Page 1 I
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MCGUINNESS & ASSOCIATES
JOSEPH G. McGUINNESS - State Bar No
3858 Carson Street, Suite Torrance, California Telephone: (3 I 0) 7 92-049 Facsimile: (3 I 0) 7 92-
E-FILED
12/6/2019 5:40 PM
Clerk of Court
Superior Court of CA,
County of Santa Clara
19CVReviewed By: J. Duong
Attomeys for Plaintiff
Johnson Controls Security Solutions
fka Tyco Integrated Security
SUPERIOR COURT OF THE STATE OF CALIFORNIA
FOR THE COUNTY OF SANTA CLARA
l),
JOHNSON CONTROLS SECURITY
SOLUTIONS fka TYCO INTEGRATED
SECURITY, a Delaware corporation,
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)
)
)
)
)
)
)
)
)
)
)
Plaintiff,
V
TESLA, INC. dba Tesla Motors, Inc. dba
SOLARCITY COMPANY, a California
corporation; and DOES 1 through 200,
inclusive,
)
)
)
)
IDefendants
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Case No.
19CV
COMPLAINT FOR DAMAGES FOR:
(1) BREACH OF WRTTTEN
CONTRACT _ COUNT ONE;
(2) BREACH OF WRTTTEN
CONTRACT COUNT TWO:
(3) BREACH OF -WRTiTEN " -'
CONTRACT COUNT THREE;
(4) BREACH OF -ORAL CONTRACT
COUNT ONE;
(s) -BREACH OF ORAL CONTRACT
COUNT TWO;
(6) -BREACH OF ORAL CONTRACT
_ COUNT THREE;
(7) ACCOUNT STATED;
(8) QUANTUM MERUIT; AND
(9) UNJUST ENRTCHMENT
JURY TRIAL DEMANDED
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Plaintiff hereby demands jury trial on each and every action alleged and item of damage
prayed for herein. Plaintiff, Johnson Controls Security Solutions formerly known as Tyco
Integrated Security ("Plaintiff' or "Johnson Controls") alleges as follows:
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COMPLAINT FOR DAMAGESPage 2 GENERAL
1.
At all times herein mentioned, Plaintiff was, and now is, a limited partnership
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doing business in the State of California and was, and now is, duly licensed as a contractor by
the State of California to perform work of the type hereinafter described.
2.
Plaintiff is informed and believes and based thereon alleges that Defendant
Tesla, Inc. dba Tesla Motors, Inc. dba SolarCity Company, was, at all relevant times mentioned
herein, a California corporation, doing business in the City of Palo Alto, State of California.
3.
The true names and capacities, whether individual, corporate, associate, or
otherwise of Defendants named herein as DOES
I through 200 areunknown to Plaintiff, who
therefore sues said Defendants by such fictitious names. Plaintiff is informed and believes and
based thereon alleges that Defendants DOES 1 through 200, and each of them, are legally
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responsible to Plaintiff for the relief sought herein and have liability to Plaintiff for all matters
alleged herein.
4.
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Plaintiff is further informed and believes and based thereon alleges that all
Defendants and DOES 1 through 200, and each of them, are and were the agent, servant,
employee, principal, master, employer, partner and/or
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Defendant and doing the acts complained of herein, was acting within the scope of the
relationship existing among Defendants. Plaintiff will ask leave to amend this complaint to
show the true names and capacities of the Defendant DOES when the same have been
ascertained. Defendants Tesla, Inc. dba Tesla Motors, Inc. dba SolarCity Company and DOES
through 200 shall be referred herein collectively as "SolarCity''or "Defendant."
5.
joint venturer of, and/or with, every other
Plaintiff is informed and believes and on that basis alleges that Plaintiff
provided
labor and materials, and related work, to SolarCity, Nevada in connection with the following
projects (the "Projects"): (i) a project commonly referred to as SolarCity, Nevada,6569,
located at 6569 Las Vegas Blvd. S, Suite 200, Las Vegas, NV 891 19-322I (the "6569 Project");
(ii)
Las Vegas,
a
project commonly referred to Solar City, Nevada,7180, located at 7180 Pollock Drive,
NV
891 19-3221 (the "7180 Project"); and
(iii) a project commonly referred to as
)
COMPLAINT FOR DAMAGESPage 3
Solar City, Nevada, 66I7,located at 661I Las Vegas, Suite 200, NV 89119-3221 (the "
Project.")
6.
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The Superior Court for the County of Santa Clara, State of California is the
proper venue and forum to hear this matter as the business owner is located in Palo Alto,
California.
FIRST CAUSE OF ACTION
Breach of Written Contract - Count One
7.
Plaintiffrepeats and realleges each and every ofthe foregoing paragraphs and
incorporates each and every of these paragraphs by this reference as though fully set forth in
this cause of action.
8.
Authorized representatives of Johnson Controls and Defendant entered into a
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written five (5) year central monitoring service agreement (the "6569 Contract") whereby
Plaintiff agreed to provide central monitoring service work at the Project and, in exchange,
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Defendant agreed to pay Plaintiff its ordinary and customary rates on a time and material basis
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annually but paid in advance quarterly, including sums for additional work and materials.
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Attached hereto as Exhibit A and incorporated herein by reference as though set forth in full
are relevant parts of the 6569 Contract.
9.
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Plaintiff performed the work called for under the 6569 Contract, except for those
things excused by the actions or omissions of Defendant.
10.
Defendant has breached the 6569 Contract, in that although demand therefor has
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been made, there is now due, owing and unpaid from Defendant to Plaintiff a sum in excess
$23,497 .66 for original contract work, together with interest thereon according to proof at time
of trial.
1.
Plaintiff is entitled to recover and seeks its attomeys' fees in this action under
referenced contract.
12.
of
As
a
result of the foregoing, Plaintiff has been damaged in amount exceeding
$23,497.66, and in an amount according to proof at trial.
COMPLAINT FOR DAMAGESPage 4
SECOND CAUSE OF ACTION
Breach of Written Contract - Count Two
13.
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Plaintiffrepeats and realleges each and every ofthe foregoing paragraphs and
incorporates each and every of these paragraphs by this referencs as though fully set forth in
this cause of action.
14.
Authorized representatives of Johnson Controls and Defendant entered into a
written five (5) year central monitoring service agreement (the "7180 Contract") whereby
Plaintiff agreed to service work at the Project and, in exchange, Defendant agreed to pay
Plaintiff its ordinary and customary rates on a time and material basis annually but paid in
advance quarterly, including sums for additional work and materials. Attached hereto as
Exhibit B and incorporated herein by reference
the 7180 Contract.
15.
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as though set
forth in full are relevant parts of
Plaintiff performed the work called for under the7180 Contract, except for those
things excused by the actions or omissions of Defendant.
16.
Defendant has breached the 7180 Contract, in that although demand therefor has
of
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been made, there is now due, owing and unpaid from Defendant to Plaintiff a sum in excess
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923,497 .66 for original contract work, together with interest thereon according to proof at time
of trial.
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17.
referenced contract.
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18.
Plaintiff is entitled to recover and seeks its attorneys' fees in this action under
As
a
result of the foregoing, Plaintiff has been damaged in amount exceeding
5231497.66, and in an amount according to proof at trial.
THIRD CAUSE OF ACTION
Breach of Written Contract - Count Three
19.
Plaintiffrepeats and realleges each and every ofthe foregoing paragraphs and
incorporates each and every of these paragraphs by this reference as though fully set forth in
this cause of action.
COMPLAINT FOR DAMAGESPage 5 20.
Authorized representatives of Johnson Controls and Defendant entered into a
written five (5) year fire alarm service agreement (the "6611 Contract") whereby Plaintiff
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agreed to provide service work at the Project and, in exchange, Defendant agreed to pay
Plaintiff its ordinary and customary rates on a time and material basis annually but paid in
advance quarterly, including sums for additional work and materials.
21.
1 Contract Three, except
for those things excused by the actions or omissions of Defendant.
22.
Plaintiff performed the work called for under the
Defendant has breached the 6611 Contract, in that although demand therefor has
been made, there is now due, owing and unpaid from Defendant to Plaintiff a sum in excess
of
$12,519.63 for original contract work, together with interest thereon according to proof at time
of trial.
23.
referenced contract.
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24.
Plaintiff is entitled to recover and seeks its attorneys' fees in this action under
As a result of the foregoing, Plaintiff has been damaged in amount exceeding
$12,519.63, and in an amount according to proof at trial.
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FOURTH CAUSE OF ACTION
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Breach of Oral Contract - Count One
25.
Plaintiffrepeats and realleges each and every ofthe foregoing paragraphs and
incorporates each and every of these paragraphs by this reference as though fully set forth in
this cause of action.
26.
Authorized representatives of Johnson Controls and Defendant entered into an
oral service agreement for a five (5) year period (the "6569 Contract") whereby Plaintiff agreed
to provide a central monitoring service agreement work at the 6569 Project, and, in exchange,
Defendant agreed to pay Plaintiff its ordinary and customary rates on a time and material basis
annually but paid in advance quarterly, including additional sums for additional work or
materials. The terms and conditions of this oral agreement are generally the same as those
reflected in Exhibit A, and specifically the same with respect to time, price, and scope.
COMPLAINT FORDAMAGESPage 6
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27.
Plaintiff performed the work called for under the Oral 6569 Contract, except for
those things excused by the actions or omissions of Defendant.
28.
Defendant has breached the Oral 6569 Contract, in that although demand
therefor has been made, there is now due, owing and unpaid from Defendant to Plaintiff a sum
in excess of $23.491.66 for original contract work, together with interest thereon according to
proof at time of trial.
29.
Plaintiff is entitled to recover and seeks its attomeys' fees in this action under
the referenced Oral 6569 Contract.
30.
As a result of the foregoing, Plaintiff has been damaged in amount exceeding
$23.497.66, and in an amount according to proof at trial.
FIFTH CAUSE OF ACTION
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Breach of Oral Contract - Count Two
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25.
Plaintiff repeats and realleges each and every of the foregoing paragraphs and
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incorporates each and every of these paragraphs by this reference as though fully set forth in
this cause of action.
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26.
Authorized representatives of Johnson Controls and Defendant entered into an
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oral service agreement for a five (5) year period (the "Oral 7180 Contract") whereby Plaintiff
agreed to provide service work at various buildings at the 7180 Project, and, in exchange,
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Defendant agreed to pay Plaintiff its ordinary and customary rates on a time and material basis
annually but paid in advance quarterly, including additional sums for additional work or
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materials. The terms and conditions of this oral agreement are generally the same as those
reflected in Exhibit B, and specifically the same with respect to time, price, and scope.
.
Plaintiff performed the work called for under the Oral 7180 Contract, except for
those things excused by the actions or omissions of Defendant.
28.
Defendant has breached the Oral 7180 Contract, in that although demand
therefor has been made, there is now due, owing and unpaid from Defendant to Plaintiff a sum
in excess of $23,854.56 for original contract work, together with interest thereon according to
proof at time of trial.
COMPLAINT FOR DAMAGESPage 7 I
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29.
Plaintiff is entitled to recover and seeks its attorneys' fees in this action under
the referenced Oral 7180 Contract.
30.
As a result of the foregoing, Plaintiff has been damaged in amount exceeding
$23,854.560 and in an amount according to proof at trial.
SIXTH CAUSE OF ACTION
Breach of Oral Contract - Count Three
31.
