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HomeMy WebLinkAboutKAJEETINSURANCE ON FILE WORK MAY PROCEED UNTIL INSURANCE EXPIRES G11A)S CITY CLERK DATE: JUL 18 2023 N-2023-178 ajeet Kajeet Services Agreement This document contains certain terms of agreement between Kajeet Inc. a corporation organized under the laws of Delaware, with offices located at 7901 Branch Drive, #350, McLean, VA 22012 ("Kajeet") and CITY-SANTA ANA (Library), organized under the laws of CA, (the "Customer'), with offices located at 26 CIVIC CENTER PLZ, Santa Ana, CA. Kajeet and Customer (the "Parties") desire to enter into a legally binding contract (the "Agreement") consisting of the provisions set forth below. Each of the Parties represents that It is in good standing, and it has the power to enter and perform this Agreement. Customer hereby designates Kajeet as a "school official" with "legitimate educational interests' in the. Customers educational records, as those terms have been defined under FERPA and its Implementing regulations. Kajeet agrees to abide by FERPA limitations and requirements imposed upon school officials. Program: SmartBus Data Plan: SmartBus Unlimited Start Date: 7 1 2023 Term: 12.0 mos Term The initial term of this Agreement commences on the selected date(s) and expires after the selected term length of service and it shall automatically renew on a month to month basis of service contingent upon receipt of a purchase order, unless terminated, extended, or altered, by either of the Parties. Termination by Customer If for any reason Customer is dissatisfied with the level of service, Customer may terminate this agreement and if after notifying Kajeet, Kajeet fails to bring the level of service up to Customer's expectations within 30 days of such notification. Termination by Kajeet Kajeet may terminate this Agreement after the initial term if Customer has no active service with Kajeet for a period of 180 days and, if after notifying Customer, Customer does not activate any devices within 30 days of such notification. Effects of Termination In the event of termination, Kajeet will remove Customer's account and remaining balances from Kajeet's systems and Customer will return any Kajeet-Owned equipment to Kajeet within 30 days of termination. Purchased devices and services are nonrefundable. Term Extension or Alteration by Customer Customer may extend or alter the term of the contract afterthe initial term by submitting a purchase order with term extension or alteration details, or authorizing a new services agreement. Purchase Orders Customer may submit one (1) or more purchase orders at any time to request purchase of Kajeet devices and/or services. Such purchase orders) will be considered binding upon Customer when submitted and binding upon Kajeet when accepted. Kajeet will indicate acceptance of such purchase order(s) by written notice and/or by Invoicing customer against such purchase order(s). Payment Terms Payments by Customer under this Agreement will be due when stated in each fully accepted purchase order or, if the purchase order does not state when particular payments are due, those payments will be due within thirty (30) days of Kajeet invoice. Late Payments If Customer fails to make any payment when due, Kajeet will have the right, without prejudice to any other remedies it may have, to charge an additional fee equal to one -and -one-half percent (1.5%) of the overdue amount for each full or partial month that the amount remains unpaid. Kajeet Unlimited Plans The Student Unlimited, Home Unlimited, and SmartBus Unlimited Plans are intended for educational use only and Customer agrees to adhere to Kajeet standard CIPA-compliant and education content filters, and time -of -day access settings. The Student Unlimited Plan may be used by no more than one user at any given time. The Home Unlimited Plan may only be used by students in the same household. The SmartBus Unlimited Plan is only intended to provide Wi-F for bus riders. In the event Kajeet detects bandwidth consumption inconsistent with plan terms, Kajeet may temporarily reduce or restrict services during review. Video may stream at 480p. YouTube® access is blocked by default. Customers on Kajeet Unlimited Plans may request open access to YouTube at no additional charge. If the Customer selects to have open access to YouTube services, Customer indemnifies and holds