Coachella City Council
July 26, 2023

Item 20.

Contract (Gov. Code, § 4217) for Design & Construction – Coachella & Alliance Building Systems, Inc.

Multi-Site Energy Improvement Project Pg. 64

ASBESTOS & OTHER HAZARDOUS MATERIALS CERTIFICATION
Designer/Builder hereby certifies that no Asbestos, or Asbestos-Containing Materials, polychlorinated biphenyl (PCB), or any material listed by the federal or state Environmental Protection Agency or federal or state health agencies as a hazardous material, or any other material defined as being hazardous under federal or state laws, rules, or regulations (“New Hazardous Material”) shall be furnished, installed, or incorporated in any way into the Project or in any tools, devices, clothing, or equipment used to affect any portion of Designer/Builder’s Services on the Project for City.

Designer/Builder further certifies that it has instructed its employees with respect to the above-mentioned standards, hazards, risks, and liabilities.

Asbestos and/or asbestos-containing material shall be defined as all items containing but not limited to chrysotile, crocidolite, amosite, anthophyllite, tremolite, and actinolite. Any or all material containing greater than one-tenth of one percent (.1%) asbestos shall be defined as asbestos-containing material.

Any disputes involving the question of whether or not material is New Hazardous Material shall be settled by electron microscopy or other appropriate and recognized testing procedure. The costs of any such tests shall be paid by Designer/Builder if the material is found to be New Hazardous Material.

All Services or materials found to be New Hazardous Material or Services or material installed with “New Hazardous Material”-containing equipment will be immediately rejected and this Services will be removed at Designer/Builder’s expense at no additional cost to City.

Date:

Proper Name of Designer/Builder:

Signature:

Print Name:

Title:

END OF DOCUMENT

Item 20.

Contract (Gov. Code, § 4217) for Design & Construction – Coachella & Alliance Building Systems, Inc.

Multi-Site Energy Improvement Project Pg. 65

CONFLICT OF INTEREST CERTIFICATION
I, ,
Name Name of Designer/Builder
am the authorized representative of __________________________________________ (“Designer/Builder”), which hereby certifies that no employee, officer, agent, consultant, or subcontractor of Designer/Builder has any financial interest or business relationship with City, City’s staff or any individual member of City Council; nor does Designer/Builder have any actual knowledge or reason to know that any such City Council member(s) or staff will obtain a financial interest or present or anticipated benefit from the agreement contemplated by this Project that would constitute a conflict of interest under California Public Contract Code section 10365.5; Government Code sections 1090 et seq. or 87100 et seq., pertaining to conflicts of interest in public contracting.

Date:

Proper Name of Designer/Builder:

Signature:

Print Name:

Title:

END OF DOCUMENT

Item 20.

Contract (Gov. Code, § 4217) for Design & Construction – Coachella & Alliance Building Systems, Inc.

Multi-Site Energy Improvement Project Pg. 66
IRAN CONTRACTING ACT CERTIFICATION (Public Contract Code § 2204) Pursuant to Public Contract Code (PCC) section 2204, an Iran Contracting Act certification is required for solicitations of goods or services of one million dollars ($1,000,000) or more.

Designer/Builder shall complete ONLY ONE of the following two paragraphs. 1. Designer/Builder’s Proposal is less than one million dollars ($1,000,000).

OR
2. Designer/Builder’s Proposal is one million dollars ($1,000,000) or more, but Designer/Builder is not on the current list of persons engaged in investment activities in Iran created by the California Department of General Services (“DGS”) pursuant to Public Contract Code § 2203(b), and Designer/Builder is not a financial institution extending twenty million dollars ($20,000,000) or more in credit to another person, for 45 days or more, if that other person will use the credit to provide goods or services in the energy sector in Iran and is identified on the current list of persons engaged in investment activities in Iran created by DGS.

OR
3. Designer/Builder’s Proposal is one million dollars ($1,000,000) or more, but City has given prior written permission to Designer/Builder to submit a proposal pursuant to PCC 2203(c) or (d). A copy of the written permission from City is included with this Contract.

I certify that I am duly authorized to legally bind Designer/Builder to this certification, that the contents of this certification are true, and that this certification is made under the laws of the State of California.

Date:

Proper Name of Designer/Builder:

Signature:

Print Name:

Title:

END OF DOCUMENT

Item 20.

Contract (Gov. Code, § 4217) for Design & Construction – Coachella & Alliance Building Systems, Inc.

Multi-Site Energy Improvement Project Pg. 67
PERFORMANCE BOND (100% of Contract Price)
(Note: Designer/Builder must use this form, NOT a surety company form.) KNOW ALL PERSONS BY THESE PRESENTS:

WHEREAS, the governing board (“Council”) of City of Coachella (“City”) and Alliance Building Solutions, Inc. (“Principal”) have entered into a contract for the furnishing of all materials and labor, services and transportation, necessary, convenient, and proper to perform the following project:

Multi-Site Energy Improvement Project
(“Project” or “Contract”)
which Contract dated , 202_, and all of the Contract Documents attached to or forming a part of the Contract, are hereby referred to and made a part hereof, and WHEREAS, said Principal is required under the terms of the Contract to furnish a bond for the faithful performance of the Contract;
NOW, THEREFORE, the Principal and (“Surety”) are held and firmly bound unto the Council of City in the penal sum of Dollars ($ ), lawful money of the United States, for the payment of which sum well and truly to be made we bind ourselves, our heirs, executors, administrators, successors, and assigns jointly and severally, firmly by these presents, to:

1. Perform all the work required to complete the Project with persons, firms, and or entities acceptable to City; and

2. Pay to City all damages City incurs as a result of the Principal’s failure to perform all the Services required to complete the Project.

The condition of the obligation is such that, if the above bounden Principal, his or its heirs, executors, administrators, successors, or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions, and agreements in the Contract and any alteration thereof made as therein provided, on his or its part to be kept and performed at the time and in the intent and meaning, including all contractual guarantees and warrantees of materials and workmanship, and shall indemnify and save harmless City, its trustees, officers and agents, as therein stipulated, then this obligation shall become null and void, otherwise it shall be and remain in full force and virtue.

As a condition precedent to the satisfactory completion of the Contract, the above obligation shall hold good for a period equal to the warranty period of the Contract, during which time Surety’s obligation shall continue if Designer/Builder shall fail to make full, complete, and satisfactory repair, replace, and totally protect City from loss or damage resulting from or caused by defective materials or faulty workmanship. The obligations of Surety hereunder shall continue so long as any obligation of Designer/Builder remains. Nothing herein shall limit City’s rights or Designer/Builder’s or Surety’s obligations under the Contract, law or equity, including, but not limited to, California Code of Civil Procedure section 337.15.

The Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the Contract or to the work to be performed thereunder or the specifications accompanying the same shall in any way affect its obligation on this bond, and it does hereby waive notice of any such change, extension of time, alteration, or addition to the terms of the Contract or to the work or to the specifications.

While Surety’s undertaking under this bond includes the obligation of the Principal to complete the work in accordance with the Contract, Surety does not guarantee or warrant that the system will produce any particular level of energy savings.

Item 20.

Contract (Gov. Code, § 4217) for Design & Construction – Coachella & Alliance Building Systems, Inc.

Multi-Site Energy Improvement Project Pg. 68
Any claims under this bond may be addressed to the Surety at the following address. This cannot be Designer/Builder’s broker for this bond, but must be an employee of the Surety or the Surety’s legal counsel:

Attention:

Telephone No.: ( ) -
Fax No.: ( ) -
E-mail Address:

IN WITNESS WHEREOF, two (2) identical counterparts of this instrument, each of which shall for all purposes be deemed an original thereof, have been duly executed by the Principal and Surety above named, on the day of , 202_).
(Affix Corporate Seal)
Principal
By
Surety
By
Name of California Agent of Surety
Address of California Agent of Surety
Telephone Number of California Agent of Surety
Designer/Builder must attach a Notarial Acknowledgment for all Surety’s signatures and a Power of Attorney and Certificate of Authority for Surety. The California Department of Insurance must authorize the Surety to be an admitted surety insurer.

Item 20.

Contract (Gov. Code, § 4217) for Design & Construction – Coachella & Alliance Building Systems, Inc.

Multi-Site Energy Improvement Project Pg. 69

PAYMENT BOND
Contractor’s Labor & Material Bond (100% of Contract Price) (Note: Designer/Builder must use this form, NOT a surety company form.) KNOW ALL PERSONS BY THESE PRESENTS:

WHEREAS, the governing board (“Council”) of City of Coachella (“City”) and Alliance Building Solutions, Inc. (“Principal”) have entered into a contract for the furnishing of all materials and labor, services and transportation, necessary, convenient, and proper to
Multi-Site Energy Improvement Project
(“Project” or “Contract”)
which Contract dated , 202_, and all of the Contract Documents attached to or forming a part of the Contract, are hereby referred to and made a part hereof, and WHEREAS, pursuant to law and the Contract, the Principal is required, before entering upon the performance of the work, to file a good and sufficient bond with the body by which the Contract is awarded in an amount equal to 100 percent (100%) of the Contract price, to secure the claims to which reference is made in sections 3179 through 3214 and 3247 through 3252 of the Civil Code of California, and division 2, part 7, of the Labor Code of California.

NOW, THEREFORE, the Principal and , (“Surety”) are held and firmly bound unto all laborers, material men, and other persons referred to in said statutes in the sum of Dollars ($ ), lawful money of the United States, being a sum not less than the total amount payable by the terms of Contract, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, executors, administrators, successors, or assigns, jointly and severally, by these presents.

The condition of this obligation is that if the Principal or any of his or its subcontractors, of the heirs, executors, administrators, successors, or assigns of any, all, or either of them shall fail to pay for any labor, materials, provisions, provender, or other supplies, used in, upon, for or about the performance of the work contracted to be done, or for any work or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that the Surety will pay the same in an amount not exceeding the amount herein above set forth, and also in case suit is brought upon this bond, will pay a reasonable attorney's fee to be awarded and fixed by the Court, and to be taxed as costs and to be included in the judgment therein rendered.

It is hereby expressly stipulated and agreed that this bond shall inure to the benefit of any and all persons, companies, and corporations entitled to file claims under sections 3179 through 3214 and 3247 through 3252 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought upon this bond.

Should the condition of this bond be fully performed, then this obligation shall become null and void; otherwise it shall be and remain in full force and affect.

And the Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of Contract or the specifications accompanying the same shall in any manner affect its obligations on this bond, and it does hereby waive notice of any such change, extension, alteration, or addition.

Any suit on this bond must be brought within the period of one (1) year after Completion, as defined in the Contract; provided, however, that if this suit limitation period is void or prohibited by law, the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shall be applicable.

Item 20.

Contract (Gov. Code, § 4217) for Design & Construction – Coachella & Alliance Building Systems, Inc.