Plaintiffrepeats and realleges each and every ofthe foregoing paragraphs and
incorporates each and every of these paragraphs by this reference as though fully set forth in
this cause of action.
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32.
Authorized representatives of Johnson Controls and Defendant entered into an
oral service agreement for a five (5) year period (the "Oral 6611 Contract") whereby Plaintiff
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agreed to provide central monitoring service work at various buildings at the 6611 Project, and,
in exchange, Defendant agreed to pay Plaintiff its ordinary and customary rates on a time and
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material basis annually but paid in advance quarterly, including additional sums for additional
work or materials.
33.
Plaintiff performed the work called for under the Oral 6611 Contract, except for
those things excused by the actions or omissions of Defendant.
34.
Defendant has breached the Oral 6611 Contract, in that although demand
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therefor has been made, there is now due, owing and unpaid from Defendant to Plaintiff a sum
in excess of $ 12,519.63 for original contract work, together with interest thereon according to
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proof at time of trial.
35.
Plaintiff is entitled to recover and seeks its attorneys' fees in this action under
the referenced Oral 66l
36.
l
Contract.
As a result of the foregoing, Plaintiff has been damaged in amount exceeding
$121519.63, and in an amount according to proof at trial.
COMPLAINT FOR DAMAGESPage 8
SEVENTH CAUSE OF ACTION
Account Stated
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37.
Plaintiffrepeats and realleges each and every ofthe foregoing paragraphs and
incorporates each and every of these paragraphs by this reference as though fully set forth in
this cause of action.
8.
In the County of Santa Clara, State of California, Defendant became indebted
to Plaintiff in the agreed sum of $59,862.85 for work and labor rendered by Plaintiff to
Defendant at its special request and for materials fumished in connection with said work and
labor at the Project.
39.
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An agreed upon account balance was examined and accepted by Plaintiff and
Defendant for original work, additional work and ordinary burden.
40.
Although demand therefor has been made, there is now due, owing and unpaid,
after deducting all just credits and offsets from Defendant to Plaintiff, the sum of $59,862.85,
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for contract labor, materials, ordinary burden, together with interest thereon according to proof,
and attorneys' fees.
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41.
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As a result of the foregoing, Plaintiff has been damaged in an amount exceeding
$59,862.85, and in an amount according to proof at trial.
EIGHTH CAUSE OF ACTION
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Quantum Meruit
42.
Plaintiff repeats and realleges each and every of the foregoing paragraphs and
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incorporates each and every of these paragraphs by this reference as though fully set forth in
this cause of action.
43.
At the special instance and request of SolarCity and on its promise to pay the
reasonable value thereof, Plaintiff herein performed work and labor, and provided materials
connection with the Project described above.
COMPLAINT FORDAMAGES
inPage 9 44.
45.
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The labor, services and materials were of the reasonable value of $59,862.85.
SolarCity has received the benefits from Plaintiff s performance under the
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contract, and is enjoying the benefits thereunder, but Defendant has not fully compensated
Plaintiff for the value of Plaintiff s labor, services, and materials.
46.
Although demand therefor has been made, there is now due, owing and unpaid
from Defendant to Plaintiff a sum in excess of $59,862.85 for contract work, labor and
materials, ordinary burden, together with interest thereon according to proof, and attorneys'
fees.
47.
As
a
result of the foregoing, Plaintiff has suffered damages in an amount in
in excess of $59,862.85, and in an amount according to proof at trial.
NINTH CAUSE OF ACTION
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Unjust Enrichment
48.
Plaintiffrepeats and realleges each and every ofthe foregoing paragraphs and
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incorporates each and every of these paragraphs by this reference as though fully set forth in
this cause of action.
49.
At the special instance and request of SolarCity and on its promise to pay the
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reasonable value thereof, Plaintiff herein performed work and labor, and provided materials
connection with the Project described above.
50.
51.
The labor, services and materials were of the reasonable value of $59,862.85.
SolarCity has received the benefits from Plaintiff
s
performance under the
contract, and is enjoying the benefits thereunder, but Defendant has not fully compensated
Plaintiff for the value of Plaintiff s labor, services, and materials. Defendant has, therefore,
been unjustly enriched.
52.
in
Although demand therefor has been made, there is now due, owing and unpaid
from Defendant to Plaintiff a sum in excess of $59,862.85 for contract work, labor and
materials, and ordinary burden, together with interest thereon according to proof, and attorneys'
fees.
COMPLAINT FOR DAMAGESPage 10
53.
As a result of the foregoing, Plaintiff has suffered damages in an amount in
in excess of $59,862.85, and in an amount according to proof at trial.
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WHEREFORE, Plaintiff
1.
2.
3.
4.
5.
6.
prays judgment as to
all Defendants as follows:
For judgment according to proof at trial in excess of $59,862.85;
For interest;
For Prompt Payment Act assessments according to proof;
For costs of suit incurred herein;
For its attorneys' fees; and
For such other and further relief as this court may deem just and proper
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Dated: December 6,
MCGUINNESS & ASSOCIATES
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Joseph G. McGuinness, Esq.
Attorneys for Plaintiff
Johnson Controls Security Solutions
fka Tyco Integrated Security
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COMPLAINT FORDAMAGESPage 11 D
EXHIBIT
D
APage 12 tttco
'
lntcgrated Security
lll[lilLill[lltilfi [|l[ ilil ilil ilt lil
ToirvN N
CUSTOMER NO
PO NO
JOB NO
0877.LIS
ESTIi'ATE NO
1.1tH26.Q
vEcAs,
NV
For Acdtlonat
EqlJpl?r rndtor
Senrtcee
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Ttlls RIDER made
'Rid9r'l is pail ol and is lo bo snached to he ?gracment' by and between Tyco lnlegrlted Ssalnry LLC (hereinaller
1l!?915 (he
"TyoJandSolar0ityNV6569d/b/a
(heeinafier,'Customef) lorheSysteminthe"Pnmisas'ofCuitomertocaeaar'giSQS.iasvegasBtvd.,Suiie200,tas
Vegas. NV 891 The Customer hereby requ€sls, and Tyco agrces to inslall, lhe hllowing additima{ Systems, Sewices, and/or Equipment as describ€d in this Rijer and the
atlached Scope ol Work; Contnct l{otor:
attl
Product Name
Locrtlon
SERVER 16 VIDEO CHANNEL IO USER AND 5 MOBILE 3,O5TB USABLE NON,MID STORAGE
2 ONE HORIZON CHANNEL LICENSE EXPANSION FOR A SINGLE VIOEO CONNECTION
2 8-port l0/10011000Mbps
d
strarad SFP Web Smad PoE swircn
ARIEL MINI DOME INDOOR/OUTDOOR
VANOAL COLOR HO IP CANIERA 2 8MM FIXED LENS IR
lo be supplied and installed by ohem
Chsrgs_E ind F0cs: Customer agr€es lo pay the sum of 10.00 flnsutation Chaqe,) wih 00.00 payable upon acceptsnce ol this Agreoment (,lnstallation
charg€ Deposit') plus any Eppllcsble'F66s'and sd$s tarss. Iym may hvote Customer for progtscs bittings baserl upon Eqr:ipmenl rndldr System compon€nts
delitar0d or slor6d, and/or SeMcospodgmed
lebre mnplofon of he Syslon Equipment lublation, acdvrton ol tire Systam, conneclion to tre Tyco Cenfal
Monitonng Center-("CMC") or any oher Service(s). All outstanding lnslallatidl Charges and/or Fees shall be oue and payote upon complotion of hehshllatjon
pr€condilion
Equipme{Syslem and as a
lo adivatiat of Systom and, il applicable, connectbn to Dre CMC or'any ourei Serviceis), Any changos in the
9f [e
SCOPE 0F WORK made by th€ Customer afier execution of this Rkler must be agreed lo by Tyco and he Customer in writng anc may 6a sulisd to;ddi1ional
charges 0nd/or FeS$. Any Cuslomer ordar plae4d.by finail. hlephm0, d lntemd website shall be sut#c{ to lerms aRd condit6ns ol ttri Agrooment and may be
rubi€cl l0 shlrplng, hstdllng. aad/or resbdang laee. For te Seruico{sf pro'rtrtod as indicobd in hb Ri&r, Cusloror agraes to pay Sirvm Chargos inthe
amounl ol 05,502.00 per annum (the -An0uat Servrco Cherge'), payable in ad!ilrc8 euartedy flt6 applsabts staF andtor local tares lor 5 yaar{s) (the .lnitial
Tenn") etlecltvs fiom he date sudr S0Mce is operawe undsr his Rider. Untl Gurlomer has paid Tyco tlre lnslollation Chorge and Fess in OU, Custirirer grants
to Tyco a 60qjrily interest in lhe Equipm00l and all ptoce€ds herool to sGcure such payment, Aterhe lnitiral Term hts RU;r shall aulomatlcally renew
a/an
Annutl
u0hss l|rminated by eilhet psrty uoo.l rvdllon nolrce at laast 0riiy (30) days pficr h he annivorsaty date. Tyco shafi havo he right to inqea$€
_basls
Armurl Seruiee Chaqe(s) alter me (1) year. For brmhaton priq{ lo bs end d 0re lnital Tem, Customer agrees to pay, in addition to any oubb;diru Fees and
charges lor Seruice(s) rendered prior to telminalion 90% ol [re Annuat Serulce ChaEe(s) remaining t0 b€ paid for he unexpirsd lerm of his Rjder as liquidated
damaq€G bul nol as a ponally. Any EJch nttniratl0il shall be etfsclivo aB ol ho snd ot ho $b*quait montrly billin0 p€rhd Additionony. Cus{omer agtogS to pay
any assossnBnb, bres,lees or ciartar imoorad by iuly govomnElhlbody, ldsehon0, cflnrnunicalron, or sigfiil lransnisbn om-pany sucfr aslahe ahnn
petmrlling o. connscllm t8€$, or admini$f€don leos or ssrvkg dages asces:eO by Tyco alated lo AHJ requfements anrllor changes to applicable laws. the
ne€d to rBprogram alsm confolddevices h comply wih area code, signal transmission, numbeing or oher dranges relatng to tho installe
Selice(s) provided undsr lhis Rider ('Feas'). The letm 'Agreemenl" relers io $e Conrmercial Sales Agreement or the National/Global Account Master
Agreanenl lhe Equipmant, Software, and Sswic€s pro/id€d, instded, and/d ssNiced undor his Ridet, induding but not timitod to parts provaded undsr
wananty (collect'vely and hdfvidually. he 'Syslem"), shall be subjed to the TEns and Conditions of the Agreement. ll the Agreement has expired, was not
commited to writing, ot has been losl or dssboyed,
is undeFtood and agreed lhat Tycof Stondard Termi and Condttions posted al
V{t$v.tYmlq,q0nv$bndudt[txtc are incoryorated hetein by relererce and shall apply to all Equipmont, Systems and SeNbes furnished by Tyco. li is furlhor
agrsed hat he orhinaj expiration date of ths AgtBemonl shatr bs extended br a peftrd of 5 years, bul only wih resp€ct to he Equipment, Systoms and Services
fumished under his Rider.
