AGREEMENT FOR SERVICES THIS AGREEMENT FOR SERVICES (this "Agreement is made effective a ofthe date signed by he Parts, by and between AEG ‘Management Oakland, LLC (*Company”) and the Oaklaud Police Department, an ageney of the City of Oakland organized pursuant to Oakland Munielpal Code CCOMC"), Chapter 2.29, ns the Oakland Police Services Agency (“Contractor”), Company and Contractor may bo refered to in ‘this Agreement individually ax a "Party" or collectively asthe "Parties". RECITALS eh no omPaty isthe operator of the Oakland Alameda County Colisutn Complex (as defined In Oakland Municipal Code section 844,020), ‘ich includes the O.co Coliseum™ and Oracle Arena™ (the “Pacllity") under a Coliseum Complex Managemnent Agreement between it and the (Oakland Alameda Coonty Coliseum Authority ("the Authority"), joint powers authority between the Cy of Oakland and the County of Alameda, Be rata citmctot provides peace officer and related law enforeement security services, Company desires to engage Contractor for services, and Contractor desires to provide such services, onthe terms and condlilons se forth in this Agreement. ‘AGREEMENT In consideration ofthe foregoing Recitals and the mutual covenants contuined in this Agreement, the Partie hereby agee as follows: 1 on EC OEEDE SERVICES, Company hereby engages Contractor, and Contractor hereby agrees, to provide the servoes asset forth more fully on Exhibit A attached hereto (the Services”), te Fett! "%°#2" 8 negotated, Contractor shall provide al personne in accordance with this Agreement inorder to provide the Service the Foclly, 1.2 Except for those items, if any, expressly required by this Agreement to be fumished by Company, Contactor shall intsh oF Brovide all ofthe materials (Including equipment and supplies, uniforms, comnfuniction equipment and any other equipment) and all other ros ‘Necessary to perform the Services an fo carry aut and perform all of Contactor’ obligations under or pursuant to this Agreement, 13 jqP0t consultation and. Agreement between the Panes, Company may prohibit specif Contractor employees or pervonnel sung supervisory penonne who engage in vertale oof ingroper condo, untae arlpoomlng or mndolae ak eee ‘hom providing future services for the Company.” 14 ce ttmsor shall comply with and conform o all proagred upon rules, equation and dietives lied by Company or thle lesignces fom time to time, and shal cause all of is employees, personnel, agents, Independent contractors (if any) and invitees all tes to able by and conform to all ofthe same, 2X sania EBM Te term of this Agrooment shall commence as ofthe effective dat hereof nd shall continue in ul force nd effet fr one year, ‘The intial one-year term shall automatically renew for addhional renewal terms of one year on each suceesiveannversary dae ul he temnaion atthe Clleon Complex Management Agreement or any exteded term ofthat Agreement, ules eminated earlier pursuant fo tls Agreement, On "nev, the provisions ofthis Agreement during the then current erm shal be the provisions forthe renewal erm, unless Compary ted Contre ‘others mutually agree in writing 3 SOMPENGATION, As {ull and complete compensation and consideration forall of the Services to be provided by Contractor under or prauant io this Agreement, Company shal py to Contractor the compenstion asset forth on Exhibit Attached hereto, All sume de to Canmeioe ‘uider this Agreement shall be pald by Company to Contactor within they (30) days following receipt by Company of an invole fom Contretor fully deserting the work performed, Including the numberof hours worked by Contractor personnel, If applicable, and the eompensaion ds to Contractor, 4 SAFETY AND LEGAL REQUIREMENTS: WARRANTY. ‘Without in any way limiting any other term or provision of this Agreement any obligalon of Contractor hereunder, Contactor shal do cbuss to be done all of the following: (a) perform the Services Ine frsvcleot ‘manner that shell protect the health and safty ofall patron, employees and other users ofthe Facil () adhere co all lav, polices rules, end latlonsappleable to the Contractor and to the Services tobe provided by Contractor pursuant to his Agreement; (e) obtal, matlain and comply th all icenses, permits and fanchises or approval fom any governmental authority that may be required to enable Contractor to perform al of the Services and ful al of is obligations under this Agreement, ; 5. yee HNDEMNIEICATION, Contactor shall indemnify and hold hamless, but not defend, Company and ts respective officers agents and ‘employees from and agnnst any and all losses, lables, claims, and darages (collectively, the “Loses trsing from te services fraished under thls Contacte follow: () any unlawfil ats or wilful misconduct on the part of Contactor, or thar officer, agents, or employees, and (I) damage {0 he property of Company, tothe extent caused by the negligent acts, eros, and/or omieslons ortho willful misconduct of Carat, ke smployees officers, agets, employees, or subcontractors, Company shall indemnify, defend, and hold haroless Contractor and ts respective fers, agent, and employees from and agaist any ard il Losses erising from (the actor onision of Company, is member officer, ‘employees, agents and independent contactor, and (any actor omission alleged to have been commie by the Contretor ori respective cflcers, agents and employes arising fom the provision of services or equpment under tis Agreement including enforeement of ny Company play sve an except for such oecurences that arise from the wilful misconduct, goss reckless, or nogligent ect, eros andlor omiseiorg of {he Contractor's respective ofees, agents and employees. Company shall further apr to Indemnity, defend and