Multi-Site Energy Improvement Project Pg. 70
IN WITNESS WHEREOF, two (2) identical counterparts of this instrument, each of which shall for all purposes be deemed an original thereof, have been duly executed by the Principal and Surety above named, on the day of , 202_.
(Affix Corporate Seal)
Principal
By
Surety
By
Name of California Agent of Surety
Address of California Agent of Surety
Telephone Number of California Agent of Surety
Designer/Builder must attach a Notarial Acknowledgment for all Surety’s signatures and a Power of Attorney and Certificate of Authority for Surety. The California Department of Insurance must authorize the Surety to be an admitted surety insurer.

Item 20.

STAFF REPORT
7/26/2023
TO: Honorable Mayor and City Council Members
FROM: Maritza Martinez, Public Works Director
SUBJECT: Execution of the Eleventh Amended Memorandum of Understanding between the City of Coachella and Sports Leagues.

STAFF RECOMMENDATION:

Execution of the Eleventh Amended Memorandum of Understanding between the City of Coachella and Sports Leagues.

BACKGROUND:

Since 2007, the City has entered into a Memorandum of Understanding (MOU) with the local nonprofit sports leagues for use of park facilities. The MOU identifies the following per league use information pertaining to Bagdouma Park and Rancho Las Flores Park: league season (months of the year available), days of use during the identified league season and area of the park available to the league use during their identified season.

DISCUSSION/ANALYSIS:

Staff has discussed the following edits to the current Memorandum of Understanding (MOU) with the Sport Leagues:
- Section 2.2 and 2.3 MOU edits
o Adjusting both soccer league field access season from November 1 – July 31st to instead reflect use from January 10 – July 31st and September 18 – November 19; maintenance will occur in new proposed schedule between August 1st- September 17 and again November 20 – January 9th. In both scenarios a three month maintenance period is allotted to the City. This altered schedule accommodates Coast Soccer League tournament participation by both soccer leagues and adjusts winter rye overseeding application schedule to occur later in the year, as is the request is the request of the City maintenance staff.

These recommended edits have been discussed with both soccer sports leagues and both soccer sports leagues (CVSL and CYSA-S) have affirmed support of these recommended changes. This item was also presented to the Parks and Recreation Commission on July 18, 2023 and the Commission recommended approval of the Eleventh Amended MOU.

Item 21.

FISCAL IMPACT:

Recommended action will not have a fiscal impact.

Attachments:

MOU Eleventh Amendment (Proposed)

Item 21.
1 ELEVENTH AMENDED AND RESTATED MEMORANDUM OF UNDERSTANDING BETWEEN

THE CITY OF COACHELLA AND THE SPORTS LEAGUES
This Memorandum of Understanding (hereinafter “MOU”) is made on July 26, 2023, by and between the City of Coachella, a California municipal corporation organized and existing under the laws of the State of California (hereinafter, “City”), Coachella Youth Baseball & Softball Association (hereinafter “CYBSA”), Coachella Valley Soccer League (“CVSL”), Coachella Youth Sports Association – Soccer (hereafter “CYSA-S”) and Coachella Little Arabs Youth Football (hereinafter “CLAYF”), hereinafter also referred to individually as a “Party” or jointly as “Parties.”

RECITALS
WHEREAS, the City of Coachella is a California municipal corporation organized and existing under the laws of the State of California, which provides various park facilities to its community including: Bagdouma Park, and Rancho Las Flores Park (referred to hereinafter collectively as “Parks”);
WHEREAS, CYBSA is a youth sports league operating its baseball and softball sports leagues within the City of Coachella, specifically using Bagdouma Park during their sports season which runs from February 1 to May 31, of each year for their practices, games, tournaments, programs and related baseball activities;
WHEREAS, CVSL is a youth and adult soccer sports league operating its sports leagues within the City of Coachella, specifically using Rancho Las Flores Park, from November 1 to July 31, during part of their sports season for their practices, games, tournaments, programs and related soccer activities;
WHEREAS, CYSA-S is a youth and adult soccer sports league operating its sports leagues within the City of Coachella, specifically using Bagdouma Park, from November 1 to July 31, during part of their sports season for their practices, games, tournaments, programs and related soccer activities;
WHEREAS, CLAYF is a youth football and cheerleading sports league operating its sports league within the City of Coachella, specifically using Bagdouma Park during its sports season which runs from July 20 to November 30, of each year for its practices, games, tournaments, programs and related football activities;

Item 21.
2 WHEREAS, the past use of Parks by CYBSA, CVSL, CYSA-S, and CLAYF (collectively, “Sports Leagues”) have had concerns regarding which sports league has access to certain areas of the Parks;
WHEREAS, the City is interested in resolving these use and access conflicts between the Sports Leagues by entering into this MOU with the Sports Leagues using City facilities to established a mutually agreeable schedule and understanding; WHEREAS, since the Sports Leagues also charge fees for the public to join their respective sports leagues which use the Parks, the Sports Leagues have agreed to have and maintain their 501(c)(3) non-profit corporate status as of the date of this MOU and for the term of this MOU;
WHEREAS, the Sports Leagues have reached a mutual understanding that will grant the Sports Leagues access to certain mutually agreeable sections of Bagdouma Park, and/or Rancho Las Flores during their respective sports seasons under the terms of this MOU; and
WHEREAS, each Sports League must: 1) apply for a facility use permit for sports season use, 2) request an invoice from the City for the individual sport league’s season use fees, 3) pay/commit to a payment plan for the corresponding use fees, 4) obtain an approved facility use permit prior to being permitted field use for the season, as is allowed for by the terms of this MOU; and
WHEREAS, the Sports Leagues must submit a separate facility use permit request and obtain an approved facility use permit for any and all uses not authorized by the terms of this MOU;
WHEREAS, by entering into this MOU the City, CYBSA, CVSL, CYSA-S, and CLAYF will strengthen their relationship to provide services to the public upon a mutual understanding.

NOW, THEREFORE, the City, CYBSA, CVSL, CYSA-S, and CLAYF mutually understand and agree as follows:

1. General. The foregoing recitals are true and correct and all exhibits referred to hereinafter are hereby incorporated into and made a part of this MOU.

Item 21.
3 2. Access to City Park Areas by Sports Leagues. The below sections describe park access areas per league. For permitted use of these areas each league must obtain an approved Facility Use Permit for sport season play annually. All non-sport season play must be permitted separately from season league play per a separate Facility Use Permit.

2.1. CYBSA shall have access to the areas of Bagdouma Park described as area A and B in Exhibit 1 attached hereto and incorporated herein by this reference, from February 1 to May 31, of each year. The permitted access shall be as reflected in the issued annual/monthly Facility Use Permit .

2.2. CVSL shall have access to the areas of Rancho Las Flores Park described as areas C1, C2 and C3 in Exhibit 2 as permitted by the issued annual/monthly Facility Use Permit. The available uses of these areas during season play are as follows:
1) September 18 to November 19 : Exhibit 2 areas C1, C2 and C3; 2) January 10 to May 31: Exhibit 2 areas C1, C2 and C3; 3) June 1 to July 31: Exhibit 2 area C1, C2 and C3;
4) August 1 – October 31; Bagdouma Field 4 only Mondays, Wednesdays and Sundays.

2.3. CYSA-S shall have access to the areas of Bagdouma Park described as areas C and C3 in Exhibit 1 and as reflected in the issued annual/monthly Facility Use Permit. The available uses of these areas during season play are as follows:
1) September 18 to November 19 : Exhibit 1 areas C;
2) January 10 to May 31: Exhibit 1 areas C and C3;
3) June 1 to July 31: Exhibit 1 area C;
4) August 1 – October 31; Bagdouma Field 4 only Tuesdays, Thursdays and Saturdays.

2.4. CLAYF shall have access to the area of Bagdouma Park described as area C3 in Exhibit 1 attached hereto and incorporated herein by this reference, from July 20 to November 30, of each year. The permitted access shall be as reflected in the issued annual/monthly Facility Use Permit .

2.5. At all other times and dates not described in Subparagraphs 2.1,

2.2, 2.3, 2.4, and 2.5 above, the areas identified as in Exhibit 1 - 2 as “A”, “B”, “C”, “C1”, “C2” and “C3” (hereinafter “League Areas”) shall be available and open to be used and accessed by other parties and the general public. Moreover, when the League Areas are not being used by the respective Sports Leagues during their sports season, other parties and the general public shall have use and access to the League Areas.

Item 21.
4 2.6. None of the use and access rights granted to the respective Sports Leagues in Subparagraphs 2.1, 2.2, 2.3, 2.4, and 2.5 shall abrogate and deny the City’s ability to use and access the League Areas for any and all purposes, in the City’s sole and absolute discretion, which may include but are not limited for maintenance purposes, for special events, to respond to emergencies, to make improvements to the League Areas, reseed the grass at least twice annually each year in the League Areas, and to carry out other municipal and local responsibilities and duties of the City. When the City exercises its absolute and sole use and access rights described herein, the City will use all reasonable efforts to provide advance notice of its use of the League Areas and to minimize the disturbance and inconvenience this may cause the Sports Leagues.

2.7. Non-Season Play. All non-season play must be permitted separately from season league play per a separate facility use permit. No Sport League can obtain facility use permits for non-season play if it will result in issuance of permitted facility use exceeding a nine month period. Sport League facility use cannot exceed nine months between January 1st and December 31st of each calendar year; total facility use is the combined sport season play and non-sport season play per calendar year. All nonseason play requests will be evaluated individually and approved only if they can be accommodated without impacts to field conditions and existing season play field areas as identified in Section 2 of this MOU.

3. Access to the Snack Bar by Sports Leagues. For permitted use of the snack bars each league must obtain an approved facility use permit as allowed by Chapter 12.32 of the Municipal Code.

4. Non-Profit: 501(c)(3). To be eligible for use of and access to the League Areas, the Sports Leagues have agreed to have a 501(c)(3) status for their respective league organization, as named in the MOU and as currently identified by their respective 501(c)(3) number and Employment Identification Number, and to maintain that 501(c)(3) status active and current. Should the Sports League 501(c)(3) status not be in current standing (such as but not limited to: inactive, suspended or delinquent), the City will issue the Sports League a written Notice of Violation. The Sports League will have 180 days from the status to an active and current standing (as verifiable by public state and federal websites). Should the Sports Leagues not return its 501(c)(3) status to a current status by day 181 from the date of the Notice of Violation the Sports League’s Facility Use Permit and facility access will be revoked until corrected.

Item 21.
5 5. General Liability Insurance and Business License. The sports league shall be required to submit a City of Coachella Business License and a proof of General Liability insurance prior to the start of the season, in the amount of $1,000,000 reflecting the City of Coachella and its officials as additional insured with respect to the use of the City facilities (Bagdouma Park and/or Rancho Las Flores Park). Without receipt of this submittal a Facility Use Permit will not be issued, delaying facility access until provided.

6. Record Keeping.

6.1 The following documents must be provided to the City thirty (30) days prior to the commencement of the sports season in order to ensure no delays are experienced in permitting sport season play: copy of the league bylaws, submit form identifying its board members, file form identifying: when, where and how often the sport league holds its regular meetings, copy of the league’s current 501c3 status and original issuance, current insurance documents providing the coverage referenced in Section 5. A facility use permit will not be issued without the above noted documents. If the documents are not provided to the City thirty (30) days prior to the commencement of the sports season the Sports League may experience up to a thirty (30) day delay in obtaining the required Facility Use Permit for facility access.