d
il
Elsckonb iledla. Ei0tot parly may scan, fax, enail, ionge, or ohervrise convorl lhis Agreement inh an electronrc fomat ol any type 0r form, now kno11n or
devolopod in fie future. Any unallered or unadulbrated copy ol his Agresm0nt p,oduced lrom sudr an electronic format witl be legatly binding upon the pailies
and equivalsnt lo ho otigioal for all purposoe. includlng litigalion. Tyco may rely upon Customer's assent lo he terms and conditions ol his Agreemenl, il
Customer hss signsd his &re€ment ol demonstralgd lb intent lo be b0und rrhethsr by slecfonic signatura or otheftvise.
e-Fortn 66El UEoO {0612012}Page 13 IHIS RIDEi REOUIf,ES FIIIAT APPROVAI OF A WCO AUfiOREEO IilANAgEF EEFORE ATfY EOUIPIIET{I'SERVICES'EYSTEIil9 iIAY EE PROVIDED,
tF lppRolAL l8 DEillED, IH|S RIDER UU|U. 8E TERmt{ATg' AilD nCO't OilrY oEUGAT|OI{ TO CUSToilER WLL 8E rO ilorFY CU$o}!ER 0F
SW} TENilIUTIOII AND REFUND A}TV ATIOUIIIS PAIO III ADVAIICE,
cusTotER
TTTO OIIEG RATEO SECURMI
ww
Pmsenbd by:
$ales
&Fom
Regl$sUon
UE00 t06/2012)
f
(lt
applicable):-
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(SgmUn ol OaomfaAuhfllnd RNlttt$hh,el
(lrtmPfhbdlPage 14 tuco
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TOW{ NO
CUSTOMER NO
JOB NO
ESTIMATE NO
PO NO
08ft r-As
lntagnted Security
vEoA8,
t.r5H20to
ltv
SCoPE OF I|ORK;CoI{IRACT NOTES: IhiB S€clion is lnhnded tor hshllalim use onry , Any langusgo conbhed in
Tanns and Conditons 0t Ule Agr€cnofit shall bo vdd and of no ofrc{.
hF
Sec,tion
hat abmpts to Dodift he
Scope otWodr:
lI
Contsct lnfomadon: Pnwlre: No PreWre on he csmeras, Sod will be insHlirq he CAT6€ f,om
room to Cameras and lT mom to lT Room[Fhal
lnsElladon:
ott TBD and must bo comploled by T8o.i(bobrs sf,|diog lo{hs qlt omsll Klley, Br0oke, Scot Eddie, Ratph 8nd Danhl wiat dats ydr
Iyco cal
plan on s€ndiry teds. l{o response ba* is needed, Tyco ie aheady on ho con$uction sdradulo) 0iThera als bo meny ptayer invotved,
b€6t h email uien
neodlqg communicaUms,i0ust0me.rr_
i€1ager:
bdroy@sohrdtf.emrcustoilet
Eddio Loo I
-Fadlilj€6_
eddi8 solardty.comcushtnor, Local lr Contact
Rd$ Gomez I eomoeS@sdardly,com | 702-370-5S2i {Ratph r|r[ got you sny tp se[ings and Brhn Log-itri
neodsd[G0/Bu*c Ploiecl Uattagqr-Jim Colegrwo I iolagrcv@burlreogl.coril.G0iBurt€ Onsib Fooman:'Kitey Hogue thogu@Nfoacgi,ontT Room
Subonbactor: Scot Reed I sreed@GuirJeNetrvodrs.oiltLocal sab8 conhct: D8nial Arlas | 702-2't7-loaitas(ityoo'.comfrydNAM:-Ryan Shvens I
lsteven@tyoo,com
ql
&mte AirE
Syrbm 0perationl
Proorammhg lnfo:
Sih Contlllions:
Ettisting Equipnnnt:
Cuslomar Apoctsdons:
Training Expectatlms:
Gsneral Cornrnsnbl
Cuslom€r RosponsDllitias I fyco Erclu$ons:
Ooomenb0on Nerds:
Conlnct l,lobr:
aForn
EE€ I
UF00 (00401 2)
I
tT !hn€o[Page 15 tuca
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10l,r,N No
CIJSTOMERNO
JOB NO
PO NO
00'7.trs
ESTIII/IATE NO
r.t5H201Q
VEGA8, NV
lntegrated Security
Tyco lntegnbd Socudg LLC ('TycoJ
Sohr0ltyilYSS8S
Daniel Adns
1545 Pflna Ln,
Hurln rfielcrlcd ("Cultomrf)
6hla:.
6560 $. Lrs Vegas Blvd., $uite 2@,
Las Vegas, NV $9,|
Las Vegas, NV
1&
Ath:
Tels. No,
Telo. N0, (702) 9il0-
ADDMOilAL TERI{S AIID COH'MOilS
Noki0ulandlng anyfilrg in ho Agrormont to Ulo snbary, Tyco and Customer aqtw
aE
lollo*s:
All oher tsrms and oondilions ol ho Agreem€nt, €xcepl hoss expEssly modifled harein, 6lall rdrsin in full hrce and effect.
Tho foregoing modmcafuns andlor additoial tems and conditons are not bhdhg unlsss appror,sd In writing by an au[rodzd roplesentative ol Tyco.
Accepted and Agnrr!:
Tyco
Securlty LLc
-"1.-- V-'
Prs6onted
CUSTOSER
AmeghdByr
Sale
Agenb Danhl
Salas Roprosonhlivs RegisHion # (if
applkable):_
(NafiroPfitqD
Datt
&Form 888'rUEoO (00/2Ol 2l
S'lb' rlT/14c p 1;rt l'nr.t z c
(flgnriln ol.Ol$omefs fttfiortu d R$lbsrlb[rE)
Sal€ Rspreseilatim)
ilPage 16 Aline Crinon
From:
Warrick Taylor
Sent:
Wednesday, January 7, 2015 5:20 PM
DanielJ Arias
Brooke Airey; Ryan J Stevens
Re: SolarCity - 5559 S. Las Vegas Blvd., Suite 200 - Sales Office
To:
Cc:
SubJect:
>
Approved
WarrickTaylor I Senior Director, Infrastructure I mbl: 650.453.8150 | desk: 650-963-I wtaylor'@solarcity.com I www,solarcity.com
From: B rooke Airey
Date: Wednesday, January 7,aOLS at 4:00 PM
To: Warrick Taylor
Subject: FW: SolarCity - 6569 S. Las Vegas Blvd., Suite 200 - Sales Office
Tyco invoices for Q
Brooke Airey I Sr. Manager of Corporate Facilities I SolarCity I T: 702-703-89971 C: 702-600-52811 baUey@dArcly,cgn
I
ulMcr.slalaiuean
From : Arias,
Da
niel J [maj]to :darias@tycosoml
Sent: Wednesday, January 07,201510:21 AM
To: Brooke Airey
Ce
Stevens, Ryan
SubJect: SolarCity - 6569 S. Las Vegas Blvd., Suite 200 - Sales Office
Below and attached are the proposals for the new alarm equipment for 6569 S, Las Vegas Bvld., Suite 200 (Sales Office)
Please review and let me know if you have any questions.
To approval, we would need an email from Warrick with the replay "APPROVED" , a PO, or an actual signature.
Address:
SolarCity NV 5559 S. Las Vegas Blvd.
Suite Las Vegas, NV
lntrusion System Price and Scope of work:
S0 down and 51,524 per year
This is for a holdup/emergency button at the front desk and temp sensor units in each of the two lT rooms
Camera System Prlce and Scope of work:
S0 down and 55,592 peryear
This is for one NVR Server with 4TB of storage and Ten (10) Dvtel Ariel lP cameras
1Page 17 Camera System Price and Scope of work:
59,265 down and 512,288 per year
This is a Ten (10) Door/Reader Brivo Access Control System, to include electronic locking hardware
All Monitoring, Material, and lnstallation is included with the exception of the cable
for the lP cameras and any 110AC electrical.
Please let me know if you have any question
Thank you,
DanielArias / Commercial Account Manager / Tyco lntegrated Security
Tel: +1 .7A2.948j872 I Cell: +1.7A2.217.1545 Pama Lane
daries@tycp._c.gm
/ Las Vegas, NV 89119 / USA
/
www,lylql8._qqryl
tuca
'
httegrated Securiiy
!.
txsr,rr.r-r.n
(H'IltH t'L-{[
NJPA
National Joint Powers Alliance
AwardeC.Contract # 031913-TlS for
Facilitv Security and Eouipment
Certified by The Department of Homeland Security SAFETY Actfor Electronic Security Serurces.
Tyco lS Matn #1-800-289-I Alarm Events
Option 2 Testing System
Option 3 Technician Support
Option 4 Data
Option 5 Billing Questions
Option 6 Sales and Add on
Optlon 7 Local branch
Option
This email (including any attachments) may contain information that is private or businqss confidential. lf you recelved this email in
error, please delete it from your system without copying it and notifr sender by reply email so that our records can be conected,
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2Page 18 D
D
D
D
EXHIBIT BPage 19 tuca
t
lntegratad Security
|
TOU/N NO
0877.t-AS
CUSTOMER NO
iltil
JOBNO
ilffi ilffi ffil tffi iltilr lilt llffi
aaaluEol
PO NO
t
lil
ESTIIIATE NO
t.1ulF6B
I/EGAS,
NV
RIDER
For Addltioml Equlpmont andror Serylceg
on 9/21/2015 (he 'RUef)
"Tyoo") and Sola0ity NV 7180 d/b/a Solardty
Itilccaman Center, Las Vegas, NV 891 1 9.
