://www.fbi.gov/services/cjis/cjis-security-policy-resource-center. “Client-Side Software” means any software in source or object code form that Peregrine makes available for use in connection with the Service, including Peregrine’s mobile application(s). “Criminal Justice Information Services Division” or “CJIS” means the FBI division responsible for the collection, warehousing, and timely dissemination of relevant criminal justice information to the FBI and to qualified law enforcement, criminal justice, civilian, academic, employment and licensing agencies. “Customer Data” means any of Customer’s data, information, documents or e lectronic files that are provided to Peregrine via the Service or otherwise in connection with this Agreement, including any databases Customer procures from third party vendors for Peregrine’s integration with the Service; provided that, for purposes of clarity, Customer Data as defined herein does not include Aggregated Data. “Documentation” means the materials supplied by Peregrine hereunder, in any media, including any and all installer’s, operator’s and user’s manuals, training materials, guides, func tional or technical specifications or other materials for use in conjunction with the Service. “Personal Information” means any information that, individually or in combination, does or can identify a specific individual or by or from which a specific individual may be identified, contacted, or located, including without limitation all data considered “personal data”, “personally identifiable information”, or something similar under applicable laws, rules, or regulations relating to data privacy. “Professional Services” has the meaning specified in Section 2.2. “Service” means Peregrine’s proprietary platform that assists Users with criminal investigations and police leadership decision making, consisting of a hosted web-based interface and the Client-Side Software. For purposes of this Agreement, the Service is exclusive of Professional Services that may be rendered upon mutual agreement of the parties in accordance with Section 2.2. “SOW” has the meaning specified in Section 2.2. “Third Party Data” means any third party databases that Peregrine licenses from third party vendors and makes accessible via the Service. For clarity, Third Party Data does not include any Customer Data. “Third Party Products” means any third-party products provided with, integrated with, or incorporated into the Service, including Third Party Data. “Users” means the individuals authorized by Customer to use the Service in accordance with the terms in the Order Form (including number and type of individuals who may access the Service) and that have been supplied user identifications and passwords by Peregrine. 2. Provision of the Service and Additional Services. 2.1. Service. During the Term and subject to the terms and conditions of this Agreement, including payment of the fees set forth on the Order Form, Customer may: (a) access and use the Service for up to the number of Users set forth in the Order Form, (b) download and reproduce the applicable Documentation solely for internal use in association with the Service, and (c) download, install, and use any Client-Side Software in support of Customer’s Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 193953 January 27, 2026 4 Proprietary and Confidential use of the Service, in each case on a nonexclusive, non-transferable, and non-sublicensable basis and solely for Customer’s internal business purposes. Peregrine shall provide Customer with authentication credentials for individual Users upon written request from authorized personnel of Customer, (ii) onboarding and training services as set forth in the Order Form (“Onboarding and Training Services”), and (iii) telephone and standard technical support to Customer during normal business hours (“Technical Support”). Except as set forth herein, Peregrine shall, at its sole cost and expense, provide all facilities and equipment that may be necessary for Peregrine to perform the Services. 2.2. Professional Services. Except as set forth in the Order Form, in the event that Customer requests that Peregrine perform data integration, configuration or implementation services regarding the Service, including integration of Customer Data or Third Party Data and creation of specific modifications to the Service (but excluding any Onboarding and Training Services), Peregrine will discuss the scope and fees for such services and, if agreed, such work will be performed pursuant to a statement of work execut ed by the parties and referencing this Agreement that describe such scope and fees (an “SOW,” and such services, the “Professional Services”). Any fees associated with the Professional Services shall be set forth in the applicable SOW and Customer shall pa y such fees in accordance with Section 4.2 below. To the extent the Professional Services result in any software code or other tangible work product (“Work Product”), all such Work Product will remain owned solely and exclusively by Peregrine and may be used by Customer solely in connection with Customer’s authorized use of the Service under this Agreement. Customer shall permit Peregrine access to Customer’s offices and any other facilities necessary for Peregrine to provide the Professional Services. 2.3. Access and Policies. Customer will permit Peregrine access to Customer’s offices and any other facilities necessary for Peregrine to provide the Service, Onboarding and Training Services, Technical Support, and any Professional Services. Peregrine agrees to, and cause its personnel to, abide by Customer’s facilities access and use policies as provided by Customer to Peregrine in writing in advance of any on -site visits. Customer will also permit and enable Peregrine to have offsite access to Customer Data and t he Customer’s production platform for the Service in order to provide the Service, Technical Support and Professional Services. Peregrine agrees to comply with the CJIS Security Policy in connection with its access to Customer Data, including CJIS -defined policies for remote access. 