Alph_-_Flock_Group_Contract_-_Addendum_05012025.pdf

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AGREEMENT BETWEEN THE CITY OF ALPHARETTA, GEORGIA AND FLOCK 
GROUP INC.

Addendum No. 1

This Contract Addendum supplements those certain Terms and Conditions and Order Form (collectively the “Agreement”) between FLOCK GROUP, INC. AKA FLOCK SAFETY a foreign corporation, (the “Contractor”), and CITY OF ALPHARETTA a Georgia municipal corporation (the “City”) (the “Agreement”) of even date herewith, to add the following provisions thereto:

1. 
Conflicting Provisions.

The provisions of this Contract Addendum supersede and control over any conflicting provisions written into the Agreement to which this Contract Addendum is attached.

2. 
Term of Agreement.

If the Term of this Agreement is longer than one year, the Parties agree that this Agreement, as required by O.C.G.A. § 36-60-13, shall terminate absolutely and without further obligation on the part of City on December 31 each calendar (contract) year of the Term, and further, that this Agreement shall automatically renew on January 1 of each subsequent calendar (contract) year absent City’s provision of written notice of non-renewal to Contractor at least five (5) days prior to the end of the then current calendar (contract) year. To the extent this may apply to this Agreement, title to any supplies, materials, equipment, or other personal property shall remain in Contractor until fully paid for by City. Upon termination of expiration of this Agreement, Contractor shall remove any applicable Flock Hardware at a commercially reasonable time period.

3. 
Nondiscrimination.

In accordance with Title VI of the Civil Rights Act, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and all other provisions of Federal law, Contractor agrees that, during performance of this Agreement, Contractor, for itself, its assignees and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, national origin, gender, age or disability. In addition, Contractor agrees to comply with all applicable implementing regulations and shall include the provisions of this Section in every subcontract for services contemplated under this Agreement.

4. 
Confidentiality.

Contractor acknowledges that City’s disclosure of documentation is governed by Georgia’s Open Records Act, and Contractor further acknowledges that if Contractor submits records containing trade secret information, and if Contractor wishes to keep such records confidential, Docusign Envelope ID: 7587F59A-6775-48AC-AF93-839385E4097C

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Contractor must submit and attach to such records an affidavit affirmatively declaring that specific information in the records constitutes trade secrets pursuant to Article 27 of Chapter 1 of Title 10, and the Parties shall follow the requirements of O.C.G.A. § 50-18-72(a)(34) related thereto.

Notwithstanding any provision to the contrary, the City shall provide advance notice of any disclosure of Contractor’s Confidential Information unless prohibited by law, and shall only disclose as much Confidential Information as is required to be disclosed by any applicable judicial or administrative process, law or regulation

5. 
Sovereign Immunity.

Nothing contained in the Agreement shall be construed to be a waiver of City’s sovereign immunity or any individual’s qualified, good faith or official immunities. Any provision of the Agreement requiring the City to indemnify the Contractor is only valid to the extent allowed by Georgia law.

6. 
Governing Law.

This Agreement is governed by the laws of the State of Georgia to the extent that such laws apply to the City as municipality of Georgia and as a party to this Agreement.

7. 
Force Majeure.

Neither City nor Contractor shall be liable for its respective non-negligent or non-willful failure to perform or shall be deemed in default with respect to the failure to perform (or cure a failure to perform) any of its respective duties or obligations under this Agreement or for any delay in such performance due to: (i) any cause beyond its respective reasonable control; (ii) any act of God;

(iii) any change in applicable governmental rules or regulations rendering the performance of any portion of this Agreement legally impossible; (iv) earthquake, fire, explosion or flood; (v) strike or labor dispute, excluding strikes or labor disputes by employees and/or agents of Contractor; (vi) delay or failure to act by any governmental or military authority; or (vii) any war, hostility, embargo, sabotage, civil disturbance, riot, insurrection or invasion. In such event, and if applicable, the time for performance shall be extended by an amount of time equal to the period of delay caused by such acts, and all other obligations shall remain intact.

8. 
Assignment of Agreement; Subcontractors.

Neither party may assign or transfer this Agreement or any rights granted to it hereunder, in whole or in part, nor delegate any of its duties or obligations arising hereunder without the prior written consent of the other party, which consent shall not be unreasonably withheld; provided, however that this Agreement may be transferred by operation of law or assignment by either party to a surviving entity of a merger or consolidation involving that party or to a purchaser of all or substantially all of that party’s assets. Any assignment, transfer or delegation of rights, duties or obligations hereunder in contravention of the preceding sentence shall be null and void. This Agreement shall be binding upon and shall inure to the benefit of, and be enforceable by, the parties to this Agreement and their respective successors and permitted assigns.

Docusign Envelope ID: 7587F59A-6775-48AC-AF93-839385E4097C

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9.

Employment of Unauthorized Aliens Prohibited – E-Verify Affidavit.

Pursuant to O.C.G.A. § 13-10-91, City shall not enter into a contract for the physical performance of services unless Contractor shall provide evidence on the forms attached hereto as Addendum Exhibits “A” and “B” (affidavits regarding compliance with the E-Verify program to be sworn under oath under criminal penalty of false swearing pursuant to O.C.G.A. § 16-10-71), that it and its subcontractors have registered with, are authorized to use and use the federal work authorization program commonly known as E-Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91, and that they will continue to use the federal work authorization program throughout the contract period. Contractor hereby verifies that it has, prior to executing this Agreement, executed a notarized affidavit, the form of which is provided in Addendum Exhibit “A”, and submitted such affidavit to City. Further, Contractor hereby agrees to comply with the requirements of the federal Immigration Reform and Control Act of 1986 (IRCA), P.L. 99-603, O.C.G.A. § 13-10-91 and Georgia Department of Labor Rule 300-10-1-.02.