6.2 Forty-five (45) days after the start of the sports season each Sport League must provide the City the following information: number and names of all teams registered with the Sports League; name and city of residency and age of each registered player listed per team. If the documents are not provided to the City within the forty-five (45) days the Sport League may experience up to a thirty (30) day delay in obtaining the required Facility Use Permit for facility access.

6.3 Staff must be invited to any and all Sport League elections and be provided at least twelve (12) calendar days’ notice of such an election via certified mail.

6.4 The Sports Leagues shall keep and maintain during the term of this MOU, in accordance with generally accepted accounting principles, complete books of accounts and accounting records (collectively, the “Books and Records”) of all league enrollment fees, purchases and receipts of merchandise, food, beverage, inventories and all sales and other transactions from which the Sports Leagues’ receipts and charges are or can be determined.

Item 21.
6 6.5 The Sports Leagues shall record all transactions, at the time each transaction is made, whether for cash or credit.

6.6 The Sports Leagues shall retain the Books and Records during the term of this MOU and for a period of at least four (4) years after the end of each calendar year thereof.

6.7 The Sports League shall present an annual End of the Year Report to the Parks and Recreation Commission.

7. User Fees. The Sports Leagues must pay the approved user fees for their use of City facilities. All uses must be permitted and codified per an issued Facility Use Permit.

7.1 All Facility Use Permits will reflect the total sports season use costs.

Each Sports League will have the option to 1) pay all fees prior to the start of its sports season 2) pay fees on a month to month basis or 3) establish up to three payment installments in order to pay the complete amount owed for use of the City facilities during its sports season (the last installment payment cannot be scheduled later than thirty-one (31) days before the end of the sports season).

Should the Sports League lapse in any one of its arranged payment installments a Notice of Correction will be issued and the Sports League will be provided fourteen (14) days to pay the agreed payment otherwise the Sports League’s Facility Use Permit will be revoked until the full payment due is made.

8. Financial Audit. The Books and Records shall, upon five (5) business days’ prior written notice to the Sports Leagues, be open for inspection by City, its auditors or other authorized representatives.

8.1 The Sports Leagues shall be audited by a third party financial firm selected and paid for by the City of Coachella bi-annually. Prior to the audit the Sports League will provide written notification of all documents requested to complete the financial audit; the Sports League will be provided 30 days to produce requested documents. Should the documents requested not be produced within the 30 days provided facility access will be revoked until corrected. The final audit documents will be posted on the City website.

Item 21.
7 8.2 All members of Sport League boards must attend the annual 501c3 training provided by the City.

8.3 All Sport Leagues must obtain a Financial Audit score of C or higher and each Sport League’s Financial Audit score much improve each year.

9. Code of Conduct. The City of Coachella Municipal Code Chapter 12.32 establishes Park Use Regulations. Sports League representative must at all times ensure their actions do not conflict with the Activities and Conduct Prohibited in City Parks.

Violations will result in restricting the violator from accessing the park. If violations are recurring the restriction period can extend to the entire Sports League Season. Extended restriction periods will result in a written Notice of Violation to be issued by the City of Coachella Public Works Director.

10. Term. This MOU shall be effective as of August 1, 2023, and shall continue in effect until June 30, 2025, unless earlier terminated as provided herein. This MOU shall be automatically renewed from year to year on July 1st, unless either Party gives notice to the other Parties, on or before May 1 of each year, of its intent not to renew this MOU.

11. Termination of Agreement.

11.1 Grounds for Termination. City may, by written notice to Sports Leagues, terminate this Agreement at any time for violations of the City’s Municipal Code Chapter 12 Park Use Regulations and may terminate this Agreement without cause by giving written notice to Sports Leagues of such termination, and specifying the effective date thereof, at least thirty (30) days before the effective date of such termination.

12. Notice. Notices under this MOU shall be given in writing, by personal delivery, or first class mail, addressed to:

For CYBSA: For CYSA–S:

President, Coachella Youth President, Coachella Youth
Baseball & Softball Association Sports Association - Soccer P.O. Box 1296 P.O. Box 1323
Coachella, CA 92236 Coachella, CA 92236
For CLAYF
President, Coachella Little
Arabs Youth Football

Item 21.
8 P.O. Box 1109
Coachella, CA 92236
For City of Coachella: For CVSL:

City Manager President
53-990 Enterprise Way 51544 Cesar Chavez St. Suite 1H
Coachella, CA 92236 Coachella, CA 92236

13. Amendments. To the extent that either of the Parties believes that the MOU should be amended, the Parties agree to negotiate on such amendments in good faith in order to further the objectives of this MOU.

14. Complete and Final Agreement. This MOU contains the entire understanding of the Parties hereto with respect to the subject matter contained herein, and represents the complete and final expression of the Parties and supersedes any prior written or oral discussion, negotiation, understandings or agreements between the Parties.

15. Successors and Assigns; Transfer or Sale. No interest in this MOU shall be sold, assigned, pledged or alienated in any manner without the written consent of the other Parties. This MOU shall be binding on and shall inure to the benefit of the Parties hereto and their respective successor and permitted assigns. Permitted and access to the aforementioned City facilities (Park and Snack Bar Use) is provided to the Sports Leagues by the City and cannot be transferred/given by the Sports Leagues to any other entity.

16. No Third Party Beneficiaries. This MOU is not intended to, and shall not be construed to, create any right on the part of a third party to bring an action to enforce any of its terms and understandings.

17. Counterparts. This MOU may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together constitute one and the same document.

18. New Party Requirements. No Sport League can be eligible to be added as a party to the Agreement unless: 1) less than two organizations are providing one of three youth sports (soccer, baseball/softball, football); 2) Sport League applicant must have at

Item 21.
9 least three consecutive years in operation 3) Sport League applicant can provide the following documents for three consecutive years: active and current 501c3 status, 1023 documents, Registered with Franchise State Tax Board documents, Registered as a State Charity, financial documents including general ledger of all transactions for the same three years, applicant can provide all Financial Audit documents and obtain a score of C or better by the City assigned third party auditor.

WHEREFORE, IN WITNESS THEREOF, the City, CYBSA, CVSL, CYSA-S, CVRYFA, and CLAYF hereby execute and enter into this Memorandum of Understanding with the intent to be bound thereby through their authorized representatives whose signatures are affixed below.

CITY OF COACHELLA:

By: ____________________________
Gabriel D. Martin, Ph.D, City Manager
ATTEST:

By: ____________________________
Angela M. Zepeda, City Clerk
Approved as to form:

By: ____________________________
Carlos Campos, City Attorney

COACHELLA YOUTH BASEBALL

AND SOFTBALL ASSOCIATION
By: ____________________________
Juan Rodriguez, President

COACHELLA VALLEY SOCCER
LEAGUE
By: ____________________________
Manuel Montaño, President

COACHELLA YOUTH SPORTS

ASSOCIATION SOCCER
By: ____________________________
Alma Aceves, President

COACHELLA LITTLE ARABS

YOUTH FOOTBALL
By: __________________________
Mario Gallo, President

Item 21.
10 EXHIBIT 1 – BAGDOUMA PARK

Item 21.
11 EXHIBIT 2 – RANCHO LAS FLORES PARK

Item 21.

STAFF REPORT
7/26/2023
TO: Honorable Mayor and City Council Members
FROM: Celina Jimenez, Economic Development Director
SUBJECT: Adopt Resolution No. 2023-55 Authorizing the City Manager to Apply for, Accept and Execute All Related Documents for Grant Funds in an Amount of Twenty-Nine Million Five Hundred Thousand ($29,500,000) Dollars from the State’s Transformative Climate Communities (TCC) program, administered by the Strategic Growth Council (SGC) and the Department of Conservation, for projects within the Coachella Prospera proposed project area Authorizing the Execution of a Public Safety CFD Deferral Agreement, Partnership Agreement and All Other Required Documents
STAFF RECOMMENDATION:

Staff recommends that the City Council consider adopting Resolution No. 2022-65 authorizing the City Manager or his designee to apply for, accept and execute all related documents for grant funds in an amount of twenty-nine million five hundred thousand ($29,500,000) dollars from the State’s Transformative Climate Communities (TCC) program, administered by the Strategic Growth Council (SGC) and the Department of Conservation, for projects within the Coachella Prospera proposed project area.

BACKGROUND:

On March 8, 2023 (updated July 12, 2023), the TCC Program issued a Notice of Funding Availability (NOFA) for Round 5 of the TCC Implementation Grant (see Attachment 2). The Implementation Grant, which is awarded to three separate entities over the course of a grant cycle, provides $29.5 million to each awardee to fund neighborhood-level proposals with multiple, integrated projects that empower communities, reduce GHG emissions and achieve other community benefits. The TCC Implementation funding prioritizes California’s most “disadvantaged communities”, which are neighborhoods ranked in the top 10 percent (10%) of CalEnviroScreen.

The City of Coachella, in close partnership with community-based organizations and stakeholders, is proposing to submit the “Coachella Prospera” proposal and application to advance the vision and recommendations outlined in the community plan. The Coachella Prospera initiative proposed multiple projects to be implemented in a five-square mile area in the selected areas of the City (please refer to Project Area Map in Attachment 3), and each project and plan was led by a

Item 22.
partnering organization in support of a shared vision of climate resiliency memorialized in the Partnership Agreement (Attachment 4). In addition, the affordable housing developer has requested to enter into CFD Conditional Loan Commitment (Attachment 5) in order to prepay the Special Assessments for the Property where the affordable housing will be built (on Sixth Street between Date Avenue and Tripoli Avenue).