2.4. Compliance with Applicable Laws. Each party and its agents shall comply with all laws applicable to the performance or receipt, as applicable, of the Service hereunder. 2.5. Licenses and Permits. Peregrine and its employees, agents, and any subcontractors have, and will maintain at their sole cost and expense, all licenses, permits, qualifications, and approvals of whatsoever nature that are legally required to practice their respective professions. In addition to the foregoing, Peregrine and any subcontractors shall obtain and maintain during the term of this Agreement valid business licenses from Customer as required by law. 2.6. Nondiscrimination and Equal Opportunity. Peregrine shall not discriminate, on the basis of a person’s race, religion, color, national origin, age, physical or mental handicap or disability, medical condition, genetic information, marital status, sex, sexual orientation, gender or gender identity, against any employee, applicant for employment, subcontractor, bidder for a subcontract, or participant in, recipient of, or applicant for any services or programs provided by Peregrine under this Agreement. Peregrine shall comply with all applicable federal, state, and local laws, policies, rules, and requirements relat ed to equal opportunity and nondiscrimination in employment, contracting, and the provision of any services that are the subject of this Agreement, including but not limited to the satisfaction of any positive obligations required of Peregrine thereby. 2.7. Suspension. Notwithstanding anything to the contrary in this Agreement, Peregrine may temporarily suspend Customer’s and any User’s access to any portion or all of the Service if: (a) Peregrine reasonably determines that (i) there is a threat or attack on th e Service; (ii) Customer’s or any User’s use of the Service disrupts or poses a security risk to the Service or to any other customer or vendor of Peregrine; (iii) Customer, or any User, is using the Service for fraudulent or illegal activities; (iv) subject to applicable law, Customer has ceased to continue its business in the ordinary course, made an assignment for the benefit of creditors or similar disposition of its assets, or become the subject of any bankruptcy, reorganization, liquidation, dissolution, or similar proceeding; (v) Peregrine’s Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 194954 January 27, 2026 5 Proprietary and Confidential provision of the Service to Customer or any User is prohibited by applicable law; or (vi) any Customer Data submitted, posted, or otherwise transmitted by or on behalf of Customer or an User through the Service ma y infringe or otherwise violate any third party’s intellectual property or other rights; (b) any vendor of Peregrine has suspended or terminated Peregrine’s access to or use of any Third Party Products required to enable Customer to access the Service; or (c) if Customer fails to pay any undisputed fees when due (any such suspension described in subclauses (a), (b), or (c), a “Service Suspension”). Peregrine shall use commercially reasonable efforts to provide written notice of any Service Suspension to Customer and to provide updates regarding resumption of access to the Service following any Service Suspension. Peregrine shall use commercially reasonable efforts to resume providing access to the Service as soon as reasonably possible after the event giving rise to the Service Suspension is cured. Peregrine will have no liability for any damage, liabilities, losses (including any loss of data or profits), or any other consequences that Customer or any User may incur as a result of a Service Suspension. 2.8. Third Party Products. Peregrine may from time to time make Third Party Products available to Customer or Peregrine may allow for certain Third Party Products to be integrated with the Service. For purposes of this Agreement, such Third Party Products are subject to their own terms and conditions. Peregrine is not responsible for the operation of any Third Party Products and makes no representations or warranties of any kind with respect to Third Party Products or their respective providers. If Customer does not agree to abide by the applicable terms for any such Third Party Products, then Customer should not install or use such Third Party Products. By authorizing Peregrine to transmit Customer Data from Third Party Products into the Service, Customer represents and warrants to Peregrine that it has all right, power, and authority to provide such authorization. 2.9. Open Source Components. Certain aspects of the Service, such as the Client-Side Software, may contain or be distributed with open source software code or libraries (“Open Source Components”). Peregrine will provide a list of Open Source Components for a particular version of any distributed portion of the Service, such as the Client - Side Software, on Customer’s request. To the extent required by the license applicable to such Open Source Components: (a) Peregrine will use reasonable efforts to deliver to Customer any notices or other materials (such as source code); and (b) the terms of such licenses will apply to such Open Source Components in lieu of the te rms of this Agreement. To the extent the terms of such licenses prohibit any of the restrictions in this Agreement with respect to any particular Open Source Component, such restrictions will not apply to such Open Source Component. To the extent the terms of such licenses require Peregrine to make an offer to provide source code or related information in connection with the Open Source Component, such offer is hereby made. For purposes of clarity, Open Source Components are Third Party Products. 