In the event Contractor employs or contracts with any subcontractor(s) to perform services for City, Contractor agrees to secure from such subcontractor(s) attestation of the subcontractor’s compliance with O.C.G.A. § 13-10-91 and Rule 300-10-1-.02 by the subcontractor’s execution of the subcontractor affidavit, the form of which is attached hereto as Addendum Exhibit “B”, which subcontractor affidavit shall become part of the contractor/subcontractor agreement. Contractor agrees that the employee-number category designated below is applicable to it: ____ 500 or more employees ____ 100 or more employees ____ Fewer than 100 employees Contractor hereby agrees that, in the event Contractor employs or contracts with any subcontractor(s) in connection with the Agreement and where the subcontractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10-91, Contractor will secure from the subcontractor(s) such subcontractor(s’) indication of the above employee-number category that is applicable to the subcontractor. If Contractor does not employ or contract with any subcontractor(s) to perform services for City, the provisions of this section related to subcontractors shall not apply. The above requirements shall be in addition to the requirements of state and federal law and shall be construed to be in conformity with those laws.

X Docusign Envelope ID: 7587F59A-6775-48AC-AF93-839385E4097C

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IN WITNESS WHEREOF, City and Contractor have executed this Agreement, including 
this Contract Addendum, effective as of ______________________________.

FLOCK GROUP INC., a foreign corporation

By: ____________________________________

       Name (printed):_______________________

       Title (printed):________________________

ATTEST:

By: _________________________________ 
       Name (printed): ___________________ 
       Title (printed):_____________________

CITY OF ALPHARETTA, GEORGIA

By: ___________________________________

       Jim Gilvin, Mayor

Approved as to substance:

By: _______________________________

       Chris Lagerbloom, City Administrator

Approved as to form:

By: ___________________________

       Jennifer McCall, City Attorney 
Docusign Envelope ID: 7587F59A-6775-48AC-AF93-839385E4097C
General Counsel
Mark Smith
Mark Smith
General Counsel
5/13/2025

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EXHIBIT A

STATE OF GEORGIA 
COUNTY OF FULTON 
CONTRACTOR AFFIDAVIT AND AGREEMENT

By executing this affidavit, the undersigned Contractor verifies its compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm, or corporation which is engaged in the physical performance of services on behalf of the CITY OF ALPHARETTA, GEORGIA, has registered with, is authorized to use, and uses the federal work authorization program commonly known as E-Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A.

§ 13-10-91.

Furthermore, the undersigned contractor will continue to use the federal work authorization program throughout the contract period, and the undersigned Contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O.C.G.A. § 13-10-91(b).

Contractor hereby attests that its federal work authorization user identification number and date of authorization are as follows:

_______________________________________ 
Federal Work Authorization User Identification 
Number

_______________________________________ 
Date of Authorization

Flock Group, Inc., 
Name of Contractor

Flock Safety Services________________ 
Name of Project

CITY OF ALPHARETTA, GEORGIA

Name of Public Employer

I hereby declare under penalty of perjury that the foregoing is true and correct.

Executed on ______ ___, 2025 in __________ 
(city), __________ (state).

_______________________________________ 
Signature of Authorized Officer or Agent

_______________________________________ 
Printed Name and Title of Authorized Officer or 
Agent

SUBSCRIBED AND SWORN BEFORE ME ON 
THIS THE _______ DAY OF _________, 2025.

_____________________________ 
Notary Public

My Commission Expires:  __________

                    [NOTARY SEAL]

Docusign Envelope ID: 7587F59A-6775-48AC-AF93-839385E4097C

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EXHIBIT B

STATE OF GEORGIA 
COUNTY OF FULTON 
SUBCONTACTOR AFFIDAVIT

By executing this affidavit, the undersigned subcontractor verifies its compliance with O.C.G.A. § 13-10- 91, stating affirmatively that the individual, firm or corporation which is engaged in the physical performance of services under a contract with Flock Group, Inc. on behalf of the CITY OF ALPHARETTA, GEORGIA, has registered with, is authorized to use, and uses the federal work authorization program commonly known as E-Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned subcontractor will continue to use the federal work authorization program throughout the contract period, and the undersigned subcontractor will contract for the physical performance of services in satisfaction of such contract only with sub-subcontractors who present an affidavit to the subcontractor with the information required by O.C.G.A. § 13-10-91(b). Additionally, the undersigned subcontractor will forward notice of the receipt of an affidavit from a sub-subcontractor to the contractor within five (5) business days of receipt. If the undersigned subcontractor receives notice that a sub-subcontractor has received an affidavit from any other contracted sub-subcontractor, the undersigned subcontractor must forward, within five (5) business days of receipt, a copy of the notice to the contractor.

Subcontractor hereby attests that its federal work authorization user identification number and date of authorization are as follows:

_______________________________________ 
Federal Work Authorization User Identification 
Number

_______________________________________ 
Date of Authorization

_________________________________

Name of Subcontractor

Flock Safety Services ________________ 
Name of Project

CITY OF ALPHARETTA, GEORGIA

Name of Public Employer I hereby declare under penalty of perjury that the foregoing is true and correct.

Executed on ______ ___, 2025 in __________ 
(city), __________ (state).

_______________________________________ 
Signature of Authorized Officer or Agent

_______________________________________ 
Printed Name and Title of Authorized Officer or 
Agent

SUBSCRIBED AND SWORN BEFORE ME ON 
THIS THE _______ DAY OF _________, 2025.

_____________________________ 
Notary Public

My Commission Expires:  __________

                    [NOTARY SEAL]

Docusign Envelope ID: 7587F59A-6775-48AC-AF93-839385E4097C