Project Partners
The project partners include:

1. City of Coachella (Lead Agency)

2. Chelsea Investment Corporation;

3. Pacific Southwest Community Development Corporation

4. GRID Alternatives Inland Empire;

5. Southern California Mountains Foundation (Urban Youth Conservation Corps);

6. Bound Corporation;

7. Center for Employment Training;

8. The LEAP Institute;

9. Alianza Coachella Valley;

10. Desert Recreation District;

11. Kounkuey Design Initiative, and the

12. University of California Regents (UC Riverside).

Projects and Transformative Plans
Equitable Housing
Chelsea Investment Corporation + Pacific Southwest Community Development Corp. + The LEAP Institute
 Building mixed-use, affordable housing project with 53 apartments for Seniors  Building commercial store fronts on lower level (5,158 sq. ft.)  Building a community center (1,290 sq. ft.)
 New Zero-Emission Vehicle Rideshare w/The LEAP Institute

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Transit and Rail Access
City of Coachella + Bound Corporation
 Enhancing Transit Hub with Prefabricated Restrooms (City)  75 eBikes
 75 eScooters
 Reduced Fare Vouchers for eBikes and eScooters within Project Area Car Sharing and Mobility Enhancement
LEAP Institute/Green Raiteros
 Rideshare Program with 15 Teslas
Solar Installation and Energy Efficiency
GRID Alternatives Inland Empire
 Rooftop solar for new multi-family site
 Rooftop solar for 155 existing single-family housing in Project Area Health and Well-Being
Desert Recreation District + City of Coachella
 Wellness Hub Program at Bagdouma Park Community Center  Playground Equipment at Tot Lot on Avenue 53/Calle Empalme  Outdoor Fitness Court at Bagdouma Park
 Dateland Park Rehabilitation of Skate Area Elements
 Capital Improvements to Community Center at Bagdouma Park  Pre-Fab Bathrooms at Sierra Vista Park
Urban Greening and Green Infrastructure
City of Coachella
 Tree planting in project area (approx. 300 trees)
 Tree planting in new affordable housing area
 Tree planting at Park Site on Shady Lane and Ninth Street (70)  Tree planting at Transit Hub (6)
 Tree planting at Fifth Street Paseo from Transit Hub (27)  Tree planting at Bicycle Path between Ave 52 and Ave 53 (56)  Tree planting at New Senior Housing Site (40)
 Tree planting at Sixth Street from Date Avenue to Palm Avenue (15)  Tree planting at Grapefruit Blvd. from 9th Street to Avenue 52 (72) west side only  Tree planting at Avenue 53 Tot Lot (6)
 Tree planting at Sierra Vista Park (8)
Active Transportation
City of Coachella
 Missing link sidewalk on Grapefruit Blvd. between 9th Street and Avenue 52  Wayfinding signage
 Bicycle repair kiosks
Climate Resilience/Adaptation Plan

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City of Coachella
 Top climate change risks: extreme heat, poor air quality, flooding from heavier precipitation, longer droughts
Displacement Avoidance Plan
Kounkuey Design Initiatives
 Production of affordable housing
 Preservation of affordable housing
 Neighborhood stabilization and wealth building
 Protections for small businesses
Workforce Development Plan
Center for Employment Training (Lead) + Urban Youth Conservation Corps + GRID Alternatives
 Green jobs/career training
 Youth training, ages 18-26
 Apprenticeship opportunities will be offered at CVUSD High Schools + College of the Desert
Indicator Tracking + Data Collection Plan: UC Riverside will serve as the Evaluation Partner Community Engagement Plan: Alianza Coachella Valley
DISCUSSION/ANALYSIS:

The Coachella Prospera Initiative aims for transformational change in the Project Area, which includes building the organizational capacity of critical community leaders and organizations to ensure this work sustains well after the TCC grant period ends. In many projects, the Coachella Prospera Initiative will fund staff and administrative support to project partners, and fund critical programming that improves the quality of life in the Project Area.

ALTERNATIVES:

1. Adopt Resolution No. 2023-55 Authorizing the City Manager to Apply for, Accept and Execute All Related Documents for Grant Funds in an Amount of Twenty-Nine Million Five Hundred Thousand ($29,500,000) Dollars from the State’s Transformative Climate Communities (TCC) program, administered by the Strategic Growth Council (SGC) and the Department of Conservation, for projects within the Coachella Prospera proposed project area Authorizing the Execution of a Public Safety CFD Deferral Agreement, Partnership Agreement and All Other Required Documents

2. Not Adopt Resolution No. 2023-55

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FISCAL IMPACT:

The SGC Grant funds will be deposited in the California Department of Conservation Fund (2139), CAO Administration (02111), Project (TBD), State Grant Miscellaneous (46229). This same fund will be used to issue advance payments. Advance payments can be up to 25 percent of the total grant award, which can be provided in one payment or spread across a series of smaller installments and is to be determined in the Grant Agreement. The Strategic Growth Council will be invoiced every two months, which would allow for a regular replenishing of any advanced payments.

The detailed distribution of the $29.5M grant award is summarized in Attachment 4. In general, action on this item will have a positive fiscal impact to the General Fund due to the added capacity to City staff and Coachella residents through the projects that it sponsors.

ATTACHMENTS:

1. Resolution No. 2023-55

2. TCC Round 5 NOFA

3. Project Area Map

4. Partnership Agreement

5. CFD Deferral Conditional Loan Commitment

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C I T Y O F CO AC H E LL A
Coachella Prospera
Project Area Map

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1400 Tenth Street, Sacramento, CA 95814 ● www.sgc.ca.gov ● (916) 322-2318

NOTICE OF FUNDING AVAILABILITY
Transformative Climate Communities Program
FY 2022-2023 FUNDING ROUND
DATE: March 8, 2023 (Updated July 12, 2023)
TO: All Potential Applicants
FROM: TCC Program Staff, Strategic Growth Council
SUBJECT: NOTICE OF FUNDING AVAILABILITY – A TOTAL OF APPROXIMATELY $88.5

MILLION FOR THREE IMPLEMENTATION GRANT AWARDS, A TOTAL OF APPROXIMATELY $9.8 MILLION FOR MULTIPLE PROJECT DEVELOPMENT GRANTS, AND A TOTAL OF APPROXIMATELY $900 THOUSAND FOR THREE PLANNING GRANT AWARDS FOR ROUND 5 OF THE TRANSFORMATIVE CLIMATE

COMMUNITIES PROGRAM
The California Strategic Growth Council (SGC) along with its partner agency, the Department of Conservation (DOC), is pleased to announce the availability of funding for Round 5 of the Transformative Climate Communities (TCC) Program through this Notice of Funding Availability (NOFA). SGC anticipates that approximately $88.5 million in Implementation Grant funding, approximately $9.8 million in Project Development Grant funding, and approximately $900 thousand in Planning Grant funding will be available for competitive awards in Round 5. The TCC Program furthers the purposes of AB 32 (Nunez, Chapter 488, Statutes of 2006) and AB 2722 (Burke, Chapter 371, Statutes of 2016) by funding projects that reduce greenhouse gas (GHG) emissions through the development and implementation of neighborhood-level transformative climate community plans that include multiple coordinated GHG emissions reduction projects that provide local economic, environmental, and health benefits to disadvantaged communities.

Funding for the TCC Program is provided by the General Fund’s Climate Budget.

Funds available include a total of approximately $88.5 million for three Implementation Grant awards of $29.5 million each, a total of $9.8 million for multiple Project Development Grant awards of up to $5 million each, and a total of $900 thousand for three Planning Grant awards of $300,000 each for Round 5 of the TCC Program.

To be considered for TCC Implementation Grant, Project Development Grant, and Planning Grant awards, applicants must fill out the Application Initiation Form and indicate their interest in applying for a specific Grant Type by the relevant deadline for the Grant Type. The earliest deadline for the Application Initiation Form is Friday, March 31, 2023, for Implementation Grants. Please see Section 4.

Technical Assistance, below for Form deadlines and further information. Application Technical Assistance is required for all Implementation Grants and available to tribal communities and Disadvantaged Unincorporated Communities (DUCs) for Project Development and Planning Grants.

Implementation Grant Pre-Proposals must be submitted no later than 5:00 p.m. PDT on Monday, May 1, 2023.

Final Planning, Project Development, and Implementation Grant Applications must be submitted no later than 5:00 p.m. PDT on Tuesday, August 1, 2023, according to the terms of this NOFA.

SECTION 1. PROGRAM SUMMARY
The TCC Program is administered by SGC and implemented by DOC, along with other partnering State agencies. SGC staff and partnering State agencies have worked collaboratively to develop and administer

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Notice of Funding Availability
Transformative Climate Communities Program
March 8, 2023

the TCC Program, including developing program guidelines and application materials, preparing agreements and program templates, and coordinating technical assistance for potential applicants.

Implementation Grants are intended to fund holistic neighborhood-level projects that have multiple Strategies and Projects that align with their vision and meaningfully address important community needs within the Project Area. Applicants must develop a Vision Statement for their proposal that aligns with TCC Program Objectives. The Round 5 funds will be allocated competitively among eligible disadvantaged community areas, according to the criteria outlined in Section 6.4, “Project Area Eligibility,” of the TCC Guidelines and the TCC Mapping Tool for Eligible Project Areas and Planning Areas. The grant term will be approximately five years, with an additional year for evaluation and reporting.

Project Development Grants are intended to bridge support for communities who do not have shovelready projects and help increase their potential to successfully apply for and to implement future TCC Implementation Grant awards or other funding opportunities. Project Development activities should focus on pre-development, basic infrastructure, and capacity building activities and further the development of an area to be eligible to apply for a future TCC Implementation Grant. The grant term will be approximately two years.

Planning Grants are intended to help communities increase their potential to successfully apply for and to implement future TCC Implementation Grant or Project Development Grant awards or other funding opportunities. Planning activities should focus on responding to planning issues or priorities that directly benefit vulnerable communities and that are defined either within an existing regional or local plan, or further the development of an area to be eligible to apply for a future TCC Project Development or Implementation Grant. The grant term will be approximately two years.

SECTION 2. ELIGIBILE APPLICANTS
Eligible applicants for Planning Grants, Project Development Grants, and Implementation Grants may include but are not limited to:
• Community-based organizations
• Local governments
• Nonprofit organizations
• Philanthropic organizations and foundations
• Faith-based organizations
• Coalitions or associations of nonprofit organizations • Community development finance institutions
• Community development corporations
• Joint powers authorities
• Councils of government
• California Native American Tribes
Implementation Grants
For Implementation Grants, eligible applicants must form a Collaborative Stakeholder Structure to develop and submit one application based upon a shared vision. The Collaborative Stakeholder Structure shall be charged with overseeing implementation of the TCC Proposal, including each of the requirements outlined in Section 8.5, “Transformative Elements”, of the TCC Guidelines, and led by one Lead Applicant. The Collaborative Stakeholder Structure must include at least one of the required Project Leads for each of the proposed Projects and Transformative Plans included in the TCC Proposal. The acceptable Project Leads are listed in Appendix B, “TCC Funded Projects by Strategy” and Appendix C, “Transformative Elements,” of the TCC Guidelines. Note that applicants who apply for an Implementation

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Notice of Funding Availability
Transformative Climate Communities Program
March 8, 2023

Grant may be considered for the Project Development Grant if TCC staff determines that their application is not competitive as an Implementation Grant proposal.

Project Development Grants
For Project Development Grants, eligible applicants must form a Collaborative Stakeholder Structure to develop and submit one application based upon a shared vision. The Collaborative Stakeholder Structure shall be charged with overseeing implementation of the TCC Proposal. Priority in scoring will be given to applicants that are able to demonstrate strong and diverse partnerships, including with community-based organizations and other stakeholder groups. Disadvantaged Unincorporated Communities (DUCs), tribal Communities, Planning Grant Grantees, and Previous Implementation Grant Applicants will be prioritized for Project Development Grants, with DUCs given the most priority.

Planning Grants
There must be a minimum of one (1) Co-Applicant in addition to the Lead Applicant. More than one (1) CoApplicant is strongly encouraged. Priority in scoring will be given to applicants that are able to demonstrate strong and diverse partnerships, including with community-based organizations and other stakeholder groups.