THIS RIDER made
h
N
part ot and is h be afiached b the 'Agreemenf by and between Tyco lntegrated S€ardty lIC {hereinafkr
7180 (hereinafter, 'C'IstomBr'l for lhe Syslen in lhe "Penises" of Cusiomer located al 71E0 Pollod( Dr,
The Customor hemby requesb, and Tyco ag.6os to insbll, lhe hllowing addilonal $6bms, Senioes, and/or Equbment as descrlbd in
fib
Rider and
ilp
athchsd Soopr olWork; Gontnct Not$:
atv Produd l{rme
Locafion
Pofile Codes
Tnansmlsslon - Nme
Acoount Management - None
Guard Response and Tnining - None
Malntenance Qualig Seruice Plan PROVIDED I lnspec{ions NOT PR0VIDED
Sub labor to adlu$ doom
ad
allgn sheer rnags
Hosted Accoss Selvice PROVIDED
ol
$.lXl
payabb upon accephnce of tris Agreement ("lnshllatjon
b pay tha sum
$0.00 ('lnshlhion Chargo') wittr
plus any applicable "Fees" and sabs laxes. Tyco may invo'rce Cushmer For prcgr€s Ulllngs based upon Equhment ad/or SFtom mmponenF
dellveEd or stored, and/or Serulcos perfomed before oomfletlon of the SysbrGquipment lnstallaflon. ac,tivalbn of tlc System, connedon io fE Tyco Cenld
Moniloring Cenbr ('CN|C") or any olher Sewie(s). All oubbrdiq lnshllal,bn CharBo and/or Fes shall bo du€ and papbl€ upon cofirpletion ol the inshllation
of the Equipment6ystom and as a pncondiUon b 60livaton of SySm and, if apdlcable, connec,lion to fie CiiilC or any oher Selice{s), Any daryes ln he
Charyes and Fees: Cuslorn€r agrees
Ctupe Deposif)
SCOPE 0F ITORI( made by he Cusbmr atur exedtion 0f hb Rider mtFt be ageed to by Tyco and he Cushner in wrillng ald nny be subjed lo addltimal
drarges and/or Fees. Any Cuslomer order plaoed by email, blephone, or lntenot urabsito shall b€ subjtri h hrms and mndilbns of he Agreemant and may be
subjoctto shipping, handling, and/or resbcking fees, For he Servlce(s) provued as indicated in $is Riier, Cusbmsr agr€es h pay S€F/lcs Charg€s in t|amount of $395.00 per annurn (he ?rmual SeMce Charge"l, payabls in advano Quaftrly plus applicable shb and/or local tax€s tor 0 yea(s) ($e 'hital
Term') eftc{ive from fie date such Serurce is opentive under his Rlder, Until Customer has pald Tyco the lnshlatlon Charge and Fees in full, Cusbmer granb
to Tyco a searrlty lnterest in the Equipnrnt and all proceeds lhereof b seflo sudr paymenl After fie lnilial Tem lhis Rkler shall aubmatically t€n€tY on a/an
Annurl basb unlqes bmhabd by eiter party upur wrlthn notlOe at leasl fiW F0) days ptur b he annivenary date, Tyo shail luw lhe nrght b inctsase
Annual Serulce Clraqe(s) aftar one (1) year. Forlerminalion pior b fte end of tlB lnltal Tem, Custorrragrces to pay, in additon to any oubtandlng Fees and
ctraqes for Service(s) mndered prior to bmination 80% of the Annral Senice ClwgB(s) romahing b be paid ftr lln unexpired brm of ttb Rider a8 lhddahd
damages but not as a penalty. Any sudr brninatin shall be eftdive as of he end ol he subsequentmonhly billing perid. Add[iondly, Cuslomeregn€s h pay
any assessmsnb, hxes, fees or clraryes lmpo€ed by any goyemm€nbl body, telephone, ccmmunlcallon, or $gnal tsansmbsion corpany suctr as blse ahrm,
permitllng or ccnnedion f€es, or adflInl$nbn fees or sen lce dtaqos ass€sssd by Tym rehkd to AHJ rcqu'rcmenb and/or dtanges to applhable lailq he
need b oprogram alam oonhls/deviceo to ounply wih ana codq shnsl trdnsmknion, numbedng or oher drange relaling b ltr ins{alled Equlpnnnt and/or
Swlce(s) provided under tlls Rider fFees'). The brm "Agleomenf rcfel3 h he Commerchl Sales Agnement or he NationaUGlobal A0counl lrEsbr
Ag.€errent Tha Equlpnent, Soflware, and Servkns ptovided, lnshlhd, and/or serviced under his Rider, indudirE but nd limiled b psrb provid€d un&r
wananty (collecttualy and Indtukluafiy, he 'Syshm'), shall be su&ct b the Tems and Conditions of tln Agreement lf the Agrcement has explrcd, was nd
it b
commitbd to wdUng, or h6s b€sn lost or dsstoyed,
undildood and 4med Oat Tycot Sbndad Terme and Conditiona poebd at
ti/rilulvcols,@flrrslandsrdhndc are hcqporat$ hercin by refererce and sial apply to all Equlprnent, SFtems and Servloes furnished by Tyo. lt is furfier
agreed that fte original o(pination &b 0l he Agreement shall be exlended for a period of 0 yeaa, brn onf wi$r respec{ b 0te Equipmsnt, Sysloms and Serulces
fu
mished under
$is
Rider.
il
Electtonic Medh, Either party fiay saln, fax, ernail, image, or ohenrise conved lhis Agmonont into
electonic fomal ol any type ot fonn, nqr known or
develo@ in lhe tutun, Any unalbred or unadulbrdbd oopy of $b Agl€om€nt podued fm sudl an ol€ctonlc fomat wll be logafry UndlrU $on he partes
and equivalent b fn o(linal fur all purpose, induding litigatkil. Tyco may rely upon Orstome/s assent t0 he terms snd condfiors of his Agnemant if
Customer has signed hls Agr€om€nt or demonilrated iF ioisnt lo bo bound whofior by ohctonic signetuftr or ohsnflise,
6-Form 8861 UE01 (09/2015)Page 20 THIS RIOER REQUIRES FIIIAL APPROVAL OF A TYCO AUTHORIZED ITAiIACER EEFORE AT{Y ECIIPTEITTISERVICES'SYSIET'S ilAY BE PROVIDED.
IF APPROVAL IS DENIED, THIS RIDER WLL BE TERTiIII{ATED AllD TYCO'8 OIILY OELIGATIOII TO CUSTOHER II'ILL 8E TO IIOTIFY CUSTOMER
OF
SUCH TERflIMTIOII AIID REFUI{D AIfYAIIOU]{TS PAID II{ ADVAI{CE.
TYCO II{TEGRATEO
lJ-C
PFsented by:
CUSTOIIER
Accpted
Tyco Sahs Regesenbtive)
Sales
#
(Nam€
Date
(
n; AtrncAED
UE0l (09P01 5)
lif^
(Signalun of Custonp/s Aufiorized Represenhlive)
Danieltuias
Rsglsbalion
eForn
By;
PinFd)
t-Page 21 tuco
t
lntegrated Eecurity
TOW'I NO
CUSTOMER NO
0s'r.Lts
r/EoAgilv
1fi74t
JOB NO
PO NO
ESTIMATE NO
I.IU.IFOBQ
ICOPE Of tlVORK$OllTRltfi I{OTES: Thig Sedion ig inbnded br lnshlh0cn ure orly. Any larguage onbined ln tds Soction fiat abmpb to modfy
Termg and Conditons oltreAgreenrentshall be ydd and ofnoefiect
Scope ollVork:
Cpnbc{ lnformaton: Sub laborqrnte b adjustsheer mags
Syshm Operation: Sub hbor quote b artjust dreer rngs
Progfitmmirq lnfo: Sub hbor quob b adf,rt sheer rngs
Sib Conditions: Sub hbor quob to adpst sheor rEgo
Edstng Equipmenl Sub hbor quob b adiBt sheer mags
Cucbmer Expedabns Sub laDorqlrcb b adJustslreer nags
Tnaining Erpec{aflons: Sub hbor qlob b e fnt shser ltugs
Genenl Commenb: Sub labor quob b dJust sheer mags
Ostomer Rosponcmfrs / Tyoo Erdusions: Sub laboquob h edJ8t sheer rnags
Dodno0lfllon Nse&i Sub laborquoh h adjustih€ornrgs
Contrret llotor:
efom888lUE
(0Ef2015)
ftePage 22 tuca
t
lntegrated Security
Tyco lnlegreiod Sccudly
TOWI NO
CUSTotIER NO
tlEl7.tls
vEoAs,w
rril45tt
tIC ('Tyco"l
JOB NO
PO NO
ESTIMATE NO
r.tutF6s
SolarGirynrdft/a: Sohrclty N 7l8ll
Hmln aftr cdled {rcusiomed')
OanielArias
1545 Pama Ln,
Las Vegas, NV
891 19.
71fl1 Pollodr Dr, Mocanan Cenbr,
Lss V€gffi, NV
Aih:
Tele. No.
Teb. No. (702) 933.
ADDITIOI{AL IERIIS AIID COI{DITIO{S
Notnihsbrding anylhing
All oher terms and
in
tn Agrofficntbthe onfrary, Tyo and Clsbmer4reeas blbuvs;
ondthns
ol tte
Agmmnl,
The bregdru modifcabns and/or addiilond
Accepted and
except hose
brs
upnsly
modilied h€rcin,
anl onditions an not bhdtg
temsin in tuI turce and
eftd.
unleoe appnved in wdting by an auhorized
np*enlative
of Tyco,
Agmd:
Tyco lntcgrated Sccurtty
cusTorER
l."LG
Presented by:
Accepbd By:
Sales Agent Danlel
Sal0s Repr€sonhuye Reglslration # (lf
appllcable):_
(Name Pdnted)
Dab
ooD ES{I UEOI (
5l
S€K ArTficnro
f'n A ? r
(Signabn of Cusbrnds AuhorEod Repnsendve)
Ssl€B
.f
$alPage 23 Aline Crinon
From:
Sent:
To:
Brooke Airey < bairey@solarcity.com >
Tuesday, September 22,2O15 9:35 AM
DanielJ Arias
Cc:
Ryan J Stevens; Bernardo Gonzalez Salvador
SubJect:
RE:
Pollock
Hi,
Approved for $Egs per year
Brooke Airey I Sr. Manager, Facilities Projects I SolarCity I T: 702-703-89971 C: 702-600-52811 b€jtgl'j0solarqi-ty,clm
www.S-qla.rcitv.coxn
I
*::i::f',:3:'
From : Arias, Daniel J [mailto:darias@tyco.com]
SenH Monday, September 2\2OI5 2:48 PM
To: Brooke Airey
Cc: Stevens, Ryan; Gonzalez Salvador, Bernardo
Subject: Re: Pollock
Brooke,
The installers are working hard to complete this as soon as possible, unfortunately there have been delays. There was an
issue with the electrical inspector and my installers corrected everything that the inspector asked for, he passed all of
our corrections this morning. The front lobby doors, waiting to the very last moment to cut those over.
All programming should be completed today and we will cut over the front lobby doors tomorrow. The cipher locks will
also be done tomorrow.
The only other thing that will not be done is the 4 interior double glass doors with Sheer Mag Locks. These are mag locks
that are inside the door header. Tyco is connecting to existing locks installed by others. We have connected to and
tested the sheer mag locks/doors, our connections works but the doors do not lock. The doors and locks were installed
but never adjusted. The doors and locks must be properly align for the sheer mags to engage, if they do not align they
will not engage. Tyco can adjust the 8 sheer mags/doors (2 per set of double doors) at an additional cost.
Tyco can do the alignment for an additional SggS per year or a onetime cost of $1,447 + tax
To approve I would need one of the to replied
"Approved for SggS per year" or "Approvedfor St,A+l + talc,
lf all goes to current plan, we will be done by end of day tomorrow with main installation & programming.
The sheer mags will take a day by themselves, for a targeted completion of Wednesday.
Please let me know if you have any questions
1Page 24 Thank you,
DanielArias I commercial Account Manager / Tyco lntegrated security
Tel: +'1 .7A2.948.1872 I Cett: +1.7A2.2i7.1S1545 Pama Lane
dariag@lvco.com
/ Las Vegas, NV 891 19 / USA
/ ytwW,lycoiq,q-onr
tttc,o
'
htagtrilted Security
. :..t I
t,:5 l ra,a
NJPA
National Joint Powers Alliance
Awarded Contract # 031913-TlS for
Facilitv Seouritv and Eouioment
Ceftified by The Department of Homeland Security SAFETY Act for Electronic Security Services.
Tyco IS Main #1-800-289-1 Alarm Events
Option 2 Testing System
Option 3 Technician Support
Option 4 Data
Option 5 Billing Questions
Option 6 Sales and Add on
Option 7 Local branch
Option
This email (including any attachments) may contaln lnformation that is private or business confidential. lf you received this smail
in
enor' please dalete it from your system without copying it and notify sender by reply email so that our records can be conected.