hold harness the Contactor sad Uisrespeetive officers, agents, and employees fom and against any and all lawsuit, igtion or Losses in) alsin fom any etalon anany eto he Contractor's enforcement of Company's parking lot policy, a more filly described in Exhibit A, teched below, end incorporated fully into the Contract, 5 seriat ES Contactor shall be responsible forthe saishtion or payment of eny lets fr any provider of, among othe things, work, bor ‘atrial o services claiming by, through or under Contractor, Contractor shall also indema, hold harmless and defend the Company Inde st afy sh lens, including attorneys’ fees and costs. Contractor shall not cause suffer or authorize any le, clam, or oer enoumbrance Wo be fled agaist the Faciiy or underlying property in connection with Contractor's Services or th exercso of any right ot plvlge of Connects ser {hi Aateement. [F Company notifies Contactor that such a len has been fled nai tho Faclty or undying propery by Contactar or sy ibudcation subsequently determines a lesser numberof Contractor Employees should have ben used then the Contactor shall elmbure the ‘Company forthe costs ofthat lesser numnber of requted Contractor Employoes, Fh easy mttster's and Company's Principal Contacts shall make all requests concernlag deployment, positioning, post assignment and ‘conduct through each other concerning Law Enforcement and Civilian Security Servicer for Events, B ackaltimes, in performing the services, Contractor Security Employees shell enforce the provisions of OMC Chapter 8.44 with ‘apo othe Parking Facility (OMC 8.44,040) and the Stadium (OMC 8.44,030) Additionally, Contrator Security Employees shall make ofors to prevent auto burglaries white on duty, be iy oo ptty seeks fo have the Contractor enforce its Parking Lot closure polly, which sales as follows, “The O.co Coliseum parking lt feiity will lose othe following activities immediately after kickoff] ~ consumption or preparation of fod ot beverages f] ~ use of {clevisions, computes or othe device to view or project broadcast or video of any kind {9} Those partcpating In these etvide are abject to {ietlon fom the parking fo, revocation of game tickets, cltaton andor ares for repass.” The Contractor ages that Contractor Securiy Employees will underke atvites necessary for enforcement ofthis policy, provided that a Company emplayee on duty tthe time of pofey snforement signs Citizen's Arrest form authorizing any arest necessary to enforoe a volton ofthis poly, and ws provided above in Section 5, “Indemnification.” 2 Company to pay the following Compensation. 8 ade pe ahany shall pay Contractor the CSO Rete (Central Services Overhead Rate") foreach OPD Employees according to his or ber rank or grade pursuant to the “New Salary Table for Pollce Officers” CSO Rate Schedule 2009-10 attached to this Agreement, Te fees and vaste {or Coniracor law enforcement officers that are set out in tho “New Salry Tablo for Police OMlsre” are subject to change based upon slay Increases, cos of living, overhead, overtime and other fctors including but no limited to the outcome of the collective bargalning process between {he City and the Oakland Police Ofters’ Assocation and/or by statute, Company agrees tat it will pay the CSO Rate of OPD Employees purmuant to the effective rato tthe time that services are rendered, b, Company shall pay Contractor the fees under this seotin within thity days wer receipt of ivoice from Contricton © ou Company shall not be tlable for cost of Contactor Employees assigned to en Event above slang agreed to in Section 1 ofthis Exhibit, without the prior writen consent ftom Company's Principal Contac. Contacior agrees that oly time for services performed by Contractor Employees for Company under this Agreement shall be included in ealulting overtime of double tne for that Contractor Erployen ‘Ry ime for services performed by Contractor Employees prior to oF ater performing services for Company under this Agreement shall not be {neluded in cleulating over tne Ifthe services are not directly related to preparation for an Event or the continuation of an ineldent tha rises frome during an Event, Contractor agrees that i is and wil remain responsible for any overtime or double time inourred by any Contractor Employes that as not been approved in writing by Company or that is based on servis not provided o Company under thls Agreemene 4 cone mtetot aurees not to provide more Contractor Employees to an Event than agreed to: by Company under Section 1 of this Exhibit A. If Contactor provides more Contnictor Employees to an Event than agreed t, Contractor egres (0 be responsible for payment of the otherwise approved by OCIV in writing, 3 semen, itaetot shall perform the Services with due cars in a manner consistent with Industry standards forthe typo of servis provided in his ‘Agreement, subject to the following: & Contractor shall be accountable forthe direct supervision of Contractor Employees. be ven orator sarees that its employees shal be responsible for the enforcement of all written statutes and ordinances related to fable safety governing tho Fatty, including, without timation the Oakland Municipal Code and Stas laws that are now i effet or that may bo Issued inthe furs, Span) mole shall submit to Company a securty report surnmarizing enforcement actions taken at an Event and, upon the specific ‘Tequest of Company, subject to privileges and confidentiality restcctions under California Law, any ineldent reports fr each Event, seria Al Contactor Employees at tho Facility providing Services during an Event will wear thei ofita uniforms, Contactor shall ‘Provide all materia, supplies and equipment to support its own security operations.