SECTION 3. APPLICATION PROCESS
All Implementation, Project Development, and Planning Grant Applicants must submit application materials using the designated online submission folder. Final Applications must be submitted by 5:00 pm PDT on August 1, 2023. No late applications or application revisions will be accepted after the application submittal deadline. No hard copies, facsimiles, electronic transmissions via email, hand-delivered copies, or any other method of submitting complete applications will be accepted. Application resources are available on SGC’s website including how to access and apply via the designated online submission folder. including how to access and apply via the designated online submission folder.

All applications will be reviewed by TCC Program Staff to ensure that all required documentation is submitted and that the application is complete. Applicants that may be missing application information will be notified by TCC Program Staff. If applicants are contacted because of missing information, the application will be deemed incomplete if the applicant does not provide the missing information within two (2) business days.

Applications must meet all eligibility requirements upon submission. Applications having material inconsistencies will not be rated and ranked. Modification of the application by the applicant after submission is prohibited.

All applications will be reviewed and evaluated by SGC and DOC staff, along with an interagency review panel of partnering State agencies, according to the requirements stated in Section 9.3, “Application Components,” of the TCC Guidelines. Eligible applications will be scored based on the threshold and scoring criteria in their respective sections:
• Implementation Grants: Section 9.6, “Program Thresholds and Scoring Criteria: Implementation Grants”
• Project Development Grants: Section 9.5, “Program Thresholds and Scoring Criteria: Project Development Grants”
• Planning Grants: Section 9.4, “Program Thresholds and Scoring Criteria: Planning Grants” It is the applicant’s responsibility to ensure that the application is clear, complete, and accurate. After the application deadline, staff from SGC, DOC, or other partnering state agencies may request clarifying information or inquire as to where the application-specific information is located provided that such information does not affect the competitive rating of the application. No information, whether written or oral,

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Notice of Funding Availability
Transformative Climate Communities Program
March 8, 2023

will be solicited or accepted if this information would result in a competitive advantage to an applicant or a competitive disadvantage to other applicants.

Based on the interagency review of the applications, TCC Program Staff will finalize and prepare award recommendations to present to the SGC Council Members for consideration of final approval. The SGC staff will contact applicants recommended for funding. Staff recommendations will be posted for public review ten (10) days prior to the SGC public meeting. The anticipated date of announcement for the selection of Grant recommendations is December 2023. The ultimate awarding of TCC Program funds is subject to the approval of the Council. The Council decision is final.

Implementation Grants
Implementation Grant Pre-Proposal Applications must be submitted by 5:00 p.m. PDT on May 1, 2023.

Applications will be evaluated based on the Program Threshold criteria in Section 9.6, “Program Thresholds and Scoring Criteria: Implementation Grants.” TCC Program Staff and the Technical Assistance Providers will provide feedback to applicants on whether they meet threshold requirements to help inform applicants’ decisions to move forward to the final application stage.

Implementation Grant Final Applications must be submitted by 5:00 p.m. PDT on August 1, 2023. Eligible Implementation Grant applications will be scored based on the threshold and scoring criteria in Section

9.6, “Program Thresholds and Scoring Criteria: Implementation Grants.” Following the initial application review, members of the review panel will conduct site visits with applicants selected as finalists.

SECTION 4. TECHNICAL ASSISTANCE
Application Initiation Form
To be considered for TCC Implementation, Project Development, and Planning Grant awards, applicants must fill out the Application Initiation Form and indicate their interest in applying for a specific Grant Type by the relevant deadline:
• March 31, 2023: Implementation Grant Applicants. This is also the priority deadline for tribal and DUC applicants for Technical Assistance (TA) for all grant types. • July 3, 2023: Project Development Grant and Planning Grant Applicants. Tribal Communities and DUCs applying for a Project Development Grant or Planning Grant will continue to be connected to TA. We encourage tribal and DUC applicants to submit the form as soon as possible to begin receiving TA earlier in the application process; however, these applicants are eligible for extensions for this form.

This form is required for all applicants. All applicants who submit the form by the appropriate deadline are eligible to apply and should proceed with the application process without waiting for additional communication from SGC. Filling out an Application Initiation Form does not represent a commitment to apply on the part of the Applicant.

Implementation Grants
All applicants to the TCC Implementation Grants are required to work with no-cost technical assistance, provided by SGC. This technical assistance is provided to support TCC applicants in the development of their project scope, calculation of greenhouse gas emissions, and developing a complete application.

The technical assistance provider will work with each TCC Implementation Grant applicant to create a work plan for the development of their TCC application. The technical assistance provider will be able to provide supportive services, including but not limited to:

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Notice of Funding Availability
Transformative Climate Communities Program
March 8, 2023

• Review of application responses
• Application coordination
• Financial analysis and budget development
• Support for project integration
• Assessment of project readiness
All TCC Implementation Grant applicants will have greenhouse gas calculation services provided by the technical assistance provider. Applicants will be asked to submit data to the technical assistance provider to provide a comprehensive calculation of reductions. Leading up to this calculation, the technical assistance provider will work with applicants to understand the relative greenhouse gas reduction potential of projects and offer suggestions for increasing project reductions.

Implementation Grant Applicants must complete the Application Initiation Form by March 31, 2023, to be guaranteed eligibility to apply for an Implementation Grant. Implementation Grant Applicants who submit the form after that date will only be considered if there is sufficient capacity of the Technical Assistance providers to provide the required Application Technical Assistance. Among forms submitted after March 31, applicants from tribal and Disadvantaged Unincorporated Communities will be prioritized to receive Application Technical Assistance.

An application workshop webinar series providing an overview of the available grants including program requirements, program framework, the application process, and grant administration will take place in March on the following dates:
• March 22, 10:00 - 11:30 a.m. | All audiences (register here) • March 23, 10:30 a.m. - 12:00 p.m. | Tribal Communities (attendance limited to Tribes and Tribalserving organizations - register here) • March 23, 1:00 - 2:30 p.m. | Rural Communities and Disadvantaged Unincorporated Communities (register here)
Project Development Grants and Planning Grants
Project Development Grant and Planning Grant Applicants must complete the Application Initiation Form by July 3 to be eligible to apply. TA is available for Project Development and Planning Grant applicants from Disadvantaged Unincorporated Communities and tribal communities. The TCC Program will provide this technical assistance at no cost. Project Development and Planning Grant applicants from Disadvantaged Unincorporated Communities and tribal communities that would like to request technical assistance must complete the Application Initiation Form by July 3, 2023. Applicants from these communities will be granted extensions to the July 3 form deadline upon request. Applicants who require extensions should email [email protected]. The form will be available on the TCC Current Application Materials page.

Applicants that are from tribal or Disadvantaged Unincorporated Communities and are applying for a Project Development Grant or Planning Grant are encouraged to submit the form as far in advance of this date as possible so they can work with the Technical Assistance providers during the application period, if desired. The amount of Technical Assistance offered will be dependent on when the Application Initiation Form is submitted.

An application workshop webinar series providing an overview of the Grants including program requirements, program framework, the application process, and grant administration will take place on March 22 and 23. The information and links are the same as the above for Implementation Grant Applications.

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Notice of Funding Availability
Transformative Climate Communities Program
March 8, 2023

All Grant Types
After receiving the Application Initiation Form responses, TCC Program staff will provide applicants with instructions on where to upload the completed application materials. TCC Program staff will also connect all Implementation Grant Applicants and all tribal and DUC Applicants to the SGC-selected technical assistance provider to assist with the completion of application materials.

Information about the TCC Program, including the Program Guidelines, application technical assistance, and other resources can be found at the SGC website: http://sgc.ca.gov/programs/tcc/resources/.

Questions may be directed to the TCC Program by email at [email protected].

SECTION 5. SCORING
Applications will be evaluated according to the process and scoring criteria set forth in Section 9, “Application,” of the TCC Guidelines. The top scoring applicants will be recommended to the California Strategic Growth Council to receive TCC Implementation, Project Development, and Planning Grants.

SECTION 6. APPEALS
Basis of Appeals

1. Upon receipt of a notice that an application has been determined to be ineligible, fail threshold review, or not awarded based on final scores, Implementation Grant Applicants under this NOFA may appeal such decision(s) to SGC pursuant to this section.

2. No Applicant shall have the right to appeal a decision of SGC relating to another Applicant’s eligibility, point score, aware, denial of award, or any other matter related thereto.

3. The appeal process provided herein applies solely to the decision of SGC made in this program NOFA and does not apply to any decisions made with respect to any previously issued NOFAs or decisions to be made pursuant to future program NOFAs.

Appeal Process and Deadlines

1. Process: To file an appeal, Implementation Grant Applicants must submit to SGC, by the deadline set forth below (see 2. Filing Deadline), a written appeal, which states all relevant facts, arguments, and evidence upon which the appeal is based. Furthermore, the Applicant must provide a detailed reference to the area or areas of the application that provide clarification and substantiation for the basis of the appeal. No new or additional information will be considered if this information would result in a competitive advantage to an Applicant. Once the written appeal is submitted to SGC, no information of materials will be accepted or considered thereafter. Appeals submitted to SGC at [email protected] according to the deadline set forth in SGC review letters.

2. Filing deadline: Appeals must be received by SGC no later than five business days from the date of SGC’s threshold review or score letters, representing SGC’s decision made in response to the application.

Appeal Decision
Any request to appeal to SGC’s decision regarding an Implementation Grant application shall be reviewed for compliance with the TCC Guidelines and this NOFA. All decisions rendered shall be final, binding, and conclusive, and shall constitute the final action of SGC.

SECTION 7. OTHER TERMS AND CONDITIONS
State Prevailing Wages
Program funds awarded under this NOFA are subject to State prevailing wage law, as set forth in Labor Code Section 1720 et seq., and require the payment of prevailing wages unless the project meets one of

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Notice of Funding Availability
Transformative Climate Communities Program
March 8, 2023

the exceptions of Labor Code 1720 (c) as determined by the Department of Industrial Relations. Applicants are urged to seek professional advice as to how to comply with State prevailing wage law.

Disclosure Application of Information
Information provided in the Implementation, Project Development, and Planning Grant applications will become a public record available for review pursuant to the Public Records Act. As such, any materials provided will be disclosable to any person making a public records request. Applicants should use discretion in providing information that is not specifically requested, including, but not limited to bank account numbers, personal phone numbers and home addresses. By providing this information in an application, the applicant waives any claim of confidentiality and consents to the public disclosure of all submitted material. Awarded applications will be available through the SGC website.

Right to Modify or Suspend
SGC reserves the right, at is sole discretion, to suspend, amend, or modify the provisions of this NOFA at any time, including without limitation, the amount of funds available hereunder. If such an action occurs, TCC program staff will notify all interested parties via email and will post the revisions to the TCC program website.

Conflict
In the event of any conflict between the terms of this NOFA and either applicable state or federal law or regulation, the terms of the applicable state or federal law or regulation shall control. In the event of a conflict between the terms of this NOFA and the Round 5 Final Guidelines, guideline terms shall control.