3. Customer Responsibilities. 3.1. Generally. Customer is responsible for all activities that occur under User accounts. Customer also shall: (a) ensure it has all rights necessary for Peregrine to integrate the Customer Data with the Service; (b) have sole responsibility for the accuracy, quality, integrity, legality, reliability, and appropriateness of all Customer Data; (c) prevent unauthorized access to, or use of, the Service, and notify Peregrine immediately of any unauthorized access or use; (d)_ensure each User has its own unique account on the Service and that Users do not share their account credentials with one another or any third party; and (e) comply with all applicable laws in using the Service. Customer agrees to provide its Users with the applications necessary to run the Service as set forth in the Documentation. 3.2. Use Restrictions. Customer shall not use the Service for any purposes beyond the scope of access granted under this Agreement. Without limiting the generality of the foregoing, Customer shall not, and shall ensure Users do not: (a) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Service available to any third party; (b) send spam or otherwise duplicative or unsolicited messages via the Service; (c) send or store infringing or unlawful material; (d) send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs; (e) interfere with or disrupt the integrity or performance of the Service or the data contained therein; (f) attempt to gain unauthorized access to the Service or its related systems or networks ; (g) copy, modify, or create derivative works based upon the Service or any component thereof; (h) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Service or any component thereof; (i) use the Service in any manner or for any purpose that infringes, misappro priates, or otherwise violates any intellectual property or other right of any third party or that violates any applicable law; (j) Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 195955 January 27, 2026 6 Proprietary and Confidential access or use the Service for purposes of competitive analysis of Peregrine or the Service, the development, provision, or use of a competing service or product, or any other purpose that is to Peregrine’s detriment or commercial disadvantage; or (k) input, upload, transmit, or otherwise provide to or through the Service any information or materials, including Customer Data, that are unlawful or injurious in any way 3.3. CJIS Requirements. Customer certifies that it and its Users will comply with the following CJIS requirements: (a) Customer agrees to use training, policy and procedures to ensure Users use proper handling, processing, storing and communication protocols for Customer Data and any Third Party Data; (b) Customer agrees to protect the Service and any Third Party Data by monitoring and auditing staff user activity to ensure that it is only within the purview of system application development, system maintenance and the support roles assigned; (c) Customer will only provide access to the Service and any Third Party Data through Customer -managed role-based access and applied sharing rules configured by Customer; (d) Customer agrees to create and retain activity transaction logs to enable auditing by Peregrine staff, CJIS and any Third Party Data owners; (e) Customer agrees to perform independent employment background screening for its staff at Customer’s own expense; and (f) Customer agrees to reinforce staff policies for creating User accounts with only one Customer domain email address for each User, with exceptions only as granted in writing by Peregrine. 3.4. Operation Restrictions. Under certain circumstances, it may be dangerous to operate a moving vehicle while attempting to operate a laptop, mobile device or other touch screen and any of their applications. Customer agrees that the Users will be instructed to only utilize the interface for the Service at times when it is safe to do so. Peregrine is not liable for any accident caused by a result of distraction such as from viewing the screen while operating a moving vehicle. 3.5. Customer Logo. Peregrine may use Customer’s name and logo in Peregrine’s lists of customers provided that such use will comply with any standard trademark guidelines provided by Customer to Peregrine. 3.6. Feedback. If Customer or any of its employees or contractors sends or transmits any communications or materials to Peregrine by mail, email, telephone, or otherwise, suggesting or recommending changes to the Service, including without limitation, new features or functionality relating thereto, or any comments, questions, suggestions, or the like (“Feedback”), Peregrine is free to use such Feedback irrespecti ve of any other obligation or limitation between the parties governing such Feedback. 4. Fees & Payment. 4.1. Fees. Customer shall pay the fees for the Service as specified in the Order Form and in any SOWs. All fees are non-refundable except to the extent otherwise expressly set forth in this Agreement. 4.2. Payment Terms. Except as set forth on the Order Form, Customer shall pay all fees within thirty (30) days of Peregrine issuing an invoice. 