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Home My WebLink AboutSan Diego County Sheriff's Department; 2022-11-29;San Diego County Sheriff's Department Wireless Services Division Customer Agreement Wireless Services Division San Diego County Sheriff's Department 5595 Overland Avenue, Suite 101 San Diego, CA 92123-1206 (858) 495-5232 (Phone) (858) 694-3433 (Fax) This Customer Agreement {referred to herein as Agreement) for use of the County of San Diego's Paging System (referred to herein as PAGING SYSTEM) is between the County of San Diego, a political subdivision of the State of California, acting by and through Its Sheriff's Department, referred to herein as SHERIFF, and City of Carlsbad referred to herein as CUSTOMER. Recitals Witness that whereas: A SHERIFF has constructed a paging system capable of sending automated messages from alerting networks within and outside of San Diego County; an~. B CUSTOMER desires to pay the SHERIFF for use of the PAGING SYSTEM for the purpose of supporting the delivery of public safety and/or public services and other purposes that have been approved by the SHERIFF; and, C Nothing In this Agreement is intended to lessen CUSTOMER's authority over and responsibility for events occurring within its jurisdiction. D This agreement supersedes all previous customer agreements. NOW THEREFORE, it is mutually agreed by and between the parties as follows: 1. Recitals: The Recitals identified above are incorporated to this Agreement by reference. 2. System Operation: The SHERIFF shall provide a county-wide Paging System for CUSTOMER's use to provide dispatch and short digital messages to communicate with personnel. San Diego County Sheriff's Department Customer Agreement for Paging System City of Carlsbad 3. Monthly Operation Charge for Paging System Use: CUSTOMER agrees to pay the SHERIFF the amount listed on Attachment A per CAP Code (Channel Access Protocol), per month, as may be modified by Section 5, for pagers which CUSTOMER places In service on the Paging System. Included In this cost, SHERIFF agrees to program CUSTOMER pagers for operation on the Paging System. The maximum number of CAP codes usable by CUSTOMER is listed in Attachment A. SHERIFF may increase or decrease t~is CAP code limits at any time. The change will be effective at the start of the next month and will be reflected on an updated Attachment A sent to the CUSTOMER by the SHERIFF. 4. Monthly Operation Charge Changes: Charges will be reviewed annually in January of each year. Any adjustments to the charges will be provided to CUSTOMER by April 1st on an updated Attachment A. The adjusted charges {if necessary) would begin July 1st• 5. Payment of Operation Charge: SHERIFF agrees to provide a Umely and detailed Invoice to CUSTOMER on a monthly basis for the cost of the pager CAP Codes used for the preceding month. CUSTOMER agrees to submit full payment for SHERIFF invoices, payable to AUDITOR, County of San Diego, within 30 calendar days of invoice date. SHERIFF reserves the right to apply a ten percent {10%) surcharge to CUSTOMER for late payment. 6. CUSTOMER Pagers: CUSTOMER agrees to provide and use only SHERIFF authorized pagers on the Paging System. SHERIFF agrees to provide CUSTOMER with specifications, including brands and models, of pagers and associated equipment that is authorized for use on the Paging System. CUSTOMER agrees to submit equipment specifications to SHERIFF staff prior to purchase to ensure Paging System compatibility. 7. CUSTOMER Prohibited from Selling or Trading Paging System Service: CUSTOMER is prohibited from selling or transferring service on the Paging System to another agency or entity. a. CUSTOMER Pager Maintenance: CUSTOMER is responsible for maintenance and repair of its pager equipment. SHERIFF will Page 2 of 6 San Diego County Sheriff's Department Customer Agreement for Paging System City of Carlsbad program pagers for use on the system. CUSTOMER may program their own pagers and SHERIFF will provide Instructions. 1. Cost of pager maintenance, replacement pagers and any enhancements to the pagers will be the sole responsibility of the CUSTOMER. 2. Once programmed, the CUSTOMER Is solely responsible for their pagers. 9. Coverage: This agreement does not guarantee paging coverage or service levels. Service may be interrupted or unavailable due to environmental conditions, governmental regulations or orders_. system capacity limitations and/or failures. County shall not be liable for any delays or harm CUSTOMER or a third party experiences due to coverage or service levels. Coverage outages or limitations shall not be grounds for any claim against the SHERIFF. 1 o. Term of Agreement: The Agreement will expire on November 30, 2027. 