This e-mail contains privileged and confldential information intended for the use of the addressees named above lf you are not
the intended recipient of this email, you are hereby notified that you must not disseminate, copy or take any aclion in respect of any information cohtained in lf you
it.
have received this e-mail in
please
error,
notify the sender immediately by e-mail and immediately deskoy this e-mail and its attachments
2
PDF Page 1
PlainSite Cover Page
PDF Page 2
I
2
J
MCGUINNESS & ASSOCIATES
JOSEPH G. McGUINNESS - State Bar No
3858 Carson Street, Suite 301
Torrance, California 90503
Telephone: (3 I 0) 7 92-049 5
Facsimile: (3 I 0) 7 92-0520
1
15983
4
E-FILED
12/6/2019 5:40 PM
Clerk of Court
Superior Court of CA,
County of Santa Clara
19CV359800
Reviewed By: J. Duong
Attomeys for Plaintiff
5
Johnson Controls Security Solutions
fka Tyco Integrated Security
6
7
8
SUPERIOR COURT OF THE STATE OF CALIFORNIA
9
FOR THE COUNTY OF SANTA CLARA
10
l1
),2
JOHNSON CONTROLS SECURITY
SOLUTIONS fka TYCO INTEGRATED
SECURITY, a Delaware corporation,
t3
I4
15
16
)
)
)
)
)
)
)
)
)
)
)
Plaintiff,
V
TESLA, INC. dba Tesla Motors, Inc. dba
SOLARCITY COMPANY, a California
corporation; and DOES 1 through 200,
inclusive,
)
)
)
)
I7
Defendants
18
l9
Case No.
19CV359800
COMPLAINT FOR DAMAGES FOR:
(1) BREACH OF WRTTTEN
CONTRACT _ COUNT ONE;
(2) BREACH OF WRTTTEN
CONTRACT COUNT TWO:
(3) BREACH OF -WRTiTEN " -'
CONTRACT COUNT THREE;
(4) BREACH OF -ORAL CONTRACT
COUNT ONE;
(s) -BREACH OF ORAL CONTRACT
COUNT TWO;
(6) -BREACH OF ORAL CONTRACT
_ COUNT THREE;
(7) ACCOUNT STATED;
(8) QUANTUM MERUIT; AND
(9) UNJUST ENRTCHMENT
20
JURY TRIAL DEMANDED
2l
22
Plaintiff hereby demands jury trial on each and every action alleged and item of damage
23
prayed for herein. Plaintiff, Johnson Controls Security Solutions formerly known as Tyco
24
Integrated Security ("Plaintiff' or "Johnson Controls") alleges as follows:
25
26
27
28
I
COMPLAINT FOR DAMAGES
PDF Page 3
GENERAL
1
1.
2
At all times herein mentioned, Plaintiff was, and now is, a limited partnership
J
doing business in the State of California and was, and now is, duly licensed as a contractor by
4
the State of California to perform work of the type hereinafter described.
2.
5
Plaintiff is informed and believes and based thereon alleges that Defendant
6
Tesla, Inc. dba Tesla Motors, Inc. dba SolarCity Company, was, at all relevant times mentioned
7
herein, a California corporation, doing business in the City of Palo Alto, State of California.
3.
8
9
The true names and capacities, whether individual, corporate, associate, or
otherwise of Defendants named herein as DOES
I through 200 areunknown to Plaintiff, who
10
therefore sues said Defendants by such fictitious names. Plaintiff is informed and believes and
11
based thereon alleges that Defendants DOES 1 through 200, and each of them, are legally
I2
responsible to Plaintiff for the relief sought herein and have liability to Plaintiff for all matters
13
alleged herein.
4.
r4
Plaintiff is further informed and believes and based thereon alleges that all
15
Defendants and DOES 1 through 200, and each of them, are and were the agent, servant,
16
employee, principal, master, employer, partner and/or
I7
Defendant and doing the acts complained of herein, was acting within the scope of the
18
relationship existing among Defendants. Plaintiff will ask leave to amend this complaint to
19
show the true names and capacities of the Defendant DOES when the same have been
20
ascertained. Defendants Tesla, Inc. dba Tesla Motors, Inc. dba SolarCity Company and DOES
21
through 200 shall be referred herein collectively as "SolarCity''or "Defendant."
5.
22
joint venturer of, and/or with, every other
1
Plaintiff is informed and believes and on that basis alleges that Plaintiff
23
provided
24
labor and materials, and related work, to SolarCity, Nevada in connection with the following
25
projects (the "Projects"): (i) a project commonly referred to as SolarCity, Nevada,6569,
26
located at 6569 Las Vegas Blvd. S, Suite 200, Las Vegas, NV 891 19-322I (the "6569 Project");
27
(ii)
28
Las Vegas,
a
project commonly referred to Solar City, Nevada,7180, located at 7180 Pollock Drive,
NV
891 19-3221 (the "7180 Project"); and
(iii) a project commonly referred to as
)
COMPLAINT FOR DAMAGES
PDF Page 4
1
Solar City, Nevada, 66I7,located at 661I Las Vegas, Suite 200, NV 89119-3221 (the "661
2
Project.")
6.
J
The Superior Court for the County of Santa Clara, State of California is the
4
proper venue and forum to hear this matter as the business owner is located in Palo Alto,
5
California.
6
FIRST CAUSE OF ACTION
7
Breach of Written Contract - Count One
7.
8
9
10
1
Plaintiffrepeats and realleges each and every ofthe foregoing paragraphs and
incorporates each and every of these paragraphs by this reference as though fully set forth in
this cause of action.
8.
11
Authorized representatives of Johnson Controls and Defendant entered into a
t2
written five (5) year central monitoring service agreement (the "6569 Contract") whereby
13
Plaintiff agreed to provide central monitoring service work at the Project and, in exchange,
r4
Defendant agreed to pay Plaintiff its ordinary and customary rates on a time and material basis
l5
annually but paid in advance quarterly, including sums for additional work and materials.
I6
Attached hereto as Exhibit A and incorporated herein by reference as though set forth in full
77
are relevant parts of the 6569 Contract.
9.
l8
t9
Plaintiff performed the work called for under the 6569 Contract, except for those
things excused by the actions or omissions of Defendant.
10.
20
Defendant has breached the 6569 Contract, in that although demand therefor has
2l
been made, there is now due, owing and unpaid from Defendant to Plaintiff a sum in excess
22
$23,497 .66 for original contract work, together with interest thereon according to proof at time
23
of trial.
24
1
1.
Plaintiff is entitled to recover and seeks its attomeys' fees in this action under
25
referenced contract.
26
12.
27
of
As
a
result of the foregoing, Plaintiff has been damaged in amount exceeding
$23,497.66, and in an amount according to proof at trial.
28
COMPLAINT FOR DAMAGES
PDF Page 5
1
SECOND CAUSE OF ACTION
2
Breach of Written Contract - Count Two
13.
J
Plaintiffrepeats and realleges each and every ofthe foregoing paragraphs and
4
incorporates each and every of these paragraphs by this referencs as though fully set forth in
5
this cause of action.
6
14.
Authorized representatives of Johnson Controls and Defendant entered into a
7
written five (5) year central monitoring service agreement (the "7180 Contract") whereby
8
Plaintiff agreed to service work at the Project and, in exchange, Defendant agreed to pay
9
Plaintiff its ordinary and customary rates on a time and material basis annually but paid in
10
advance quarterly, including sums for additional work and materials. Attached hereto as
11
Exhibit B and incorporated herein by reference
12
the 7180 Contract.
15.
13
t4
as though set
forth in full are relevant parts of
Plaintiff performed the work called for under the7180 Contract, except for those
things excused by the actions or omissions of Defendant.
16.
15
Defendant has breached the 7180 Contract, in that although demand therefor has
of
T6
been made, there is now due, owing and unpaid from Defendant to Plaintiff a sum in excess
t7
923,497 .66 for original contract work, together with interest thereon according to proof at time
18
of trial.
t9
17.
20
referenced contract.
2l
18.
22
Plaintiff is entitled to recover and seeks its attorneys' fees in this action under
As
a
result of the foregoing, Plaintiff has been damaged in amount exceeding
5231497.66, and in an amount according to proof at trial.
23
THIRD CAUSE OF ACTION
24
Breach of Written Contract - Count Three
25
19.
Plaintiffrepeats and realleges each and every ofthe foregoing paragraphs and
26
incorporates each and every of these paragraphs by this reference as though fully set forth in
27
this cause of action.
28
4
COMPLAINT FOR DAMAGES
PDF Page 6
20.
1
Authorized representatives of Johnson Controls and Defendant entered into a
2
written five (5) year fire alarm service agreement (the "6611 Contract") whereby Plaintiff
J
agreed to provide service work at the Project and, in exchange, Defendant agreed to pay
4
Plaintiff its ordinary and customary rates on a time and material basis annually but paid in
5
advance quarterly, including sums for additional work and materials.
21.
6
7
1 Contract Three, except
for those things excused by the actions or omissions of Defendant.
22.
8
9
Plaintiff performed the work called for under the 661
Defendant has breached the 6611 Contract, in that although demand therefor has
been made, there is now due, owing and unpaid from Defendant to Plaintiff a sum in excess
of
10
$12,519.63 for original contract work, together with interest thereon according to proof at time
11
of trial.
12
23.
13
referenced contract.
t4
24.
15
Plaintiff is entitled to recover and seeks its attorneys' fees in this action under
As a result of the foregoing, Plaintiff has been damaged in amount exceeding
$12,519.63, and in an amount according to proof at trial.
I6
FOURTH CAUSE OF ACTION
t7
Breach of Oral Contract - Count One
18
25.
Plaintiffrepeats and realleges each and every ofthe foregoing paragraphs and
19
incorporates each and every of these paragraphs by this reference as though fully set forth in
20
this cause of action.
21
26.
Authorized representatives of Johnson Controls and Defendant entered into an
22
oral service agreement for a five (5) year period (the "6569 Contract") whereby Plaintiff agreed
23
to provide a central monitoring service agreement work at the 6569 Project, and, in exchange,
24
Defendant agreed to pay Plaintiff its ordinary and customary rates on a time and material basis
25
annually but paid in advance quarterly, including additional sums for additional work or
26
materials. The terms and conditions of this oral agreement are generally the same as those
27
reflected in Exhibit A, and specifically the same with respect to time, price, and scope.
28
5
COMPLAINT FORDAMAGES
PDF Page 7
1
2
J
27.
Plaintiff performed the work called for under the Oral 6569 Contract, except for
those things excused by the actions or omissions of Defendant.
28.
Defendant has breached the Oral 6569 Contract, in that although demand
4
therefor has been made, there is now due, owing and unpaid from Defendant to Plaintiff a sum
5
in excess of $23.491.66 for original contract work, together with interest thereon according to
6
proof at time of trial.
7
29.
8
9
10
Plaintiff is entitled to recover and seeks its attomeys' fees in this action under
the referenced Oral 6569 Contract.
30.
As a result of the foregoing, Plaintiff has been damaged in amount exceeding
$23.497.66, and in an amount according to proof at trial.
11
FIFTH CAUSE OF ACTION
l2
Breach of Oral Contract - Count Two
l3
25.
Plaintiff repeats and realleges each and every of the foregoing paragraphs and
t4
incorporates each and every of these paragraphs by this reference as though fully set forth in
15
this cause of action.
t6
26.
Authorized representatives of Johnson Controls and Defendant entered into an
I7
oral service agreement for a five (5) year period (the "Oral 7180 Contract") whereby Plaintiff
18
agreed to provide service work at various buildings at the 7180 Project, and, in exchange,
t9
Defendant agreed to pay Plaintiff its ordinary and customary rates on a time and material basis
20
annually but paid in advance quarterly, including additional sums for additional work or
2I
materials. The terms and conditions of this oral agreement are generally the same as those
22
reflected in Exhibit B, and specifically the same with respect to time, price, and scope.