4.3. Taxes. Peregrine’s fees do not include any local, state, federal or foreign taxes, levies or duties of any nature (“Taxes”). Customer is responsible for paying all Taxes, excluding only taxes based on Peregrine’s income. If Peregrine has the legal obligation to pay or collect Taxes for which Customer is responsible under this section, the appropriate amount shall be invoiced to and paid by Customer unless Customer provides Peregrine with a valid tax exemption certificate authorized by the appropriate taxing authority. 5. Proprietary Rights. The “Peregrine Technology “means (a) the Peregrine name, the Peregrine logo, and other trademarks and service marks; (b) audio and visual information, documents, software and other works of authorship, including training materials; (c) other technology included in the Service, including Client-Side Software, graphical user interfaces, workflows, products, processes, algorithms, know-how and other trade secrets, techniques, designs, inventions and other tangible or intangible technical material or information provided by Peregrine under this Agreement; and (d) the work product or other results of Professional Services. Peregrine owns and shall retain all rights in the Peregrine Technology. Other than as expressly set forth in Section 2.1 above, no license or other rights in or to the Peregrine Technology or related intellectual property rights are granted to Customer or Users, and all such licenses and rights are hereby expressly reserved to Peregrine. For clarity, “Peregrine Technology” does not include Customer Data. Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 196956 January 27, 2026 7 Proprietary and Confidential 6. Data Access, Sharing and Security. 6.1. Customer Data. Peregrine may access, reproduce, and use Customer Data to provide the Service, including to provide Technical Support, Onboarding and Training Services and any Professional Services. Customer agrees that Peregrine may generate technical logs, data and insights about Customer’s usage of the Service (e.g., frequency of logins) (“Peregrine Insights”) and may use the Customer Data in aggregated and anonymized form that does not individually identify any person or entity, including Customer or its Users (“Aggregated Data”) for Peregrine’s internal business purposes and to operate and improve Peregrine’s proprietary software and services, and that Peregrine shall own the Peregrine Insights and the Aggregated Data. Peregrine shall destroy Peregrine Insights and Aggregated Data on termination of this Agreement. Peregrine may choose to terminate the provision of any Customer Data via the Service if the provision of such data may be harmful to the Service, as determined by Peregrine in its reasonable discretion. 6.2. CJIS Security Policy. Peregrine has implemented procedures to allow for adherence to the CJIS Security Policy. The hosting facility for the Service uses access control technologies that meet or exceed CJIS requirements. In addition, Peregrine has installed and configured solid network intrusion prevention appliances for adherence to the CJIS Security Policy. 6.3. Third Party Data. Any Third Party Data that Peregrine may provide via the Service is governed by the third party owner’s retention policy. Peregrine does not provide any warranties with respect to any Third Party Data and Peregrine may choose to terminate the provision of any Third Party Data via the Service if Peregrine’s applicable rights to such Third Party Data terminate or the provision of such data may be harmful to the Service, as determined by Peregrine in its reasonable discretion. 6.4. Processing of Personal Information. Peregrine’s rights and obligations with respect to Personal information it collects directly from individuals are set forth in Peregrine’s Privacy Policy <https://peregrine.io/privacy-policy/>. Personal Information included within Customer Data and processed by Peregrine on behalf of Customer is governed by this Agreement. 6.5. Sensitive Information; Marking Requirements. To the extent Customer provides Customer Data that Customer considers to be sensitive, proprietary, restricted, or otherwise requiring sensitive treatment (“Sensitive Information”), Customer is solely responsible for providing appropriate markings to designate the applicable Customer Data as Sensitive Information. Customer shall provide Peregrine with documentation and/or instructions in writing with sufficient detail for Peregrine to identify and distinguish content that is Sensitive Information withi n other provided Customer Data. Customer shall (a) mark Sensitive Information on its face, (b) make the appropriate designations for Sensitive Information in document metadata, (c) provide Peregrine with a table or other list of Sensitive Information that contains sufficient detail to identify the Sensitive Information; or (d) identify Sensitive Information to Peregrine in some other mutually agreed upon method . Peregrine shall not be responsible for failure to designate Sensitive Information with specific access control status based on Customer failure to provide sufficient information to identify Sensitive Information. 7. Confidentiality. 7.1. Definition of Confidential Information. The term “Confidential Information” means all confidential and proprietary information of a party (“Disclosing Party”) disclosed to the other party (“Receiving Party”), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure, including Customer Data, any Third Party Data, the Service, the Documentation, the Peregrine Technology, business and marketing plans, technology and technical information, product designs, and business processes. 