Kajeet harmless from any inappropriate content viewed by the end -user on YouTube. Device Warranties and Non -Return Policy Kajeet warrants that devices sold to Customer will be free from defects in materials and workmanship for a period of one (1) year after shipment by Kajeet. At its option, Kajeet will either repair or replace any device failing to meet this warranty if Customer notifies Kajeet of the defect before the warranty period expires. Customer acknowledges that replacements may be new or refurbished. Customer agrees to obtain return authorization from Kajeet prior to returning a device and to bear the cost of shipping the device to Kajeet and to bear the risk of loss during transit. Customer agrees that Kajeet will have no warranty obligations due to defects resulting from (i) ordinary wear and tear; (ii) modifications or repairs made by anyone other than Kajeet or its authorized service technicians; and/or (iii) accident or abuse. All sales of Customer purchased devices are final and cannot be returned for a refund. Chromebook, laptop, or tablet warranty and service issues are honored and handled via the manufacturer and not directly by Kajeet. Applicable Law The Parties intend that the laws of the State of Customer should be used to Interpret and enforce this Agreement. Indemn Each Party (" Indemnifying Party') agrees to defend, indemnify, and hold harmless the other Party from and against any and all third -party claims, demands, suits, legal proceedings, and causes of action that arise out of or relate to any breach by the Indemnifying Party of any of its representations and warranties as stated In this Agreement (collectively, " Indemnifiable Claims'), including but not limited to all damages, costs, expenses, reasonable attorneys' fees, judgments, and settlements resulting from such Indemnifiable Claims; provided, however, that no Indemnifiable Claim may be settled without the express written consent of the Indemnifying Party. The Party seeking indemnification must provide prompt written notice to the Indemnifying Party of any Indemnifiable Claim for which indemnification will be sought. The Indemnifying Party may elect to control the defense and settlement of any Indemnifiable Claims with counsel of its choosing. The Party seeking indemnification will cooperate with the Indemnifying Party's defense against the Indemnifiable Claims. If any Indemnifiable Claim is covered In part but not entirely by a Party's Indemnification obligation hereunder, the Indemnifying Party will only be responsible for the costs to the extent attributable for the covered portion. Instance Requirements Kajeet shall procure and maintain for the duration of the Agreement, insurance requirements as detailed in Attachment C, attached hereto and incorporated by reference to this Agreement. Kajeet, Inc. Service Agreement v.2019.01.29 7901 Jones Branch Drive, Suite 350, McLean, VA 22102 (240) 482-3500 w Aaieet.com education@kajeet.com kaq-et N-2023-178 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first written above. ATTEST CITY OF SANTA ANA ennifer al Knsfin& Ridge erk City Manager APPROVED AS TO FORM Sonia R. Carvalho City Attorney By: 'BrSndon Salvatierra Deputy City Attorney RECOMMENDED FOR APPROVAL WteZ Brian Execu Library Services Agency KAJEET, INC. &Wad Sganz, Rafael Suarez (Jul 11, 2023 17:14 EDT) Name: Rafael Suarez Title: Dir. Sales Operations Kajeet, Inc. Service Agreement v.2019.01.29 7901 Janes Branch Drive, Suite 350, McLean, VA 22102 (240) 482-3500 v .kaieercom education@kajeet.com kaj*eer. Attachment B: Use of Kajeet-Owned SmartBusr"' Equipment To be signed only by customers who have a SmartBus' Bundled Service. Use of Kajeet-Owned Equipment removes many fin ancialand logistical concerns. In the spirit of simplicity, this Attachment covers the basic terms for use of Kajeet-Owned Equipment. The client understands that they are using equipment procured and owned by Kajeet, and therefore, the equipment must be returned to Kajeet at the end of service unless specific written terms have been provided that state otherwise. What must be returned? Kajeet-Owned equipment and accessories to be returned, include: • Kajeet SmartBusT"routers • Portable Solution Components(router, WkFi paddle and cellular antennas, AC adapter, Vehicle adapter, Kajeet Portable case and SIM card) • LTE Radio with Screen • Potato Mic (Communication Bundle) • GPS