23
24
25
27
.
Plaintiff performed the work called for under the Oral 7180 Contract, except for
those things excused by the actions or omissions of Defendant.
28.
Defendant has breached the Oral 7180 Contract, in that although demand
26
therefor has been made, there is now due, owing and unpaid from Defendant to Plaintiff a sum
27
in excess of $23,854.56 for original contract work, together with interest thereon according to
28
proof at time of trial.
6
COMPLAINT FOR DAMAGES
PDF Page 8
I
2
a
J
4
29.
Plaintiff is entitled to recover and seeks its attorneys' fees in this action under
the referenced Oral 7180 Contract.
30.
As a result of the foregoing, Plaintiff has been damaged in amount exceeding
$23,854.560 and in an amount according to proof at trial.
5
SIXTH CAUSE OF ACTION
6
Breach of Oral Contract - Count Three
7
31.
Plaintiffrepeats and realleges each and every ofthe foregoing paragraphs and
8
incorporates each and every of these paragraphs by this reference as though fully set forth in
9
this cause of action.
l0
32.
Authorized representatives of Johnson Controls and Defendant entered into an
11
oral service agreement for a five (5) year period (the "Oral 6611 Contract") whereby Plaintiff
I2
agreed to provide central monitoring service work at various buildings at the 6611 Project, and,
13
in exchange, Defendant agreed to pay Plaintiff its ordinary and customary rates on a time and
t4
material basis annually but paid in advance quarterly, including additional sums for additional
15
work or materials.
16
17
18
33.
Plaintiff performed the work called for under the Oral 6611 Contract, except for
those things excused by the actions or omissions of Defendant.
34.
Defendant has breached the Oral 6611 Contract, in that although demand
I9
therefor has been made, there is now due, owing and unpaid from Defendant to Plaintiff a sum
20
in excess of $ 12,519.63 for original contract work, together with interest thereon according to
2t
proof at time of trial.
22
35.
23
24
25
Plaintiff is entitled to recover and seeks its attorneys' fees in this action under
the referenced Oral 66l
36.
l
Contract.
As a result of the foregoing, Plaintiff has been damaged in amount exceeding
$121519.63, and in an amount according to proof at trial.
26
27
28
7
COMPLAINT FOR DAMAGES
PDF Page 9
1
SEVENTH CAUSE OF ACTION
2
Account Stated
J
37.
Plaintiffrepeats and realleges each and every ofthe foregoing paragraphs and
4
incorporates each and every of these paragraphs by this reference as though fully set forth in
5
this cause of action.
6
3
8.
In the County of Santa Clara, State of California, Defendant became indebted
7
to Plaintiff in the agreed sum of $59,862.85 for work and labor rendered by Plaintiff to
8
Defendant at its special request and for materials fumished in connection with said work and
9
labor at the Project.
10
39.
11
t2
An agreed upon account balance was examined and accepted by Plaintiff and
Defendant for original work, additional work and ordinary burden.
40.
Although demand therefor has been made, there is now due, owing and unpaid,
13
after deducting all just credits and offsets from Defendant to Plaintiff, the sum of $59,862.85,
T4
for contract labor, materials, ordinary burden, together with interest thereon according to proof,
15
and attorneys' fees.
t6
41.
I7
As a result of the foregoing, Plaintiff has been damaged in an amount exceeding
$59,862.85, and in an amount according to proof at trial.
18
EIGHTH CAUSE OF ACTION
t9
Quantum Meruit
20
42.
Plaintiff repeats and realleges each and every of the foregoing paragraphs and
2I
incorporates each and every of these paragraphs by this reference as though fully set forth in
22
this cause of action.
23
43.
At the special instance and request of SolarCity and on its promise to pay the
24
reasonable value thereof, Plaintiff herein performed work and labor, and provided materials
25
connection with the Project described above.
26
27
28
8
COMPLAINT FORDAMAGES
in
PDF Page 10
44.
45.
I
2
The labor, services and materials were of the reasonable value of $59,862.85.
SolarCity has received the benefits from Plaintiff s performance under the
J
contract, and is enjoying the benefits thereunder, but Defendant has not fully compensated
4
Plaintiff for the value of Plaintiff s labor, services, and materials.
46.
5
Although demand therefor has been made, there is now due, owing and unpaid
6
from Defendant to Plaintiff a sum in excess of $59,862.85 for contract work, labor and
7
materials, ordinary burden, together with interest thereon according to proof, and attorneys'
8
fees.
47.
9
10
As
a
result of the foregoing, Plaintiff has suffered damages in an amount in
in excess of $59,862.85, and in an amount according to proof at trial.
11
NINTH CAUSE OF ACTION
t2
Unjust Enrichment
48.
13
Plaintiffrepeats and realleges each and every ofthe foregoing paragraphs and
l4
incorporates each and every of these paragraphs by this reference as though fully set forth in
15
this cause of action.
16
49.
At the special instance and request of SolarCity and on its promise to pay the
t7
reasonable value thereof, Plaintiff herein performed work and labor, and provided materials
18
connection with the Project described above.
50.
51.
19
20
The labor, services and materials were of the reasonable value of $59,862.85.
SolarCity has received the benefits from Plaintiff
s
performance under the
21
contract, and is enjoying the benefits thereunder, but Defendant has not fully compensated
22
Plaintiff for the value of Plaintiff s labor, services, and materials. Defendant has, therefore,
23
been unjustly enriched.
52.
24
in
Although demand therefor has been made, there is now due, owing and unpaid
25
from Defendant to Plaintiff a sum in excess of $59,862.85 for contract work, labor and
26
materials, and ordinary burden, together with interest thereon according to proof, and attorneys'
27
fees.
28
9
COMPLAINT FOR DAMAGES
PDF Page 11
1
2
53.
As a result of the foregoing, Plaintiff has suffered damages in an amount in
in excess of $59,862.85, and in an amount according to proof at trial.
J
4
5
6
7
8
9
10
WHEREFORE, Plaintiff
1.
2.
3.
4.
5.
6.
prays judgment as to
all Defendants as follows:
For judgment according to proof at trial in excess of $59,862.85;
For interest;
For Prompt Payment Act assessments according to proof;
For costs of suit incurred herein;
For its attorneys' fees; and
For such other and further relief as this court may deem just and proper
11
t2
13
Dated: December 6,2019
MCGUINNESS & ASSOCIATES
T4
15
il+/ futb
t6
'I
t7
18
Joseph G. McGuinness, Esq.
Attorneys for Plaintiff
Johnson Controls Security Solutions
fka Tyco Integrated Security
t9
20
2l
22
23
24
25
26
27
28
10
COMPLAINT FORDAMAGES
PDF Page 12
D
EXHIBIT
D
A
PDF Page 13
tttco
'
lntcgrated Security
lll[lilLill[lltilfi [|l[ ilil ilil ilt lil
ToirvN N0
CUSTOMER NO
PO NO
JOB NO
0877.LIS
ESTIi'ATE NO
1.1tH26.Q
vEcAs,
NV
For Acdtlonat
EqlJpl?r rndtor
Senrtcee
il
Ttlls RIDER made
'Rid9r'l is pail ol and is lo bo snached to he ?gracment' by and between Tyco lnlegrlted Ssalnry LLC (hereinaller
1l!?915 (he
"TyoJandSolar0ityNV6569d/b/a
(heeinafier,'Customef) lorheSysteminthe"Pnmisas'ofCuitomertocaeaar'giSQS.iasvegasBtvd.,Suiie200,tas
Vegas. NV 891 19
The Customer hereby requ€sls, and Tyco agrces to inslall, lhe hllowing additima{ Systems, Sewices, and/or Equipment as describ€d in this Rijer and the
atlached Scope ol Work; Contnct l{otor:
attl
Product Name
Locrtlon
SERVER 16 VIDEO CHANNEL IO USER AND 5 MOBILE 3,O5TB USABLE NON,MID STORAGE
2 ONE HORIZON CHANNEL LICENSE EXPANSION FOR A SINGLE VIOEO CONNECTION
2 8-port l0/10011000Mbps
10
d2
strarad SFP Web Smad PoE swircn
ARIEL MINI DOME INDOOR/OUTDOOR
VANOAL COLOR HO IP CANIERA 2 8MM FIXED LENS IR
lo be supplied and installed by ohem
Chsrgs_E ind F0cs: Customer agr€es lo pay the sum of 10.00 flnsutation Chaqe,) wih 00.00 payable upon acceptsnce ol this Agreoment (,lnstallation
charg€ Deposit') plus any Eppllcsble'F66s'and sd$s tarss. Iym may hvote Customer for progtscs bittings baserl upon Eqr:ipmenl rndldr System compon€nts
delitar0d or slor6d, and/or SeMcospodgmed
lebre mnplofon of he Syslon Equipment lublation, acdvrton ol tire Systam, conneclion to tre Tyco Cenfal
Monitonng Center-("CMC") or any oher Service(s). All outstanding lnslallatidl Charges and/or Fees shall be oue and payote upon complotion of hehshllatjon
pr€condilion
Equipme{Syslem and as a
lo adivatiat of Systom and, il applicable, connectbn to Dre CMC or'any ourei Serviceis), Any changos in the
9f [e
SCOPE 0F WORK made by th€ Customer afier execution of this Rkler must be agreed lo by Tyco and he Customer in writng anc may 6a sulisd to;ddi1ional
charges 0nd/or FeS$. Any Cuslomer ordar plae4d.by finail. hlephm0, d lntemd website shall be sut#c{ to lerms aRd condit6ns ol ttri Agrooment and may be
rubi€cl l0 shlrplng, hstdllng. aad/or resbdang laee. For te Seruico{sf pro'rtrtod as indicobd in hb Ri&r, Cusloror agraes to pay Sirvm Chargos inthe
amounl ol 05,502.00 per annum (the -An0uat Servrco Cherge'), payable in ad!ilrc8 euartedy flt6 applsabts staF andtor local tares lor 5 yaar{s) (the .lnitial
Tenn") etlecltvs fiom he date sudr S0Mce is operawe undsr his Rider. Untl Gurlomer has paid Tyco tlre lnslollation Chorge and Fess in OU, Custirirer grants
to Tyco a 60qjrily interest in lhe Equipm00l and all ptoce€ds herool to sGcure such payment, Aterhe lnitiral Term hts RU;r shall aulomatlcally renew
a/an
Annutl
u0hss l|rminated by eilhet psrty uoo.l rvdllon nolrce at laast 0riiy (30) days pficr h he annivorsaty date. Tyco shafi havo he right to inqea$€
_basls
Armurl Seruiee Chaqe(s) alter me (1) year. For brmhaton priq{ lo bs end d 0re lnital Tem, Customer agrees to pay, in addition to any oubb;diru Fees and
charges lor Seruice(s) rendered prior to telminalion 90% ol [re Annuat Serulce ChaEe(s) remaining t0 b€ paid for he unexpirsd lerm of his Rjder as liquidated
damaq€G bul nol as a ponally. Any EJch nttniratl0il shall be etfsclivo aB ol ho snd ot ho $b*quait montrly billin0 p€rhd Additionony. Cus{omer agtogS to pay
any assossnBnb, bres,lees or ciartar imoorad by iuly govomnElhlbody, ldsehon0, cflnrnunicalron, or sigfiil lransnisbn om-pany sucfr aslahe ahnn
petmrlling o. connscllm t8€$, or admini$f€don leos or ssrvkg dages asces:eO by Tyco alated lo AHJ requfements anrllor changes to applicable laws. the
ne€d to rBprogram alsm confolddevices h comply wih area code, signal transmission, numbeing or oher dranges relatng to tho installe
PDF Page 14
IHIS RIDEi REOUIf,ES FIIIAT APPROVAI OF A WCO AUfiOREEO IilANAgEF EEFORE ATfY EOUIPIIET{I'SERVICES'EYSTEIil9 iIAY EE PROVIDED,
tF lppRolAL l8 DEillED, IH|S RIDER UU|U. 8E TERmt{ATg' AilD nCO't OilrY oEUGAT|OI{ TO CUSToilER WLL 8E rO ilorFY CU$o}!ER 0F
SW} TENilIUTIOII AND REFUND A}TV ATIOUIIIS PAIO III ADVAIICE,
cusTotER
TTTO OIIEG RATEO SECURMI
ww
Pmsenbd by:
$ales
&Fom
8481
Regl$sUon
UE00 t06/2012)
f
(lt
applicable):-
<-rI
t: /)'f rtlr'tttp
t;rtr:l t L
(SgmUn ol OaomfaAuhfllnd RNlttt$hh,el
(lrtmPfhbdl
PDF Page 15
tuco
t
TOW{ NO
CUSTOMER NO
JOB NO
ESTIMATE NO
PO NO
08ft r-As
lntagnted Security
vEoA8,
t.r5H20to
ltv
SCoPE OF I|ORK;CoI{IRACT NOTES: IhiB S€clion is lnhnded tor hshllalim use onry , Any langusgo conbhed in
Tanns and Conditons 0t Ule Agr€cnofit shall bo vdd and of no ofrc{.