7.2. Confidentiality. The Receiving Party shall not disclose or use any Confidential Information of the Disclosing Party except to perform its obligations or exercise its rights under this Agreement, except with the Disclosing Party’s prior written permission on a case-by-case basis. Each party agrees to protect the confidentiality of the Confidential Information of the other party in the same manner that it protects the confidentiality of its own proprietary and confidential information of like kind, but in no event with le ss than reasonable care. If the Receiving Party is compelled by law or a government authority to disclose Confidential Information of the Disclosing Party, it shall Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 197957 January 27, 2026 8 Proprietary and Confidential provide the Disclosing Party with prior notice of such compelled disclosure (to the extent practicable and legally permitted) and reasonable assistance, at Disclosing Party’s cost, if the Disclosing Party wishes to contest the disclosure. 7.3. Exceptions. The parties’ obligations in Section 7.2 shall not apply to any information that: (a) is or becomes publicly available without breach of any obligation owed to the Disclosing Party; (b) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party; (c) was independently developed by the Receiving Party without breach of any obligation owed to the Disclosing Party; or (d) is received from a third party without breach of any obligation owed to the Disclosing Party. 7.4. Public Records Acts. Peregrine acknowledges that Customer is a public entity and may be governed by applicable laws, rules, or regulations relating to public records (each a “Public Records Act”). Nothing in this Section 7 shall prevent Customer from disclosing Confidential Information for purposes of complying wit h an applicable Public Records Act to the extent legally required. 7.5. Remedies. If the Receiving Party discloses or uses (or threatens to disclose or use) any Confidential Information of the Disclosing Party in breach of this Section 7, the Disclosing Party shall have the right, in addition to any other remedies available to it, to seek injunctive relief to enjoin such acts, it being specifically acknowledged by the parties that such unauthorized disclosure or use may cause irreparable harm to the Disclosing Party for which any other available remedies are inadequate. 8. Warranties & Disclaimers. 8.1. Warranties. Each party represents and warrants that it has the legal power and authority to enter into this Agreement. Peregrine represents and warrants that (i) it will provide the Service in a professional manner consistent with the standards observed by a competent practitioner of the profession in which Peregrine is engaged, and (ii) the Service will perform in accordance with and otherwise substantially conform to its associated documentation. 8.2. Disclaimer. EXCEPT AS EXPRESSLY PROVIDED IN SECTION 8.1, PEREGRINE MAKES NO WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE WITH RESPECT TO THE SERVICE, THE PEREGRINE TECHNOLOGY, ANY THIRD PARTY DATA AND ANY OTHER PRODUCTS OR SERVICES PROVIDED UNDER THIS AGREEMENT. PEREGRINE HEREBY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON -INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. 9. Indemnification. 9.1. Indemnification by Peregrine. Peregrine shall at its expense defend Customer and its officers, directors, officials, agents, volunteers and employees (“Customer Indemnified Parties”) against any claim made or brought against any Customer Indemnified Party by a third party alleging that the Service as provided to Customer and when used in accordance with this Agreement infringes any intellectual property rights of a third party (each, a “Customer Claim”), and shall indemnify and hold Customer Indemnified Parties harmless from and against any and all liability, loss, damage, claims, expenses, and costs, including without limitation, attorney’s fees, awarded by a court or agreed to by Peregrine in a settlement with respect to such Customer Claim; provided, that Customer (a) promptly gives written notice of the Customer Claim to Peregrine; (b) gives Peregrine sole control of the defense and settlement of the Customer Claim (provided that Peregrine may not agree to any settlement that imposes any liability or obligation on Customer without Customer’s prior written consent, such consent not to be unreasonably withheld, conditioned, or delayed); and (c) provides to Peregrine, at Peregrine’s cost, all reasonable assistance in the defense and settlement of the Customer Claim. Peregrine shall have no obligation under this Section 9.1 or otherwise regarding claims that arise from or relate to (i) Customer’s use of the Service other than as contemplated by this Agreement, (ii) any modifications to the Service made by any entity other than Peregrine (where the liability would not have arisen but for such modification), (iii) any combination of the Service with services or technologies not provided by Peregrine (where the liability would not have arisen but for such combination), (iv) Customer’s use of the Service or portion thereof after Peregrine has terminated this Agreement or such portion of the Service in accordance with this Section 9.1, or (v) Third Party Products. If in Peregrine’s opinion a Customer Claim is likely to be made, or if an existing Customer Claim may cause Peregrine liability, Peregrine may in its discretion (x) obtain a license to enable Customer Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 198958 January 27, 2026 9 Proprietary and Confidential to continue to use the potentially infringing portion of the Servi ce, (y) modify the Service to avoid the potential infringement, or (z) if the foregoing cannot be achieved after using reasonable commercial efforts, terminate the Agreement or the license to the infringing portion of the Service and refund the amount of a ny pre-paid fees applicable to the portion of the terminated