11. Agreement Modification; Entire Agreement: This Agreement may only be amended in writing with the approval of the SHERIFF and the CUSTOMER. This Agreement constitutes the entire agreement of the parties and any previous oral or written agreements are superseded by this Agreement. 12. Termination of Agreement: Either party may terminate this Agreement by providing no less than a ninety (90) days written notice of Intent to terminate to the other party. 13. Defense and Indemnity: 1. Claims Arising From Sole Acts or Omissions of County The County of San Diego (County) hereby agrees to defend and Indemnify the CUSTOMER Its agents, officers and employees (hereinafter collectively referred to in this paragraph as 'CUSTOMER', from any claim, action or proceeding against CUSTOMER, arising solely out of the acts or omissions of County in the performance of this Customer Service Agreement for Paging Services. At its sole discretion, CUSTOMER may participate at its own expense in the defense of any claim, action or proceeding, but such participation shall not relieve County of any obligation Imposed by this Agreement. CUSTOMER shall notify County promptly of any claim, action or proceeding and cooperate fully in the defense. Page 3of 6 San Diego County Sheriff's Department Customer Agreement for Paging System City of Carlsbad 2. Claims Arising From Sole Acts or Omissions of CUSTOMER The CUSTOMER hereby agrees to defend and Indemnify the County of San Diego, Its agents, officers and employees (hereafter collectively referred to in this paragraph as 'County') from any claim, action or proceeding against County, arising solely out of the acts or omissions of CUSTOMER in the performance of this Agreement. At its sole discretion, County may participate at its own expense in the defense of any such claim, action or proceeding, but such participation shall not relieve CUSTOMER of any obligation Imposed by this Agreement. County shall notify CUSTOMER promptly of any claim, action or proceeding and cooperate fully in the defense. 3. Claims Arising From Concurrent Acts or Omissions The County of San Diego ("County') hereby agrees to defend itself, and the CUSTOMER hereby agrees to defend Itself, from any claim, action or proceeding arising out of the concurrent acts or omissions of County and CUSTOMER. In such cases, County and CUSTOMER agree to retain their own legal counsel, bear their own defense costs, and waive their right to seek reimbursement of such costs, except as provided in paragraph 5 below. 4. Joint Defense Notwithstanding paragraph 3 above, In cases where County and CUSTOMER agree in writing to a joint defense, County and CUSTOMER may appoint joint defense counsel to defend the claim, action or proceeding arising out of the concurrent acts or omissions of CUSTOMER and County. Joint defense counsel shall be selected by mutual agreement of County and CUSTOMER. County and CUSTOMER agree to share the costs of such joint defense and any agreed settlement In equal amounts, except as provided In paragraph 5 below. County and CUSTOMER further agree that neither party may bind the other to a settlement agreement without the written consent of both County and CUSTOMER. 5. Reimbursement and/or Reallocation Where a trial verdict or arbitration award allocates or detennines the comparative fault of the parties, County and CUSTOMER may seek reimbursement and/or reallocation of defense costs, settlement payments, judgments and awards, consistent with such comparative fault. IN WITNESS WHEREOF, the parties hereto approve and agree to the terms the Agreement being effective 29th day of November, 2022. Page4of6 San Diego County Sheriff's Department Customer: Agreement for Paging System City of Carlsbad Points of Contact for Agreement: Point of Contact County: Gayda Cher S. Pia Sheriff's Program Coordinator Wireless Services Division San Diego County Sheriffs Department 5595 Overland Ave Suite 101 San Diego, CA 92123-1206 Tel. (858) 694-3836 Email: gayda.pia@sdsheriff.org APPROVAL: d/L? David H. Brooks Wireless Services Division Manager San Diego County Sheriff's Department Date: 9/6/2022 APPROVAL: Coun of San Dieo/\ --~ A rew Potter Clerk of the Board of Supervisors Date: ( .2 / f / ~d-- Approved as to form and legality: San Diego County Counsel Mark Day Senior Deputy Date: 11/2/2022 Point of Contact Customer: Jennie Marinov Sr Management Analyst City of Carlsbad 2560 Orion Way Carlsbad, CA 92010 Tel No: (442) 339-2135 Email: jennifer.marinov@carlsbadca.gov APPROVAL: City of Carlsbad gG= ~ ~ Print Name Trtle APPROVED AS TO FORM Sella A. Btwwa, City Attorney a ~ ~~Y\~ By: Wc Asst/Oep City Attorney City of Carlsbad, CA Page5of6 San Diego County Sheriff's Department Customer Agreement for Paging System City of Carlsbad ATTACHMENT A Number of CAP Codes (Channel Access Protocol) City of Carlsbad CAP Code Limit Not to Exceed 50 Amount Current CAP Code Count 31 Cost per CAP Code per Month $2.50 Page 6of6