RESOURCES AND QUESTIONS
Information about the TCC Program, including the Program Guidelines, application resources, technical assistance, and other resources can be found at the following website: <http://sgc.ca.gov/programs/tcc/>.

Questions may be directed to the TCC Program by email at [email protected].

Item 22.

RESOLUTION NO. 2023-55

A RESOLUTION OF THE CITY OF COACHELLA, CALIFORNIA, AUTHORIZING

THE SUBMISSION OF AN APPLICATION TO THE TRANSFORMATIVE CLIMATE

COMMUNITIES PROGRAM ADMINISTERED BY THE STRATEGIC GROWTH

COUNCIL IN PARTNERSHIP WITH THE CALIFORNIA DEPARTMENT OF

CONSERVATION AND AUTHORIZING THE CITY MANAGER TO APPLY FOR,

ACCEPT AND EXECUTE ALL RELATED DOCUMENTS FOR GRANT FUNDS IN AN AMOUNT OF TWENTY-NINE MILLION FIVE HUNDRED THOUSAND ($29,500,000)

DOLLARS, FOR PROJECTS WITHIN THE COACHELLA PROSPERA PROPOSED

PROJECT AREA AND AUTHORIZING THE EXECUTION OF A PUBLIC SAFETY CFD

DEFERRAL AGREEMENT, PARTNERSHIP AGREEMENT AND ALL OTHER

REQUIRED DOCUMENTS
WHEREAS, the State of California Department of Conservation (“Grantor”), through the Strategic Growth Council, has heretofore invited public agencies, including the City of Coachella (“City”) to submit applications to the Grantor for the Fiscal Year 2022-23 Transformative Climate Communities Program (“Grant”) via a Notice of Funding Availability (“Notice”) dated March 8, 2023 (updated July 12, 2023); and
WHEREAS, in response to this Notice, the City wishes to apply to the Grantor for, and receive an allocation of, the Grant funds; and
WHEREAS, the City has determined that it is in the best interests to submit an application for Grant funds for clean energy, smart growth, and affordable housing projects in and around the City’s proposed Project Area; and
WHEREAS, the City shall submit an application to the Grantor to participate in the Grant program and for an allocation of funds of twenty-nine million five hundred thousand ($29,500,000) dollars for clean energy, smart growth, and affordable housing projects in and around the City’s proposed 5-square mile area; and
WHEREAS, the City is familiar with the terms, conditions and limitations of such Grant; and
WHEREAS, the City is willing and able to conform to each of the terms, conditions, and limitations imposed upon any such Grant to the City; and WHEREAS, the City understands that the Grantor must approve said application and will require the City to execute a Grant Agreement and other necessary documents upon approval.

WHEREAS, as a condition of applying for the grant, the Grantor requires a partnership agreement be in place between all the partner applicants; and WHEREAS, a large component of the proposed project is a 53-unit, mixed-use, affordable housing complex requiring the application for grant funding by Chelsea Investment Corporation

Item 22.
(CIC) and Pacific Southwest Community Development Corporation (PSCDC), partner applicants.

CIC and PSCDC intend to be the Developers through an as yet to be formed entity; and WHEREAS, the City Council of the City of Coachella, by Resolution No. 2005-93, authorized the creation of the City of Coachella Community Facilities District 2005-1 (the "CFD") and, by Resolution No. 2005-94, authorized the levy of a special tax for properties within the CFD (the "Special Assessment"), pursuant to the Mello-Roos Community Facilities Act of 1982, as amended; and
WHEREAS, the property will be annexed into the CFD as a condition of approval and will be subject to the Special Assessment; and
WHEREAS, the Developer has requested that it be permitted to prepay fifty-five (55) years of the Special Assessments for the Property; and
WHEREAS, the City has agreed to make a loan to the Developer in order to prepay the Special Assessments, and the City and the Developer wish to enter into a loan and prepayment agreement to provide for the terms and conditions upon which the Special Assessments will be prepaid; and
WHEREAS, the Developer needs the City Council to provide a conditional loan commitment (“Commitment”) to enter into these agreements to apply for project financing.

NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF COACHELLA, CALIFORNIA, AS FOLLOWS:

SECTION 1: That the City Manager, or his designee, is hereby authorized to execute an application for Grant funds for the purpose of obtaining financial assistance provided by the State of California Department of Conservation through its Strategic Growth Council.

SECTION 2: The City of Coachella hereby agrees to comply with each and all of the terms, conditions, and limitations imposed by the Grantor upon said Grant, and the City Manager, or his designee, is hereby authorized and directed to execute any applications, agreements, assurance, extensions, amendments or other documents as may be necessary in connection with acceptance and implementation of said Grant as may be required by the Grantor.

SECTION 3: That the City Manager or his designee is authorized to enter into a partnership agreement between all partner applicants consistent with the intent and form of the draft agreement included as Exhibit A to this resolution with modifications, if needed, as to exact wording for updates and to conform and clarify the agreement for consistency with the intended purpose.

SECTION 4: – Council authorizes the City Manager or Finance Director to enter into a conditional loan commitment with the developer consistent with Attachment 5 (Conditional Loan Commitment Letter) with modifications as to exact wording for needed updates and to conform and clarify the letter as needed to facilitate the proper wording of the letter.

Item 22.

SECTION 5: The City Manager or Finance Director is authorized to enter into a prepayment and loan agreement (including a note and deed of trust) consistent with the terms of the conditional loan commitment provided the terms are met by the developer. Agreement wording will be prepared and approved by the City’s Finance Director and Attorney; however, agreement terms will be consistent in all respect with the terms outlined in the conditional loan commitment letter.

PASSED, APPROVED and ADOPTED this 26
th day of July, 2023.
___________________________________
Steven A. Hernandez
Mayor
ATTEST:
___________________________________
Angela M. Zepeda
City Clerk
APPROVED AS TO FORM:
___________________________________
Carlos Campos
City Attorney

Item 22.

STATE OF CALIFORNIA

COUNTY OF RIVERSIDE

CITY OF COACHELLA
)
) ss.
)
I HEREBY CERTIFY that the foregoing Resolution No. 2023-55 was duly adopted by the City Council of the City of Coachella at its regular meeting thereof, held on the 26 th day of
July, 2023, by the following vote of Council:

AYES:

NOES:

ABSENT:

ABSTAIN:
___________________________________
Delia Granados
Deputy City Clerk

Item 22.

COLLABORATIVE STAKEHOLDER STRUCTURE

SIGNED PARTNERSHIP AGREEMENT
BY AND AMONG:

1. City of Coachella

2. Chelsea Investment Corporation

3. GRID Alternatives Inland Empire

4. Southern California Mountains Foundation (Urban Youth Conservation Corps)

5. Bound Corporation

6. The LEAP Institute

7. Alianza Coachella Valley

8. Desert Recreation District

9. Regents of the University of California at Riverside (UC Riverside Campus)

10. Pacific Southwest Community Development Corporation

11. Kounkuey Design Initiative

12. Center for Employment Training
City of Coachella | TCC Round 5 | July 2023

COACHELLA PROSPERA

Item 22.

PARTNERSHIP AGREEMENT

FOR THE COLLABORATIVE STAKEHOLDER STRUCTURE

FOR THE COACHELLA PROSPERA TRANSFORMATIVE CLIMATE COMMUNITIES INITIATIVE by and among

THE CITY OF COACHELLA
and

CHELSEA INVESTMENT CORPORATION

PACIFIC SOUTHWEST COMMUNITY DEVELOPMENT CORPORATION

GRID ALTERNATIVES INLAND EMPIRE

DESERT RECREATION DISTRICT

KOUNKUEY DESIGN INITIATIVE

CENTER FOR EMPLOYMENT TRAINING

BOUND CORPORATION

THE LEAP INSTITUTE

ALIANZA COACHELLA VALLEY

SOUTHERN CALIFORNIA MOUNTAINS FOUNDATION (URBAN YOUTH CONSERVATION CORPS)

REGENTS OF THE UNIVERSITY OF CALIFORNIA AT RIVERSIDE (UC RIVERSIDE) Dated July 18, 2023

Item 22.

TABLE OF CONTENTS
Section 1. DEFINITIONS .........................................................................................................................2

1.1 General...............................................................................................................................................2

1.2 AHSC..........................................................................................................................................2

1.3 AHSC Guidelines .......................................................................................................................2

1.4 Application..................................................................................................................................2

1.5 Bi-monthly ..................................................................................................................................2

1.6 Budget................................................................................................................................................2

1.7 Budget Report ...................................................................................................................................2

1.8 Close-out Report.........................................................................................................................3

1.9 Critical Community Investment Project...........................................................................................3

1.10 Community Engagement Plan ........................................................................................................3

1.11 Data Collection Plan.......................................................................................................... 3

1.12 Displacement Avoidance Plan........................................................................................................3

1.13 COACHELLA PROSPERA Plan.............................................................................................3

1.14 GHG ................................................................................................................................................3

1.15 Grant Term......................................................................................................................................3

1.16 Hub............................................................................................................................................3

1.17 Indicator Report........................................................................................................................3

1.18 Indicator Tracking ....................................................................................................................3

1.19 Indicator Tracking Plan............................................................................................................3

1.20 Lead Applicant................................................................................................................................3

1.21 Advisory Council......................................................................................................................3

1.23 Notice to Proceed......................................................................................................................4

1.24 Performance Period ..................................................................................................................4

1.25 Coachella Community ..............................................................................................................4

1.26 Subcontractor ............................................................................................................................4

1.27 TCC Grant Agreement .............................................................................................................4

1.28 TCC Guidelines ........................................................................................................................4

1.29 Workforce Development Plan..................................................................................................4

1.30 Working Group.........................................................................................................................4

1.31 Work Plan .................................................................................................................................4

1.32 Work Product..................................................................................................................................4 Section 2. INCORPORATION AND ACKNOWLEDGEMENT OF TERMS.................................4

Item 22.

2.1 Incorporation ..............................................................................................................................4

2.2 Acknowledgement.............................................................................................................................5 Section 3. PURPOSE AND GOALS.......................................................................................................5

3.1 Purpose .......................................................................................................................................5

3.2 Goals...........................................................................................................................................5 Section 4. RESPONSIBILITIES OF ALL PARTIES..........................................................................5

4.1 Mutual Cooperation ..........................................................................................................................5

4.2 Leveraging of Available Funds........................................................................................................5

4.3 Communication ..........................................................................................................................6 Section 5. CITY - ROLE AND RESPONSIBILITIES .......................................................................6

5.1 Lead Applicant and Grantee.............................................................................................................6

5.2 Treasurer.....................................................................................................................................6

5.3 Hub and Working Group Participation ......................................................................................6

5.4 Grant Administration..................................................................................................................6

5.5 Disbursement and Accounting of Funds....................................................................................6

5.6 Financial Support .......................................................................................................................7

5.8 Oversight of Implementation .............................................................................................. 7

5.9 Workforce Development............................................................................................................7

5.10 Community Engagement .........................................................................................................7

5.11 Displacement Avoidance .........................................................................................................7

5.12 Indicator Tracking....................................................................................................................7

5.13 Reporting ..................................................................................................................................7 Section 6. PROJECT PARTNERS - ROLES AND RESPONSIBILITIES.....................................7

6.1 Co-Applicants...................................................................................................................... 7

6.2 Representation on Advisory Council .........................................................................................7

6.3 Hub and Working Group Participation.............................................................................................7

6.4 Project Development.........................................................................................................................8

6.5 Implementation of COACHELLA PROSPERA Project............................................................8

6.6 Implementation Policies ...................................................................................................... 8

6.7 Hiring Subcontractors.................................................................................................................8

6.8 Reporting.............................................................................................................................. 9

6.9 Recordkeeping ..................................................................................................................... 9 Section 7. DATA PARTNER - ROLES AND RESPONSIBILITIES...............................................9

7.1 Co-Applicant...............................................................................................................................9

Item 22.