Services to be provided after the termination date. 9.2. Indemnification by Customer. To the extent permitted by applicable law, Customer shall at its expense defend Peregrine and its officers, directors, officials, agents, volunteers and employees (“Peregrine Indemnified Parties”) against any claim made or brought against any Peregrine Indemnified Party by a third party based on: (a) Customer’s or any User’s negligence, gross negligence, fraud, or willful misconduct; (b) Customer’s or any User’s use of the Service in a manner not authorized by this Agreement; or (c) Customer Data or Peregrine’s authorized use of such Customer Data (each, a “Peregrine Claim”), and shall indemnify and hold Peregrine Inde mnified Parties harmless from and against any and all liability, loss, damage, claims, expenses, and costs, including without limitation, attorney’s fees, awarded by a court or agreed to by Customer in a settlement with respect to such Peregrine Claim; provided, that Peregrine (i) promptly gives written notice of the Peregrine Claim to Customer; (ii) gives Customer sole control of the defense and settlement of the Peregrine Claim (provided that Customer may not agree to any settlement that imposes any liability or obligation on Peregrine without Peregrine’s prior written consent, such consent not to be unreasonably withheld, conditioned, or delayed); and (iii) provides to Customer, at Customer’s cost, all reasonable assistance in the defense and settlement o f the Peregrine Claim. 9.3. Sole Remedy. THIS SECTION 9 SETS FORTH CUSTOMER’S SOLE REMEDIES AND PEREGRINE’S SOLE LIABILITY AND OBLIGATION FOR ANY ACTUAL, THREATENED, OR ALLEGED CLAIMS BY THIRD PARTIES RELATING TO THE SERVICE OR ITS USE. 10. Limitation of Liability. 10.1. Exclusion of Consequential and Related Damages. EXCEPT FOR A PARTY’S BREACH OF SECTION 7, A PARTY’S INDEMNIFICATION AND DEFENSE OBLIGATIONS, OR A PARTY’S GROSS NEGLIGENCE, FRAUD, OR WILLFUL MISCONDUCT, IN NO EVENT SHALL EITHER PARTY HAVE ANY LIABILITY TO THE OTHER PARTY FOR ANY LOST PROFITS, LOSS OF USE, COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, MULTIPLE, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES HOWEVER CAUSED AND, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. 10.2. Liability Cap. IN NO EVENT SHALL PEREGRINE’S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EXCEED THE TOTAL AMOUNTS PAID TO PEREGRINE UNDER THIS AGREEMENT IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CLAIM. 11. Term & Termination. 11.1. Term of Agreement. This Agreement commences on the Effective Date and continues for the duration of the term set forth on the Order Form (“Term”), unless earlier terminated in accordance with the Order Form or Section 11.2 11.2. Termination for Cause. A party may terminate this Agreement for cause upon thirty (30) days written notice of a material breach to the other party if such breach remains uncured at the expiration of such period. Termination shall not relieve Customer of the obligation to pay any fees accrued or payable to Per egrine prior to the effective date of termination. 11.3. Data. Upon expiration or termination of this Agreement, Peregrine shall have no obligation to maintain or provide any Customer Data or Third Party Data. Unless legally prohibited, Peregrine shall delete al l Customer Data in its systems or otherwise in its possession or under its control. Notwithstanding the foregoing or any other provision of this Agreement, Peregrine may use in perpetuity any Aggregated Data. 11.4. Survival. The following provisions shall survive termination or expiration of this Agreement: Sections 4, 5, 6.1, 6.3, 7, 8, 9, 10, 11.3, 11.4, and 12. 12. General Provisions. Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 199959 January 27, 2026 10 Proprietary and Confidential 12.1. Insurance. Peregrine shall maintain the insurance coverages described on Appendix A: Insurance. 12.2. Relationship of the Parties. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties. There are no third-party beneficiaries to this Agreement. At all times during the term of this Agreement, Peregrine shall be an independent contractor and shall not be an employee of Customer. Except as Customer may specify in writing, Peregrine shall have no authority, express or implied, to act on behalf of Customer in any capacity whatsoever as an agent. Peregrine shall hav e no authority, express or implied, pursuant to this Agreement to bind Customer to any obligation whatsoever. 12.3. Peregrine’s Books and Records. To the extent required by applicable laws, rules, or regulations, Peregrine shall maintain any and all records or documents evidencing or relating to charges for services or expenditures and disbursements charged to the Customer under this Agreement for a minimum of 3 years, or for any longer period required by law, from the date of final payment to Peregrine to this Agreement. All such records shall be maintained in accordance with generally accepted standards and shall be made available for inspection, audit, and/or copying during regular business hours, upon written request of the Customer. 12.4. Force Majeure. Neither party shall be liable by reason of any failure or delay in performance of its obligations under this Agreement (except for the payment of money) on account of events beyond the reasonable control of such party, which may include Internet denial-of-service attacks, strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, terrorism, governmental action, labor conditions, earthquakes, and material shortages (each, a “Force Majeure Event”). Upon the occurrence of a Force Majeure Event, the non- performing party will be excused from any further performance of its obligations affected by the Force Majeure Event for so long as the event continues and such party continues to use commercially reasonable efforts to resume performance. 