Sending Unit (Location and Safety Bundle) • Charging Cable (Communication Bundle) A full listing of Kajeet-Owned Equipment is provided with each shipment. • Driver Tablet (Safety Bundle) • ID Scanner (Safety Bundle) • Kajeet Dua ICorrect— Dock and Modem What if Kajeet-Owned Equipment arrives to the customer damaged? If Kajeet-Owned Equipment is defective upon receipt, or develops a fault during the term of the Agreement, Kajeet will repair and/or replace the equipment with the same, or equivalent, equipment. This does not apply to accidental damage, water damage, theft, loss, and/or hardware/software tampering. Kajeet will replace faulty hardware components that fail due manufacturer defects. Can Kajeet-Owned Equipment be modified or marked? Kajeet-Owned. Equipment may not be branded or marked with any permanent markings, including, but not limited to, etching, screen printing, permanent markers, spray painting, non -removable labels, etc. When must Kajeet-Owned Equipment be returned? The customer is responsible for returning all provided Kajeet-Owned Equipment within thirty (30) days of service termination, including all return shipping costs unless otherwise included as a separate line item in the initial Purchase Order. Service may be extended at any time via valid Purchase Order or new Service Agreement. In certain cases, such as summer months, a customer may retain inactive Kajeet-Owned Equipment provided a purchase of future service has been made. What Kajeet-Owned Equipment must be returned? For installed solutions, the router, Wi-Fi antennas and SIM must be returned. For portable solutions, the router, Wi-Fi and cellular antennas, AC adapter, Vehicle adapter, Kajeet rugged case and SIM must be returned. Is there an option to buy the equipment? There is currently no option to purchase Kajeet equipment atthis time. Can I switch wireless networks with Kajeet-Owned Equipment? Yes, Kajeet will provide a SIM card to change to another Kajeet approved network. What if Kajeet-Owned Equipment is damaged or missing upon returned? Kajeet-Owned Equipment will be inspected by Kajeet upon return. Charges will be assessed for damaged or missing equipment (Not returned, non-functional or has excessive cosmetic damage. MEID label missing. Non genuine parts used in any repair. Beyond physical repair.) based on the table below, where applicable: nlereSnwtlie�lldler6RC SSa.9r YJeH;AWe8.."vvr= 0mvio L1K•e Sn1ar19LL�ek)NerIAO St9tla•r IR AN••xn semen 59M9r PoA•m Mk $4011 599r pM1•r T�•VI Uaw n snamH Swum ralwe Wl�Fi Opde Mnennn Pl 411e1 Ynwltlun CFbM eote •xn linen retln Ml4N MM(e# Sw9.9r r•Iwf MIWrPaOdv MOmrpea7 S14S7e•rtl uj,*Gn•nerne 0%" K•SNOW SM9r MHtlde�de0ler --- $M9r -- Wlele ]E19ea ••NetkraII 51997 dolrmaci M•dem8lhx Sfi199J Kajeet, Inc. Service Agreement v.2019.01.29 7901 Jones Branch Drive, Suite 350, McLean, VA 22102 (240) 482-3500 www.kaieet.com education@ka)e t.com kal6et I understand the terms for use of Kajeet-Owned Equipment and agree to the terms: Authorized Customer Signature Print Name Date Kajeet, Inc. Service Agreement v.2019.01.29 7901 Jones Branch Drive, Suite 350, McLean, VA 22102 (240) 482-3500 www.kaieet.com education@kajeet.com kaj*eet. Attachment C: Insurance Requirements Kajeet ("Provider") shall procure and maintain fort he duration of the contract insurance against claims for injuries to persons or damages to property that may arise from or in connection with products and services supplied to the City. The cost of such Insurance shall be borne by Provider. a. Minimum Scope and Limit of Insurance: 1. Commercial General Liability (CGL). Provider shall maintain coverage that is at least as broad as Insurance Services Form CG 0001 covering Commercial General Liability ("CGL") on an "occurrence" basis, including products and completed operations, property damage, bodily Injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability. ISO Form Number CA 0001 covering any auto (Code 1), or if Provider has no owned auto, hired, (Code 8) and non - owned autos (Code 9), with a limit no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation. As required by the State of California, with statutory limits, and employers liability insurance with a limit of no less than $1,000,000 per accident for bodily Injury or disease. 4. Broader Coverage. If the Provider maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Provider. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions 1. Additional Insured Status. The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Provider including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Providers insurance (at least as broad as ISO Form CG 20 101185 or if not available, through the addition of both CG 2010, CG 20 26, CG 20 33, or CG 20 38; and CG 2037 if a later edition is used). 2. Primary Coverage. For any claims related to this contract, the Providers insurance coverage shall be primary coverage at least as broad as ISO CG 20 010413 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Provider's insurance and shall not contribute with it. 3. Notice of Cancellation. Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation. Provider hereby grants to City a waiver of any right to subrogation that any insurer of said Provider may acquire against the City by virtue of the payment of any loss under such insurance. Provider agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self -Insured Retentions. Self -insured retentions must be declared to and approved by the City. The City may require the Provider to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers. Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City. 7. Verification of Coverage. Provider shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Providers obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at anytime. 8. Special Risks or Circumstances. City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. Kajeet, Inc. Service Agreement v.2019.01.29 7901 Jones Branch Drive, Suite 350, McLean, VA 22102 (240) 482-3500 www.kaieet.com education@kajeetcom kweet. 7901 Jones Branch Drive, Suite 350, McLean, Virginia 22102 1240) 482-3500 1 fax: (240) 482-3505 1 www.kajeet.com Account Name CITY-SANTA ANA (Library) Contact Name Lynn Nguyen Bill To 26 CIVIC CENTER PLZ Santa Ana, CA 92701 Prepared By Grace Peeler Created Date 6/20/2023 Email gpeelers@kajeet.com Quote Number Q# 202211-039529 Opportunity Number OPTY 202209-42328 Description Bookmobile Pilot Best Bundle CP1700- VZW Vedzon Network, 12 month Plan - Included: Unlimited Broadband data, Firewall, and Sentinel software SmartBus WI-Fi Unlimited, Best, 1yr INCLUDED IN YOUR ORDER Kajeet Sentinet License + Dashboard and Repcxts + Customizable CIPA-Compliant Filtering • Losa'Stolen Suspend and Alerts + Customizeble Time and Day Access Policies • Cuvtnmvable Disa Usegn Pnacw4 Enterprise security • lrh,e l Detetticn and Preventirr. • B;ocking Rogue VPNs, BitTonetn. Lid, • sIM HitecNmg bllOgacm TERMS & CONDITIONS Quote Grand Total 1Jretinic support Hest Nnt wh Cunmelee + Assigned Acrzaa t Manager • Kaleet tlealrh Check(s) r Tier i EnGUs. Support + CiMtamer Stipprrrt in French AM Spanrvn 1.AR, tnvprd AiLL; A�v*,c - m 5, L w,,crg Deployment Assistance + Impfetnxaitalmn LHrreger * Serdinel Tminirul + Parent and Slllllanl Curnmunxgliuns + Flyers. PusWr% SMS Dlesls QUOTATION USD 1,268.79 • All prices are quoted in U.S. Dollars. All prices valid only through Kajeet direct sales. Quote is valid for 30 days. The amount presented in this quotation is confidential & proprietary and intended for the consideration of the Buyer. Buyer and Kajeet will sign and execute a Services Agreement prior to execution of the program. Credit card payments are subject to a 5.0 % processing fee. Kajeet W-9 available upon request. Kajeet@, Arterra Mobility®, and Otarris TM products and services are protected by the following issued U.S. patents 8,929,857; 8,918.080; 8,774,755; 8,774.754; 8,755,768; 8,731,517; 8,725,109; 8,712,371, 8,706,079: 8,667,559; 8,644,796; 8,639,216; 8,634,803; 8,634, 802; 8,634,801; 8,630.612; 8,611,885; 8,600,348: 8,594,619; 8,588,735; 8,285,249; 8.078,140: 7.945,238; 7,899,438; 7,881,697. Other patents are pending. KajeetOO, Kajeet SmartSpot®, Education Broadband TM, SmartBus TM SmartSpot Protection TM. Kajeet Complete TM, Kajeet Custom'M, Arterra Mobility0, and Sentinel n@ are trademarks of Kajeet, Inc. • Telecom, Network and Admin Fees (TAF) defray a wide variety of Federal, State, and/or Local fees charged to telecommunications carriers and are subject to a 9.75 % fee on data -related services. This is not state or federal sales tax. • Shipping costs related to hardware only. • Sales tax is an estimate based on your state and/or locality. The PO must contain the correct sales tax amount and is the