7.2 Representation on the Advisory Council;Reporting Role..........................................................9

7.3 Hub and Working Group Participation ............................................................................. 9

7.4 Community Engagement...........................................................................................................10

7.5 Tracking ....................................................................................................................................10

7.6 Training.....................................................................................................................................10

7.7 Support......................................................................................................................................10

7.8 Data Sharing..............................................................................................................................10 Section 8. NON-DISPLACEMENT PARTNER - ROLESAND RESPONSIBILITIES..............12

8.1 Co-Applicant.............................................................................................................................12

8.2 Representation on Leadership Council; Reporting Role .........................................................12

8.3 Services and Programs ............................................................................................................12

8.4 Reporting ..................................................................................................................................12 Section 9. OUTREACH PARTNER - ROLES AND RESPONSIBILITIES ................................. 12

9.1 Co-Applicant...................................................................................................................................12

9.2 Representation on Advisory Council; Community Engagement Plan ..................................... 12

9.3 Community Engagement.................................................................................................................12

9.4 Reporting.........................................................................................................................................12 Section 10. COLLABORATIVE STRUCTURE................................................................................ 12

10.1 General ..........................................................................................................................................12

10.2 Membership...................................................................................................................................12

10.3 Meetings..................................................................................................................................13

10.4 Hub Implementation ...............................................................................................................14

10.5 Working Group Implementation..............................................................................................15

10.6 Community Representation ....................................................................................................16

10.7 Accountability ................................................................................................................................16 Section 11. TERM AND TERMINATION.......................................................................................... 17

11.1 Term. .......................................................................................................................................17

11.2 Termination.............................................................................................................................17

11.3 Co-Applicant Substitution ......................................................................................................18

11.4 Work Product..........................................................................................................................18

11.5 Reimbursement .......................................................................................................................18 Section 12. INDEMNIFICATION........................................................................................................ 18 Section 13. INSURANCE ....................................................................................................................... 18

13.1 General Provisions.........................................................................................................................18

Item 22.

13.2 Workers' Compensation Insurance ...............................................................................................19

13.3 Commercial General Liability and Automobile Insurance ..........................................................19 Section 14. EFFECT OF THIS MOU ..................................................................................................20 Section 15. NON-DISCRIMINATION.................................................................................................21 Section 16. DISPUTES............................................................................................................................21 Section 17. STATE DISCLAIMER ......................................................................................................21 Section 18. MISCELLANEOUS ...........................................................................................................21

18.1 Notices ..........................................................................................................................................21

18.2 Conflict of Interest..................................................................................................................21

18.3 Governing Law .............................................................................................................................22

18.4 Venue ............................................................................................................................................22

18.5 No Third-Party Beneficiaries.................................................................................................22

18.6 Section Headings....................................................................................................................22

18.7 Compliance with Laws and Regulations; Legal Authority...........................................................22

18.8 Authority .......................................................................................................................................22

18.9 Assignment....................................................................................................................................22

18.10 Counterparts .........................................................................................................................22

18.11 Entire Agreement........................................................................................................................22 Exhibit “A” - Project Area
Exhibit “B” - Collaborative Stakeholder Structure

Item 22.
1 PARTNERSHIP AGREEMENT FOR THE COLLABORATIVE STAKEHOLDER

STRUCTURE FOR THE COACHELLA PROSPERA TRANSFORMATIVE

CLIMATE COMMUNITIES INITIATIVE
This PARTNERSHIP AGREEMENT for the Collaborative Stakeholder Structure for the COACHELLA PROSPERA TRANSFORMATIVE CLIMATE COMMUNITIES INITIATIVE ("Partnership Agreement") is made and entered into this 27th day of JULY, 2023, by and between the City of Coachella, a California general law city and municipal corporation ("City"); Chelsea Investment Corporation (“Chelsea”); GRID Alternatives Inland Empire (“GRID”); Bound Corporation (“Bound”); Southern California Mountains Foundation (“Conservation Corps”); The LEAP Institute (“LEAP”); Alianza Coachella Valley (“Alianza”); Desert Recreation District (“DRD”); Pacific Southwest Community Development Corporation (“Pacific Southwest CDC”); Kounkuey Design Initiative (“KDI”); Center for Employment Training (“CET”); THE REGENTS OF THE UNIVERSITY OF CALIFORNIA, a California nonprofit corporation formed under Article IX of the California Constitution, as represented by the Regents of the University of California at Riverside (“UCR” or “Data Evaluation Partner”); (each a “Project Partner” and collectively the “Project Partners”); Together, the Project Partners, Data Evaluation Partner, Outreach Partner, and Non-Displacement Partner may hereafter be referred to individually as "Partner" and collectively as "Partners". Together, the City and Partners may hereafter be referred to individually as "Party" or collectively "Parties".

RECITALS
A. The California Strategic Growth Council (SGC) awards grantsfor the development and implementation of neighborhood-level climate sustainability plans as part of the Transformative Climate Communities (TCC) program.

B. City is the Lead Applicant and Grantee applying to SGC for a grant ("TCC Grant") to fund a range of projects that will reduce greenhouse gas emissions, foster public health and environmental benefits, and catalyze economic opportunity and shared prosperity within the COACHELLA PROSPERA community of the City of Coachella, as depicted in Exhibit "A" attached hereto and incorporated herein by thisreference ("Project Area"). The proposed program will hereafter be referred to as "COACHELLA PROSPERA."
C. TCC Partners are organizations or public entities, authorized to lead community-based projects, who have demonstrated the organizational capacity to support the City in the implementation of the COACHELLA PROSPERA.

Item 22.
2 D. Parties have individually and collectively engaged the residents and stakeholders in the project area in multiple visioning and planning processes over the past decade, culminating in the public workshops which created the COACHELLA PROSPERA. The City and the Partners believe the COACHELLA PROSPERA collaborative can positively transform Coachella, achieving strong public health and economic goals and significantly reducing greenhouse gas emissions.

E. Partners fully support the objectives, goals, strategies, and projects identified under the TCC grant application that was proposed by the City for approval by the SGC ("TCC Grant Application"), and the Partners agree to be Co-Applicants for the TCC Grant Application.

F. SGC requires this Partnership Agreement to set forth the agreed upon governance structure and terms of operation required to implement the COACHELLA PROSPERA, including but not limited to, the expectations and responsibilities of the Parties, legal and financial terms, and community engagement and decision-making processes.

G. Parties desire to enter into a Partnership Agreement as hereinafter set forth in order to establish a collaborative stakeholder structure for matters pertaining to the TCC Grant and the implementation of the COACHELLA PROSPERA in the Project Area.

H. Parties acknowledge and agree that other Partners may be added to this Partnership Agreement from time totime.

TERMS AND CONDITIONS
Section 1. DEFINITIONS.

1.1 General. The definitions set forth in the above recitals, in the TCC Guidelines, and otherwise indicated in parenthesis hereafter, shall apply to this Partnership Agreement.

1.2 AHSC. "AHSC" shall mean the Affordable Housing and Sustainable Communities Program.

1.3 AHSC Guidelines. "AHSC Guidelines" shall mean the 2022/2023 AHSC Final Guidelines.

1.4 Application. "Application" shall mean the TCC Grant Application for funding submitted by City.

1.5 Bi-monthly. "Bi-monthly" shall mean every other month.

1.6 Budget. "Budget" shall mean the budget for a particular Project.

1.7 Budget Report. "Budget Report" shall mean the report containing the budget for a particular Project, which breaks down cost by task and lien item.

Item 22.
3 1.8 Close-out Report. "Close-Out Report" shall mean the report submitted to the SGC at the conclusion of an individual Project.

1.9 Project. "Project" shall mean a project implemented with TCC Grant Funds.

1.10 Community Engagement Plan. "Community Engagement Plan" shall mean the plan that sets forth the community outreach tools and goals of the City andPartners.

1.11 Data Collection Plan. "Data Collection Plan" shall mean the plan that codifies data collection methods and reporting requirements and identifies all metrics to be tracked pursuant to the requirements the TCC Grant Agreement and pursuant to the wishes of the Advisory Council.

1.12 Displacement Avoidance Plan. "Displacement Avoidance Plan" shall mean the plan that addresses the displacement prevention needs of thecommunity.

1.13 Coachella Prospera Plan. "COACHELLA PROSPERA Plan" or "Plan" shall mean all aspects of the project plan required by the City and its Partners in the TCC Grant Agreement.

1.14 GHG. "GHG" shall mean "Green House Gas."

1.15 Grant Term. "Grant Term" shall mean the term of the TCC Grant Agreement.

1.16 Hub. "Hub" shall mean a subcommittee or subset of the Advisory Council that is tasked with a particular area of focus, is responsible for in-depth study of that area, and reports back to the full Advisory Council with regard to thisfocus.

1.17 Indicator Report. "Indicator Report" shall mean a report that tracks and reports Indicator Tracking for a Project.

1.18 Indicator Tracking. "Indicator Tracking" shall mean the tracking and assessment of certain elements to measure the overall impact of the Project investments, as outlined in the TCC Guidelines.

1.19 Indicator Tracking Plan. "Indicator Tracking Plan" shall mean the plan that sets forth the community-driven Indicator Tracking guidelines that will govern data collection and progress tracking for Projects.

1.20 Lead Applicant. "Lead Applicant" shall mean the City of Coachella.

1.21 Advisory Council. "Advisory Council" shall mean the advisory body to the Lead Applicant.

1.22 Leverage Funding. "Leverage Funding" shall mean the funding, other than TCC Grant funds, used to supplement TCC Grant funds for the completion of all or a portion of a Project.

Item 22.
4 1.23 Notice to Proceed. "Notice to Proceed" shall mean the notice issued by the City to all Partners once the TCC Grant Agreement has been fully-executed by and between the City and SGC.

1.24 Performance Period. "Performance Period" shall mean the period of time beginning immediately upon the completion of a Project and ending upon a date determined by the City, during which Partners will be required to complete additional Indicator Tracking.

1.25 Community. "Community" shall mean those residents and stakeholders in the Project Area.

1.26 Subcontractor. "Subcontractor" shall mean any third party used by any Partner to perform any work in furtherance of a Project.

1.27 TCC Grant Agreement. "TCC Grant Agreement" shall mean the agreement entered into by and between the City and the SGC.