12.5. Federal Government. Any use, copy or disclosure of the Service by the U.S. Government is subject to restrictions as set forth in this Agreement and as provided by DFARS 227.7202-1(a) and 227.7202-3(a)(1995), DFARS 252.227-7013(c)(1)(ii)(October 1998), FAR 12.212(a)(1995), FAR 52.227-19, or FAR 52.227(ALT III), as applicable. 12.6. Additional Government Terms. Peregrine acknowledges that Customer may be a public entity and, accordingly, certain additional laws, rules, and regulations may take precedence over the terms and conditions of this Agreement (the “Additional Government Terms”). The Additional Government Terms, if any, are attached hereto as Appendix B: Additional Government Terms and will govern to the extent of any conflict with any other term of this Agreement. 12.7. Notices. All notices under this Agreement shall be in writing and shall be deemed to have been given upon: (a) personal delivery; (b) the second business day after mailing; (c) the second business day after sending by confirmed facsimile; or (d) after confirmed receipt of an email. Notices to Peregrine shall be addressed to the attention of Nick Noone, CEO, Peregrine Technologies, nick@peregrine.io, with a copy to ben@peregrine.io. Notices to Customer are to be addressed to the individual identified in the Order Form. 12.8. Waiver; Cumulative Remedies Severability. No failure or delay by either party in exercising any right under this Agreement shall constitute a waiver of that right. Other than as expressly stated herein, the remedies provided herein are in addition to, and not exclusive of, any other remedies of a party at law or in equity. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision shall be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement shall remain in effect. 12.9. Assignment. Neither party may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior express written consent of the other party. Notwithstanding the foregoing, Peregrine may assign this Agreement, together with all rights and obligations hereunder, without consent of Customer, in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its stock or assets that relate to this Agreement. Any attempt by a party to assign its rights or obligations under this Agreement in breach of this section shall be void and of no effect. Subject to the foregoing, this Agreement shall bind and inure to the benefit of the parties, their respective successors and permitted assigns. Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 200960 January 27, 2026 11 Proprietary and Confidential 12.10. Governing Law. This Agreement shall be governed by the laws of Florida. The state courts located in Palm Beach County, FL or the United States District Court for the Southern District of Florida shall have exclusive jurisdiction to adjudicate any dispute arising out of or relating to this Agreement. Each party hereby consents to the exclusive jurisdiction of such courts provided that nothing in this Section 12.10 prohibits either party from seeking or obtaining in any jurisdiction injunctive or similar relief in connection with the enforcement of this Agreement. 12.11. Construction. The division of this Agreement into Sections and the insertion of captions and headings are for convenience of reference only and will not affect the construction or interpretation of this Agreement. The terms “this Agreement,” “hereof,” “hereunder” and any similar expressions refer to this Agreement and not to any particular Section or other portion hereof. The parties hereto agree that any rule of construction to the effect that ambiguities are to be resolved against the drafting party will not be applied in the construction or interpretation of this Agreement. As used in this Agreement, the words “include” and “including,” and variations thereof, will be deemed to be followed by the words “without limitation” and “discretion” means sole discretion 12.12. Entire Agreement. This Agreement constitutes the entire agreement between the parties, and supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter. No modification, amendment, or waiver of any provision of this Agreement shall be effective unless in writing and signed by the party against whom the modification, amendment or waiver is to be asserted. Notwithstanding any language to the contrary therein, no terms or conditions stated in a Custome r purchase order or in any other Customer order documentation (excluding the Order Form) shall be incorporated into or form any part of this Agreement, and all such terms or conditions are hereby rejected and shall be null and void. Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 201961 January 27, 2026 12 Proprietary and Confidential Appendix A: Insurance Peregrine, at its own cost and expense, shall procure the types and amounts of insurance specified herein and maintain that insurance throughout the term of the Agreement. The cost of such insurance shall be included in the Peregrine’s bid or proposal. Peregrine shall be fully responsible for the acts and omissions of its subcontractors or other agents. Workers’ Compensation. Peregrine shall, at its sole cost and expense, maintain Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance for any and all persons employed directly or indirectly by Peregrine in the amount required by applicable law. The requirement to maintain Statutory Workers’ Compensation and Employer’s Liability Insurance may be waived by the Customer upon written verification that Peregrine is a sole proprietor and does not have any employees and will not have any employees during the term of this Agreement. Commercial General and Automobile Liability Insurance General requirements. Peregrine, at its own cost and expense, shall maintain commercial general and automobile liability insurance for the term of this Agreement in an amount not less than $1,000,000 per occurrence and $2,000,000 aggregate, combined single limit coverage for risks associated with the work contem plated by this Agreement. Minimum scope of coverage. Commercial general coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001 (most recent edition) covering comprehensive General Liability on an “occurrence” basis. Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability form CA 0001 (most recent edition) covering any auto (Code 1), or if Peregrine has no owned autos, hired (code 8) and non-owned autos (Code 9). No endorsement shall be attached limiting the coverage. Additional requirements. Each of the following shall be included in the insurance coverage or added as a certified endorsement to the policy: a. The Commercial General and Automobile Liability Insurance shall cover on an occurrence basis. b. Customer, its officers, officials, employees, agents, and volunteers shall be covered as additional insureds for liability arising out of work or operations on behalf of the Peregrine, including materials, parts, or equipment furnished in connection with such work or operations; or automobiles owned, leased, hired, or borrowed by the Peregrine. Coverage can be provided in the form of an endorsement to the Peregrine’s insurance at least as broad as CG 20 10 11 85, or both CG 20 10 10 01 and CG 20 37 10 01. c. For any claims related to this Agreement or the work hereunder, the Peregrine’s insurance covered shall be primary insurance as respects the Customer, its officers, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the Customer, its officers, officials, employees, agents or volunteers shall be excess of the Peregrine’s insurance and non-contributing. d. The policy shall cover inter-insured suits and include a “separation of Insureds” or “severability” clause which treats each insured separately. e. Peregrine agrees to give at least 30 days prior written notice to Customer before coverage is canceled or modified as to scope or amount. Professional Liability Insurance. General requirements. Peregrine, at its own cost and expense, shall maintain for the period covered by this Agreement professional liability insurance for licensed professionals performing work p ursuant to this Agreement in an amount not less than $1,000,000 per occurrence or claim covering the Peregrine’s errors and omissions. Claims-made limitations. The following provisions shall apply if the professional liability coverage is written on a claims-made form: a. The retroactive date of the policy must be shown and must be before the date of the Agreement. Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 202962 January 27, 2026 13 Proprietary and Confidential b. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the Agreement or the work. c. If coverage is canceled or not renewed and it is not replaced with another claims -made policy form with a retroactive date that precedes the date of this Agreement, Peregrine must purchase an extended period coverage for a minimum of five (5) years after completion of work under this Agreement. d. A copy of the claim reporting requirements must be submitted to the Customer for review prior to the commencement of any work under this Agreement. All Policies Requirements. Submittal Requirements. Peregrine shall submit the following to Customer prior to beginning services: Certificate of Liability Insurance in the amounts specified in this Agreement; and Additional Insured Endorsement as required for the General Commercial and Automobile Lia bility Polices. Acceptability of Insurers. All insurance required by this Agreement is to be placed with insurers with a Bests' rating of no less than A:VII. Deductibles and Self-Insured Retentions. Insurance obtained by the Peregrine shall have a self-insured retention or deductible of no more than $100,000. Wasting Policies. No policy required herein shall include a “wasting” policy limit (i.e. limit that is eroded by the cost of defense). Waiver of Subrogation. Peregrine hereby agrees to waive subrogation which any insurer or contractor may require from Peregrine by virtue of the payment of any loss. Peregrine agrees to obtain any endorsements that may be necessary to effect this waiver of subrogation, but this provision applies regardless of whether or not the Customer has received a waiver of subrogation endorsement from the insurer. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the Customer for all work performed by the Peregrine, its employees, agents, and subcontractors. Subcontractors. Peregrine shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein, and Peregrine shall ensure that Customer, its officers, officials, employees, agents, and volunteers are covered as additional insured on all coverages. Excess Insurance. If Peregrine maintains higher insurance limits than the minimums specified herein, Customer shall be entitled to coverage for the higher limits maintained by the Peregrine. Remedies. In addition to any other remedies Customer may have if Peregrine fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, Customer may, at its sole option, order Peregrine to stop work under this Agreement and withhold any payment that becomes due to Peregrine hereunder until Peregrine demonstrates compliance with the requirements hereof, or terminate this Agreement. Appendix B: Additional Government Terms No additional government terms and conditions. Docusign Envelope ID: 525927C6-8243-4C7F-9B7C-2EDFB7020AA1 203963