hF
Sec,tion
hat abmpts to Dodift he
Scope otWodr:
lI
Contsct lnfomadon: Pnwlre: No PreWre on he csmeras, Sod will be insHlirq he CAT6€ f,om
room to Cameras and lT mom to lT Room[Fhal
lnsElladon:
ott TBD and must bo comploled by T8o.i(bobrs sf,|diog lo{hs qlt omsll Klley, Br0oke, Scot Eddie, Ratph 8nd Danhl wiat dats ydr
Iyco cal
plan on s€ndiry teds. l{o response ba* is needed, Tyco ie aheady on ho con$uction sdradulo) 0iThera als bo meny ptayer invotved,
b€6t h email uien
neodlqg communicaUms,i0ust0me.rr_
i€1ager:
bdroy@sohrdtf.emrcustoilet
Eddio Loo I
-Fadlilj€6_
eddi8 solardty.comcushtnor, Local lr Contact
Rd$ Gomez I eomoeS@sdardly,com | 702-370-5S2i {Ratph r|r[ got you sny tp se[ings and Brhn Log-itri
neodsd[G0/Bu*c Ploiecl Uattagqr-Jim Colegrwo I iolagrcv@burlreogl.coril.G0iBurt€ Onsib Fooman:'Kitey Hogue thogu@Nfoacgi,ontT Room
1
Subonbactor: Scot Reed I sreed@GuirJeNetrvodrs.oiltLocal sab8 conhct: D8nial Arlas | 702-2't7-1598
loaitas(ityoo'.comfrydNAM:-Ryan Shvens I
lsteven@tyoo,com
ql
&mte AirE
Syrbm 0perationl
Proorammhg lnfo:
Sih Contlllions:
Ettisting Equipnnnt:
Cuslomar Apoctsdons:
Training Expectatlms:
Gsneral Cornrnsnbl
Cuslom€r RosponsDllitias I fyco Erclu$ons:
Ooomenb0on Nerds:
Conlnct l,lobr:
aForn
EE€ I
UF00 (00401 2)
I
tT !hn€o[
PDF Page 16
tuca
t
10l,r,N No
CIJSTOMERNO
JOB NO
PO NO
00'7.trs
ESTIII/IATE NO
r.t5H201Q
VEGA8, NV
lntegrated Security
Tyco lntegnbd Socudg LLC ('TycoJ
Sohr0ltyilYSS8S
Daniel Adns
1545 Pflna Ln,
Hurln rfielcrlcd ("Cultomrf)
6hla:.
6560 $. Lrs Vegas Blvd., $uite 2@,
Las Vegas, NV $9,| 19
Las Vegas, NV
891
1&3035
Ath:
Tels. No,
Telo. N0, (702) 9il0-3221
ADDMOilAL TERI{S AIID COH'MOilS
Noki0ulandlng anyfilrg in ho Agrormont to Ulo snbary, Tyco and Customer aqtw
aE
lollo*s:
All oher tsrms and oondilions ol ho Agreem€nt, €xcepl hoss expEssly modifled harein, 6lall rdrsin in full hrce and effect.
Tho foregoing modmcafuns andlor additoial tems and conditons are not bhdhg unlsss appror,sd In writing by an au[rodzd roplesentative ol Tyco.
Accepted and Agnrr!:
Tyco
Securlty LLc
-"1.-- V-'
Prs6onted
CUSTOSER
AmeghdByr
Sale
Agenb Danhl
Salas Roprosonhlivs RegisHion # (if
applkable):_
(NafiroPfitqD
Datt
&Form 888'rUEoO (00/2Ol 2l
S'lb' rlT/14c p 1;rt l'nr.t z c
(flgnriln ol.Ol$omefs fttfiortu d R$lbsrlb[rE)
Sal€ Rspreseilatim)
il
PDF Page 17
Aline Crinon
From:
Warrick Taylor
Approved
WarrickTaylor I Senior Director, Infrastructure I mbl: 650.453.8150 | desk: 650-963-5877
I wtaylor'@solarcity.com I www,solarcity.com
From: B rooke Airey
Date: Wednesday, January 7,aOLS at 4:00 PM
To: Warrick Taylor
Subject: FW: SolarCity - 6569 S. Las Vegas Blvd., Suite 200 - Sales Office
Tyco invoices for Q
Brooke Airey I Sr. Manager of Corporate Facilities I SolarCity I T: 702-703-89971 C: 702-600-52811 baUey@dArcly,cgn
I
ulMcr.slalaiuean
From : Arias,
Da
niel J [maj]to :darias@tycosoml
Sent: Wednesday, January 07,201510:21 AM
To: Brooke Airey
Ce
Stevens, Ryan
SubJect: SolarCity - 6569 S. Las Vegas Blvd., Suite 200 - Sales Office
Below and attached are the proposals for the new alarm equipment for 6569 S, Las Vegas Bvld., Suite 200 (Sales Office)
Please review and let me know if you have any questions.
To approval, we would need an email from Warrick with the replay "APPROVED" , a PO, or an actual signature.
Address:
SolarCity NV 6569
5559 S. Las Vegas Blvd.
Suite 200
Las Vegas, NV 89119
lntrusion System Price and Scope of work:
S0 down and 51,524 per year
This is for a holdup/emergency button at the front desk and temp sensor units in each of the two lT rooms
Camera System Prlce and Scope of work:
S0 down and 55,592 peryear
This is for one NVR Server with 4TB of storage and Ten (10) Dvtel Ariel lP cameras
1
PDF Page 18
Camera System Price and Scope of work:
59,265 down and 512,288 per year
This is a Ten (10) Door/Reader Brivo Access Control System, to include electronic locking hardware
All Monitoring, Material, and lnstallation is included with the exception of the cable
for the lP cameras and any 110AC electrical.
Please let me know if you have any question
Thank you,
DanielArias / Commercial Account Manager / Tyco lntegrated Security
Tel: +1 .7A2.948j872 I Cell: +1.7A2.217.1598
1545 Pama Lane
daries@tycp._c.gm
/ Las Vegas, NV 89119 / USA
/
www,lylql8._qqryl
tuca
'
httegrated Securiiy
!.
txsr,rr.r-r.n
(H'IltH t'L-{[
NJPA
National Joint Powers Alliance
AwardeC.Contract # 031913-TlS for
Facilitv Security and Eouipment
Certified by The Department of Homeland Security SAFETY Actfor Electronic Security Serurces.
Tyco lS Matn #1-800-289-2647
I Alarm Events
Option 2 Testing System
Option 3 Technician Support
Option 4 Data
Option 5 Billing Questions
Option 6 Sales and Add on
Optlon 7 Local branch
Option
This email (including any attachments) may contain information that is private or businqss confidential. lf you recelved this email in
error, please delete it from your system without copying it and notifr sender by reply email so that our records can be conected,
This e-mail contains plivileged and confidential information intended for lhe use of the addressees named above lf you are not the intended recipient of this email'youar€herebynotifiedthatyoumustnoldisseminale,copyortakeanyactioninrespeclofanyinformationcontainedinit lf youhavereceivedthise-mail in
error, please notify the sender imrnediately by e-mail and immediately destroy this e-marl and its altachments.
This email has been scann€d for email related threats and delivered safely by Mimecast.
For more information please visit httol//www. mimeoast.com
2
PDF Page 19
D
D
D
D
EXHIBIT B
PDF Page 20
tuca
t
lntegratad Security
|
TOU/N NO
0877.t-AS
CUSTOMER NO
iltil
JOBNO
ilffi ilffi ffil tffi iltilr lilt llffi
aaaluEol
PO NO
t8245312
lil
ESTIIIATE NO
t.1ulF6B0
I/EGAS,
NV
RIDER
For Addltioml Equlpmont andror Serylceg
on 9/21/2015 (he 'RUef)
"Tyoo") and Sola0ity NV 7180 d/b/a Solardty
Itilccaman Center, Las Vegas, NV 891 1 9.