responsibility of the PO issuer. If Sales tax line item is blank; Applicable state sales taxes are not included in this quotation. • Per AEPA contract terms, pricing on this quote includes applicable telecom fees and standard shipping. ka*9eet. 7901 Jones Branch Drive, Suite 350, McLean, Virginia 22102 (240) 482-3500 1 fax: (240) 482-3505 1 www.kajoet.com INCLUDED IN YOUR ORDER Kajeet Sentinel Ll6enss Lifetime Support r Doshbo rd and Reports r Best NoNrnh lannamee r Custom¢ntda CIPA-Compliant ftiltering + Asnvned Arr'nvnl klnnuoer + Lo Stolen Suspend and Alerts + Kalc__t l fealth Cnackis) + Customizable Time and Day Access Policies + Tier t End -User Support + Cuslnm¢ahle Dala I /sage PnMx:a!s Enterprise Security • Threat Detections and Prevention • B3ocking Rogue VPNs, BitTwwl etc. • SIle HgaUreul Mitigation TERMS & CONDITIONS . Oratnmer Scarped m Frm cis mx1 Spana9n EMe t.,;WAn39A Va'A]Q'e m 5• (,Lf9iA)pCs Deployment Assistance + Implementation Manager « Sentinel Training + paronl and student communications + nPyers. posters, SMs Olasls QUOTATION • All prices are quoted in U.S. Dollars. All prices valid only through Kajeet direct sales. Quote is valid for 30 days. The amount presented in this quotation is confidential & proprietary and intended for the consideration of the Buyer. Buyer and Kajeet will sign and execute a Services Agreement prior to execution of the program. Credit card payments are subject to a 5.0 % processing fee. Kajeet W-9 available upon request. KajeetOO, Arterra Mobility@, and Otarris T- products and services are protected by the following issued U.S. patents 8,929,857; 8,918,080; 8,774,755; 8,774,754; 8,755,768; 8,731,517; 8,725,109; 8,712,371; 8,706,079; 8,667,559, 8,644, 796; 81639,216; 8,634,803; 8,634,802; 8,634,801; 8,630,612, 8,611,885; 8,600,348; 8,594,619: 8,588,735; 8,285.249: 8,078,140, 7,945,238; 7,899,438; 7,881,697. Other patents are pending. Kajeet@, Kajeet SmartSpo[O, Education Broadband TM, SmartBusTm, SmartSpot Protection T^^ Kajeet Completer^', Kajeet Custom TM, Arterra Mobility@, and Sentinel@ are trademarks of Kajeet, Inc. • Telecom, Network and Admin Fees (TAF) defray a wide variety of Federal, State, and/or Local fees charged to telecommunications carriers and are subject to a 9.75 % fee on data -related services. This is not state or federal sales tax. • Shipping costs related to hardware only. • Sales tax is an estimate based on your state and/or locality. The PO must contain the correct sales tax amount and is the responsibility of the PO issuer. If Sales tax line item is blank; Applicable state sales taxes are not included in this quotation. • Per AEPA contract terms, pricing on this quote includes applicable telecom fees and standard shipping. NOTICE OF COMPLIANCE CITY STAFF: PRINT THIS PACE AND INCLUDE WITH AGREEMENT TO THE CLERK OF THE COUNCIL Contractor Kajeet Inc. Name: Project TBD (103) Number: Project Kajeet Services Agreement Name: The Certificate of Insurance (COI) submitted indicates that the coverages are in compliance with the insurance requirements. No further action is required at this time. The compliant coverages) are: TYPE OF INSURANCE POLICY NUMBER EXPIRATION FILE NAME - - BA4R122755 DATEDCO - 10/14/2023 E 09/29/2022 Certificate.pdf - AUTOMOBILE LIABILITY GENERAL LIABILITY H6304R122614PHX22 10/14/2023 09/29/2022 Certificate.pdf WORKERS COMPENSATION Kajeet AND EMPLOYERS' LIABILITY WLRC52288095 07/01/2024 05/26/2023 Insurance 2023.pdf Thank you, City of Santa Ana Risk Management Division in partnership with CTrax Plus Services Team 7/17/2023 5:23 PM NOTICE OF COMPLIANCE CITY STAFF: PRINT THIS PAGE AND INCLUDE WITH AGREEMENT TO THE CLERK OF THE COUNCIL Contractor Kajeet Inc. Name: Project N-2023-0178 Number: Project Kajeet Services Agreement Name: The Certificate of Insurance (COI) submitted indicates that the coverages are in compliance with the insurance requirements. No further action is required at this time. The compliant coverage(s) are: EXPIRATION COI TYPE OF INSURANCE POLICY NUMBER FILE NAME DATE DATE AUTOMOBILE LIABILITY BA4R122755 10/14/2024 10/13/2023 Certificate.pdf GENERAL LIABILITY H6304R122614PHX22 10/14/2024 10/13/2023 Certificate.pdf Kajeet WORKERS COMPENSATION WLRC52288095 07/01/2024 05/26/2023 Insurance AND EMPLOYERS' LIABILITY 2023.pdf Thank you, City of Santa Ana Risk Management Division in partnership with CTrax Plus Services Team 10/20/2023 12:03 PM