Agreement with Soundthinking, Inc.
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1 05/10/2023 C-4333-11 AMENDMENT NO. 11 AGREEMENT BETWEEN THE CITY OF GLENDALE, ARIZONA AND SOUNDTHINKING, INC. (FKA SHOTSPOTTER, INC.) (Contract No. C-4333) This Amendment No. 11 (“Amendment”) to the Purchase Agreement (“Agreement”) is made this 24th day of September, 2024, (“Effective Date”), by and between the City of Glendale, an Arizona municipal corporation (“City”) and SoundThinking, Inc, a Delaware Corporation, authorized to do business in Arizona (“Contractor”). RECITALS A. City and SoundThinking, Inc. (“Contractor”) previously entered into a Purchase Agreement, Contract No. C-4333, dated July 24, 2001, which was superseded by a Flex Services Agreement, Contract No. C-4333-1 dated April 10, 2014 (“Agreement”); and B. C-4333-1 was most recently amended by Amendment No. 10 dated September 1, 2023; and C. City and Contractor wish to modify and amend the Agreement subject to and strictly in accordance with the terms of this Amendment. AGREEMENT In consideration of the mutual promises set forth herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the City and Contractor hereby agree as follows: 1. Recitals. The recitals set forth above are not merely recitals but form an integral part of this Amendment. 2. Term. The term of the Agreement is extended for a one-year period from September 1, 2024 through August 31, 2025, unless otherwise terminated or canceled as provided by the Agreement. All other provisions of the Agreement except as set forth in this Amendment shall remain in their entirety. 3. Scope of Work. The Scope of Work remains unchanged. Contractor shall provide city the suppplies and/or services identified in the Scope of work Exhibit A. 4. Compensation. The total purchase price for the annual supplies and/or services purchased under this Agreement is amended and increased by 10% over the previous rate and shall not exceed $52,500. 5. Insurance Certificate. Current certificate will expire on August 15, 2025. A new insurance certificate must be provided prior to this date to the Materials Manager and the Contract Administrator in order for this Agreement to remain in effect. Docusign Envelope ID: E8B34714-2F25-4430-A292-F00298074199 2 05/10/2023 6. Non-discrimination. Contractor must not discriminate against any employee or applicant for employment on the basis of race, color, religion, sex, national origin, age, marital status, sexual orientation, gender identity or expression, genetic characteristics, familial status, U.S. military veteran status or any disability. Contractor will require any Sub-contractor to be bound to the same requirements as stated within this section. Contractor, and on behalf of any subcontractors, warrants compliance with this section. 7. No Boycott of Israel. To the extent A.R.S § 35-393 through § 35-393.03 are applicable, the parties hereby certify that they are not currently engaged in, and agree for the duration of the Agreement to not engage in, a boycott of goods or services from Israel, as that term is defined in A.R.S § 35-393. 8. Uyghur Forced Labor Prevention Act (UFLPA). Contractor certifies that it does not currently, and during the term of this Agreement, will not use: (a) the forced labor of ethnic Uyghurs in the People’s Republic of China; (b) any goods or services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China; and (c) any contractors, subcontractors or suppliers that use the forced labor or any goods or services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China. 9. Attestation of PCI Compliance. When applicable, the Contractor will provide the City annually with a Payment Card Industry Data Security Standard (PCI DSS) attestation of compliance certificate signed by an officer of Contractor with oversight responsibility. 10. Ratification of Agreement. City and Contractor hereby agree that except as expressly provided herein, the provisions of the Agreement shall be, and remain in full force and effect and that if any provision of this Amendment conflicts with the Agreement, then the provisions of this Amendment shall prevail. [Signatures on the following page.] Docusign Envelope ID: E8B34714-2F25-4430-A292-F00298074199 3 05/10/2023 CITY OF GLENDALE, an Arizona municipal corporation ___________________________________ Kevin R. Phelps, City Manager ATTEST: ____________________________________ Julie K. Bower, City Clerk (SEAL) APPROVED AS TO FORM: ____________________________________ Michael D. Bailey, City Attorney SoundThinking, Inc. a Delaware Corporation By: Roxanne Lerner Its: Director of Contracts Docusign Envelope ID: E8B34714-2F25-4430-A292-F00298074199 9/16/2024 SoundThinking, Inc. DATE 8/21/2024 39300 Civic Center Dr., Suite 300 Quote # GLNDLPD040124r Fremont, CA 94538-2337 Customer ID Glendale PD Phone: 888.274.6877 Fax: 650.887.2106 Quote For: Quote valid until: 8/31/2024 Ms. Tiffany Sandoval Prepared by: D Lashley Sr. Research & Management Analyst Glendale Police Department 6835 North 57th. Drive Glendale, AZ 85301 Comments or Special Instructions: Terri Greene Net 30 QUANTITY (mi²) UNIT PRICE (per mi²) TAXABLE? AMOUNT 2.0 $23,783 $47,566 SUBTOTAL $47,566 TAX RATE SALES TAX - OTHER - TOTAL $47,566 Please indicate your acceptance of this quote by issuing a Purchase Order referencing the Quote # above. SoundThinking will issue an invoice once we receive the PO. If you have any questions concerning this Quote, please contact Karen Isotalo - Vice President, Sales Operations at 510.298.8668 or kisotalo@soundthinking.com Quote Renewal of Annual ShotSpotter (formerly Respond) Subscription Services for an additional one-year term (September 1, 2024 through August 31, 2025) for the 2.0 mi² coverage area. The proposed services will be delivered according to the terms and conditions contained in the ShotSpotter Service Agreement dated April 10, 2014, as subsequently amended, which is incorporated herein by reference. DESCRIPTION SALES DIRECTOR: TERMS: Annual ShotSpotter Subscription Services for September 1, 2024 through August 31, 2025. EXHIBIT A Docusign Envelope ID: E8B34714-2F25-4430-A292-F00298074199 _______________________________________________________________________________________________________ SoundThinking™ soundthinking.com 39300 Civic Center Drive, Suite 300 Fremont, CA 94538 August 21, 2024 Ms. Tiffany Sandoval Sr. Research & Management Analyst Glendale Police Department 6835 North 57th Drive Glendale, AZ 85301 Dear Ms. Sandoval: As you may be aware, the Department’s current ShotSpotter (formerly Respond) subscription expires on August 31, 2024. To that end, the attached Quote GLNDLPD040124r is for an additional one-year term of the current subscription (September 1, 2024 through August 31, 2025) for the 2.0 square mile coverage area. Since the current rate for the Department’s coverage area is below our current market pricing ($75,000 per square mile annually as of January 1, 2024) the attached quote includes a pricing adjustment (a 10% increase over the previous rate). This quote does not include any state or local taxes; please notify me if the quote needs to be adjusted for applicable taxes. We appreciate the opportunity to continue to support the Glendale Police Department in your efforts to reduce gun violence and build community trust. Should you have any questions regarding the Department’s subscription renewal, please feel free to call me at 510-298-8668. Sincerely, Karen Isotalo Vice President, Sales Operations Docusign Envelope ID: E8B34714-2F25-4430-A292-F00298074199