THIS RIDER made
h
N
part ot and is h be afiached b the 'Agreemenf by and between Tyco lntegrated S€ardty lIC {hereinafkr
7180 (hereinafter, 'C'IstomBr'l for lhe Syslen in lhe "Penises" of Cusiomer located al 71E0 Pollod( Dr,
The Customor hemby requesb, and Tyco ag.6os to insbll, lhe hllowing addilonal $6bms, Senioes, and/or Equbment as descrlbd in
fib
Rider and
ilp
athchsd Soopr olWork; Gontnct Not$:
atv Produd l{rme
Locafion
Pofile Codes
Tnansmlsslon - Nme
Acoount Management - None
Guard Response and Tnining - None
Malntenance Qualig Seruice Plan PROVIDED I lnspec{ions NOT PR0VIDED
Sub labor to adlu$ doom
ad
allgn sheer rnags
Hosted Accoss Selvice PROVIDED
ol
$.lXl
payabb upon accephnce of tris Agreement ("lnshllatjon
b pay tha sum
$0.00 ('lnshlhion Chargo') wittr
plus any applicable "Fees" and sabs laxes. Tyco may invo'rce Cushmer For prcgr€s Ulllngs based upon Equhment ad/or SFtom mmponenF
dellveEd or stored, and/or Serulcos perfomed before oomfletlon of the SysbrGquipment lnstallaflon. ac,tivalbn of tlc System, connedon io fE Tyco Cenld
Moniloring Cenbr ('CN|C") or any olher Sewie(s). All oubbrdiq lnshllal,bn CharBo and/or Fes shall bo du€ and papbl€ upon cofirpletion ol the inshllation
of the Equipment6ystom and as a pncondiUon b 60livaton of SySm and, if apdlcable, connec,lion to fie CiiilC or any oher Selice{s), Any daryes ln he
Charyes and Fees: Cuslorn€r agrees
Ctupe Deposif)
SCOPE 0F ITORI( made by he Cusbmr atur exedtion 0f hb Rider mtFt be ageed to by Tyco and he Cushner in wrillng ald nny be subjed lo addltimal
drarges and/or Fees. Any Cuslomer order plaoed by email, blephone, or lntenot urabsito shall b€ subjtri h hrms and mndilbns of he Agreemant and may be
subjoctto shipping, handling, and/or resbcking fees, For he Servlce(s) provued as indicated in $is Riier, Cusbmsr agr€es h pay S€F/lcs Charg€s in t|0
amount of $395.00 per annurn (he ?rmual SeMce Charge"l, payabls in advano Quaftrly plus applicable shb and/or local tax€s tor 0 yea(s) ($e 'hital
Term') eftc{ive from fie date such Serurce is opentive under his Rlder, Until Customer has pald Tyco the lnshlatlon Charge and Fees in full, Cusbmer granb
to Tyco a searrlty lnterest in the Equipnrnt and all proceeds lhereof b seflo sudr paymenl After fie lnilial Tem lhis Rkler shall aubmatically t€n€tY on a/an
Annurl basb unlqes bmhabd by eiter party upur wrlthn notlOe at leasl fiW F0) days ptur b he annivenary date, Tyo shail luw lhe nrght b inctsase
Annual Serulce Clraqe(s) aftar one (1) year. Forlerminalion pior b fte end of tlB lnltal Tem, Custorrragrces to pay, in additon to any oubtandlng Fees and
ctraqes for Service(s) mndered prior to bmination 80% of the Annral Senice ClwgB(s) romahing b be paid ftr lln unexpired brm of ttb Rider a8 lhddahd
damages but not as a penalty. Any sudr brninatin shall be eftdive as of he end ol he subsequentmonhly billing perid. Add[iondly, Cuslomeregn€s h pay
any assessmsnb, hxes, fees or clraryes lmpo€ed by any goyemm€nbl body, telephone, ccmmunlcallon, or $gnal tsansmbsion corpany suctr as blse ahrm,
permitllng or ccnnedion f€es, or adflInl$nbn fees or sen lce dtaqos ass€sssd by Tym rehkd to AHJ rcqu'rcmenb and/or dtanges to applhable lailq he
need b oprogram alam oonhls/deviceo to ounply wih ana codq shnsl trdnsmknion, numbedng or oher drange relaling b ltr ins{alled Equlpnnnt and/or
Swlce(s) provided under tlls Rider fFees'). The brm "Agleomenf rcfel3 h he Commerchl Sales Agnement or he NationaUGlobal A0counl lrEsbr
Ag.€errent Tha Equlpnent, Soflware, and Servkns ptovided, lnshlhd, and/or serviced under his Rider, indudirE but nd limiled b psrb provid€d un&r
wananty (collecttualy and Indtukluafiy, he 'Syshm'), shall be su&ct b the Tems and Conditions of tln Agreement lf the Agrcement has explrcd, was nd
it b
commitbd to wdUng, or h6s b€sn lost or dsstoyed,
undildood and 4med Oat Tycot Sbndad Terme and Conditiona poebd at
ti/rilulvcols,@flrrslandsrdhndc are hcqporat$ hercin by refererce and sial apply to all Equlprnent, SFtems and Servloes furnished by Tyo. lt is furfier
agreed that fte original o(pination &b 0l he Agreement shall be exlended for a period of 0 yeaa, brn onf wi$r respec{ b 0te Equipmsnt, Sysloms and Serulces
fu
mished under
$is
Rider.
il
Electtonic Medh, Either party fiay saln, fax, ernail, image, or ohenrise conved lhis Agmonont into
electonic fomal ol any type ot fonn, nqr known or
develo@ in lhe tutun, Any unalbred or unadulbrdbd oopy of $b Agl€om€nt podued fm sudl an ol€ctonlc fomat wll be logafry UndlrU $on he partes
and equivalent b fn o(linal fur all purpose, induding litigatkil. Tyco may rely upon Orstome/s assent t0 he terms snd condfiors of his Agnemant if
Customer has signed hls Agr€om€nt or demonilrated iF ioisnt lo bo bound whofior by ohctonic signetuftr or ohsnflise,
6-Form 8861 UE01 (09/2015)
PDF Page 21
THIS RIOER REQUIRES FIIIAL APPROVAL OF A TYCO AUTHORIZED ITAiIACER EEFORE AT{Y ECIIPTEITTISERVICES'SYSIET'S ilAY BE PROVIDED.
IF APPROVAL IS DENIED, THIS RIDER WLL BE TERTiIII{ATED AllD TYCO'8 OIILY OELIGATIOII TO CUSTOHER II'ILL 8E TO IIOTIFY CUSTOMER
OF
SUCH TERflIMTIOII AIID REFUI{D AIfYAIIOU]{TS PAID II{ ADVAI{CE.
TYCO II{TEGRATEO
lJ-C
PFsented by:
CUSTOIIER
Accpted
Tyco Sahs Regesenbtive)
Sales
#
(Nam€
Date
(
8081
6
n; AtrncAED
UE0l (09P01 5)
lif^42
(Signalun of Custonp/s Aufiorized Represenhlive)
Danieltuias
Rsglsbalion
eForn
By;
PinFd)
t-
PDF Page 22
tuco
t
lntegrated Eecurity
TOW'I NO
CUSTOMER NO
0s'r.Lts
r/EoAgilv
1fi74t312
JOB NO
PO NO
ESTIMATE NO
I.IU.IFOBQ
ICOPE Of tlVORK$OllTRltfi I{OTES: Thig Sedion ig inbnded br lnshlh0cn ure orly. Any larguage onbined ln tds Soction fiat abmpb to modfy
Termg and Conditons oltreAgreenrentshall be ydd and ofnoefiect
Scope ollVork:
Cpnbc{ lnformaton: Sub laborqrnte b adjustsheer mags
Syshm Operation: Sub hbor quote b artjust dreer rngs
Progfitmmirq lnfo: Sub hbor quob b adf,rt sheer rngs
Sib Conditions: Sub hbor quob to adpst sheor rEgo
Edstng Equipmenl Sub hbor quob b adiBt sheer mags
Cucbmer Expedabns Sub laDorqlrcb b adJustslreer nags
Tnaining Erpec{aflons: Sub hbor qlob b e fnt shser ltugs
Genenl Commenb: Sub labor quob b dJust sheer mags
Ostomer Rosponcmfrs / Tyoo Erdusions: Sub laboquob h edJ8t sheer rnags
Dodno0lfllon Nse&i Sub laborquoh h adjustih€ornrgs
Contrret llotor:
efom888lUE01
(0Ef2015)
fte
PDF Page 23
tuca
t
lntegrated Security
Tyco lnlegreiod Sccudly
TOWI NO
CUSTotIER NO
tlEl7.tls
vEoAs,w
rril45tt2
tIC ('Tyco"l
JOB NO
PO NO
ESTIMATE NO
r.tutF6s0
SolarGirynr7180
dft/a: Sohrclty N 7l8ll
Hmln aftr cdled {rcusiomed')
OanielArias
1545 Pama Ln,
Las Vegas, NV
891 19.3835
71fl1 Pollodr Dr, Mocanan Cenbr,
Lss V€gffi, NV 89119
Aih:
Tele. No.
Teb. No. (702) 933.3221
ADDITIOI{AL IERIIS AIID COI{DITIO{S
Notnihsbrding anylhing
All oher terms and
in
tn Agrofficntbthe onfrary, Tyo and Clsbmer4reeas blbuvs;
ondthns
ol tte
Agmmnl,
The bregdru modifcabns and/or addiilond
Accepted and
except hose
brs
upnsly
modilied h€rcin,
anl onditions an not bhdtg
temsin in tuI turce and
eftd.
unleoe appnved in wdting by an auhorized
np*enlative
of Tyco,
Agmd:
Tyco lntcgrated Sccurtty
cusTorER
l."LG
Presented by:
Accepbd By:
Sales Agent Danlel
Sal0s Repr€sonhuye Reglslration # (lf
appllcable):_
(Name Pdnted)
Dab
ooD ES{I UEOI (09201
5l
S€K ArTficnro
f'n A ? r
(Signabn of Cusbrnds AuhorEod Repnsendve)
Ssl€B
.f
$al
PDF Page 24
Aline Crinon
From:
Sent:
To:
Brooke Airey < bairey@solarcity.com >
Tuesday, September 22,2O15 9:35 AM
DanielJ Arias
Cc:
Ryan J Stevens; Bernardo Gonzalez Salvador
SubJect:
RE:
Pollock
Hi,
Approved for $Egs per year
Brooke Airey I Sr. Manager, Facilities Projects I SolarCity I T: 702-703-89971 C: 702-600-52811 b€jtgl'j0solarqi-ty,clm
www.S-qla.rcitv.coxn
I
*::i::f',:3:'
From : Arias, Daniel J [mailto:darias@tyco.com]
SenH Monday, September 2\2OI5 2:48 PM
To: Brooke Airey
Cc: Stevens, Ryan; Gonzalez Salvador, Bernardo
Subject: Re: Pollock
Brooke,
The installers are working hard to complete this as soon as possible, unfortunately there have been delays. There was an
issue with the electrical inspector and my installers corrected everything that the inspector asked for, he passed all of
our corrections this morning. The front lobby doors, waiting to the very last moment to cut those over.
All programming should be completed today and we will cut over the front lobby doors tomorrow. The cipher locks will
also be done tomorrow.
The only other thing that will not be done is the 4 interior double glass doors with Sheer Mag Locks. These are mag locks
that are inside the door header. Tyco is connecting to existing locks installed by others. We have connected to and
tested the sheer mag locks/doors, our connections works but the doors do not lock. The doors and locks were installed
but never adjusted. The doors and locks must be properly align for the sheer mags to engage, if they do not align they
will not engage. Tyco can adjust the 8 sheer mags/doors (2 per set of double doors) at an additional cost.
Tyco can do the alignment for an additional SggS per year or a onetime cost of $1,447 + tax
To approve I would need one of the to replied
"Approved for SggS per year" or "Approvedfor St,A+l + talc,
lf all goes to current plan, we will be done by end of day tomorrow with main installation & programming.
The sheer mags will take a day by themselves, for a targeted completion of Wednesday.
Please let me know if you have any questions
1
PDF Page 25
Thank you,
DanielArias I commercial Account Manager / Tyco lntegrated security
Tel: +'1 .7A2.948.1872 I Cett: +1.7A2.2i7.1S98
1545 Pama Lane
dariag@lvco.com
/ Las Vegas, NV 891 19 / USA
/ ytwW,lycoiq,q-onr
tttc,o
'
htagtrilted Security
. :..t I
t,:5 l ra,a
NJPA
National Joint Powers Alliance
Awarded Contract # 031913-TlS for
Facilitv Seouritv and Eouioment
Ceftified by The Department of Homeland Security SAFETY Act for Electronic Security Services.
Tyco IS Main #1-800-289-2617
1 Alarm Events
Option 2 Testing System
Option 3 Technician Support
Option 4 Data
Option 5 Billing Questions
Option 6 Sales and Add on
Option 7 Local branch
Option
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