1.28 TCC Guidelines. "TCC Guidelines" shall mean the TCC Program Guidelines for 2022/2023 adopted on February 28, 2023.

1.29 Workforce Development Plan. "Workforce Development Plan" shall mean the plan that governs workforce development and training programs that train participants for jobs and skills and recruit and serve Project Area residents.

1.30 Working Group. "Working Group" shall mean a group consisting of the members of the Advisory Council and the Coachella Prospera, established for the purpose of facilitating discussion and information-sharing with regard to a particular task.

1.31 Work Plan. "Work Plan" shall mean a plan setting forth the timeline, discrete tasks, and detailed deliverables for a particular Project.

1.32 Work Product. "Work Product" shall mean any writings, notes, memoranda, reports, research, and useable data, whether created or collected by a Partner or a Subcontractor of a Partner, generated in connection with the planning or implementation of the COACHELLA PROSPERA.

Section 2. INCORPORATION AND ACKNOWLEDGEMENT OF TERMS.

2.1 Incorporation. City and its Partners intend that this Partnership Agreement shall conform to and satisfy all requirements of the TCC Guidelines, AHSC Guidelines, and the TCC Grant Agreement.

Each Party's performance shall be conducted in accordance with the TCC Grant Agreement, the TCC Guidelines, the AHSC Guidelines, and this Partnership Agreement (hereafter collectively the "Performance Terms").

Item 22.
5 2.2 Acknowledgement. Each Party acknowledges that it has reviewed the Performance Terms, participated in the preparation of the COACHELLA PROSPERA Plan and the TCC Grant Application, and is fully committed to the goals and requirements of the Performance Terms.

Section 3. PURPOSE AND GOALS.

3.1 Purpose. The purpose of this Partnership Agreement is to formalize the partnership and understanding between the Parties and to set forth the terms by which the Parties will manage, coordinate, and administer TCC Grant-related activities within the boundaries of the Project Area. The Parties agree that the purpose for conducting the activities as a coordinated group shall include the following:
a. Implementing activities, programs, strategies, and projects as set forth in the TCC Grant Agreement;
b. Promoting the execution of objectives and goals set forth in the TCC Grant Agreement; c. Providing a platform for community engagement and input into implementation of activities related to the TCC Grant; and
d. Performing such other functions as may be deemed necessary and appropriate to meet the objectives of this Partnership Agreement.

3.2 Goals. Each Party affirms that the COACHELLA PROSPERA is intended to create the necessary conditions for public and private investment in the project area of Coachella Prospera to support the growth of community amenities and assets, such as increased public safety, quality educational facilities, improved infrastructure, increased mobility, reduced hazardous waste and carbon emissions, more affordable and stable housing, new local jobs, opportunities for business incubation, and other resources that are critical to the growth of a healthy and vibrant community.

Section 4. RESPONSIBILITIES OF ALL PARTIES.

4.1 Mutual Cooperation. Parties recognize that they have complementary expertise and common goals and interests. Parties shall endeavor to cooperate, work together, and share knowledge, expertise, and best practices with regards to the Plan and shall commit to working collaboratively with one another and with community stakeholders throughout the Grant Term. The Parties hereto agree that they will each provide such information and documentation as is reasonably necessary to fulfill the intent of this Partnership Agreement and make diligent efforts to respond to inquiries and requests for information from the other Parties. The Parties agree to provide all Project-related information and documents as requested by the other Party or the State of California, including all grant-related reporting and documentation.

4.2 Leveraging of Available Funds. Parties shall make good faith efforts, as appropriate, to leverage available federal, state, local, and private funds, and to assist other Parties in leveraging

Item 22.
6 available federal, state, local, and private funds, to support integrated strategic investment for the transformation of the Eastside Neighborhood.

4.3 Communication. Parties shall commit to the principle of good communication, especially when one's work may have some bearing on the responsibilities of the other. Parties shall seek to alert each other as soon as practical to relevant developments with regards to the Plan and its execution. Parties shall also ensure that it is clear who the appropriate contacts are for particular matters and that contact details are kept up to date.

Section 5. CITY - ROLE AND RESPONSIBILITIES.

5.1 Lead Applicant and Grantee. City shall be the Lead Applicant and Grantee and shall execute the TCC Grant Agreement, carry out all responsibilities of Grantee as described in the Performance Terms, and work closely with the Department of Conservation throughout the implementation of the Plan. City commits to all duties and responsibilities corresponding to the Lead Applicant's role under the COACHELLA PROSPERA Plan for the length of the TCC Grant Term. City acknowledges that it:
a. Has reviewed the FY 2022/2023 Transformative Climate Communities Grant Program NOFA, Final Guidelines, and related guidance from the State of California Strategic Growth Council;
b. Has participated in the preparation of the COACHELLA PROSPERA Plan and Application; and
c. Is fully committed to the goals and requirements of the NOFA, the COACHELLA PROSPERA Plan, the Application, the requirements of the Grant, and this PartnershipAgreement.

5.2 Treasurer. City shall hold one seat on, and be Treasurer of, the Advisory Council.

5.3 Working Group Participation. City shall participate in every Working Group. In doing so, the City will have the responsibility of monitoring day-to-day activities and maintaining awareness of roadblocks, conflicts, and performance issues. For the City, responsibility will be borne by the Office of the City Manager and the Community and Economic Development Department.

5.4 Grant Administration. City shall serve asthe administrator of the TCC Grant, including but not limited to, compiling all invoices, supporting documentation, and reporting materials for Projects. City shall ensure compliance with all accounting, disbursement, recordkeeping, and all other compliance requirements of the Performance Terms with respect to the City and Partners.

5.5 Disbursement and Accounting of Funds. City shall be responsible for the disbursement of the TCC Grant funds in accordance with Performance Terms. Within sixty (60) days from the date that a Partner submits a request for disbursement, the City shall disburse the TCC Grant funding to Partners. In the event additional time is needed to allow the SGC to process the requesting

Item 22.
7 Partner's disbursement request, the City shall communicate to the requesting Partner the reason for the delay and the anticipated date for disbursement.

5.6 Financial Support. City shall leverage as appropriate, or assist in leveraging, available federal, state, local, and private funds as available to support integrated strategic investment for the transformation of the Project Area.

5.7 Oversight of implementation. City shall supervise and coordinate the implementation of activities related to the TCC Grant, including the housing, urban greening, and transportation components of the Plan, and enter into any necessary additional agreements with the Project Partners, Data Partner, Outreach Partner, or Anti-Displacement Partner, outside of this Partnership Agreement, to facilitate the implementation of the Plan.

5.8 Workforce Development. City shall impose on Partners and monitor the local hire goals set forth in the Workforce Development Plan.

5.9 Community Engagement. City shall coordinate with the Partners in the implementation of the Community Engagement Plan and be responsive to the Outreach Partner's direction with regard to community outreach and the facilitation of local involvement.

5.10 Displacement Avoidance. City shall cooperate with Partners to implement the Displacement Avoidance Plan and address the displacement prevention needs of the community while focusing on key educational opportunities, encouraging advocacy, and facilitating accountability on behalf of Coachella Prospera.

5.11 Indicator Tracking. City shall work with the Partners and the Advisory Council to develop a community-driven Indicator Tracking Plan and local monitoring guidelines and ensure that all Partners comply with the Indicator Tracking Plan.

5.12 Reporting. The City and its Partners shall be responsible for any and all required reports, including but not limited to Progress Reports, Indicator Reports, Budget Reports, and Close-Out Reports.

Section 6. PROJECT PARTNERS - ROLES AND RESPONSIBILITIES.

6.1 Co-Applicants. Each Project Partner shall be a Co-Applicant to the TCC Grant Application and shall carry out allresponsibilities associated with itsrespective Project(s) as directed by the City and in accordance with the Performance Terms.

6.2 Representation on Advisory Council. Each Project Partner shall hold one seat on the Advisory Council.

6.3 Working Group Participation. Each Project Partner shall participate in one or more Working Group, based on the respective "project type" that it intends to implement, as outlined in Appendix B to the TCC Guidelines and as appropriate with regard to the size of its Project. Participation in a Working Group requires attendance at regular meetings, coordination with organizations doing likeprojects in the Working Group, joint problemPage 579 Item 22.
8 solving and resource-sharing, coordination of community engagement and outreach activities, joint development and input on data tools and metrics, the timely submission of data for reportsto the Advisory Council, and preparation of materials for public dissemination. Project Partners may agree to lead a Working Group, taking on the relative duties required of that position.

6.4 Project Development. Each Project Partner shall develop ideas for programs and projects that directly impact neighborhood quality in the Project Area and shall create scope(s) of work for its respective Project(s) in alignment with the vision of the COACHELLA PROSPERA Plan.

6.5 Implementation of Project. Each Project Partner shall oversee the implementation of its respective Project, in accordance with Performance Terms, and with respect thereto shall:
a. Secure all necessary governmental approvals, reviews, licenses, or permits; b. Immediately notify the City and the Advisory Council of any change in schedule, design, or outcome so that the determination can be made as to whether State review and/or a change to the GHG calculation isrequired;
c. Prepare and propose solutions and an action plan to address any issues as they arise, working collaboratively with other Parties, subcontractors,and stakeholders to ensure that its Project does not deviate from its intended purposes and the expectations of the Eastside Neighborhood;
d. Ensure that there are no conflicts between policies or restrictions on sources of funds needed to complete Projects; and
e. Refrain from using TCC Grant Funding to supplant Leverage Funding.

6.6 Implementation Policies. Each Project Partner agrees to participate in and incorporate the following implementation policies, as appropriate to its respective project: The Community Engagement Plan, the Workforce Development Plan, and the Displacement Avoidance Plan. Project Partners agree to abide by the goals set forth in the Workforce Development Plan when procuring any portion of work associated with their respective Project and when hiring any related temporary or permanent positions, unless the Project Partner is a public entity, in which case it is required to comply with its agency's applicable hiring and procurement statutes.

6.7 Hiring Subcontractors. Project Partners may contract with Subcontractors for needed administrative, design, construction, engagement, or implementation support for Projects. City's obligation to pay the Project Partner is an independent obligation from the Project Partners' obligations to pay their respective Subcontractors. With regard to Subcontractors:
a. Project Partners are entitled to make use of their own staff and Subcontractors as identified in their respective Budget and Work Plan.
b. Project Partners shall manage, monitor, and accept responsibility for the performance of

Item 22.
9 their own respective staff and Subcontractors and shall conduct their respective project activities and services consistent with professional standards for the industry and type of work being performed under this Partnership Agreement.
c. Nothing in this Partnership Agreement or otherwise shall create any contractual relationship between the City and any Subcontractors retained by a Project Partner, and no Subcontractor will relieve the Project Partner of its obligations under the Agreement.

6.8 Reporting. Each Project Partner shall submit all required supporting documentation, as set forth in Section 10.5, to demonstrate that the work for which it is seeking reimbursement has been completed. Each Project Partner is responsible for its respective Project and shall develop, prepare, and submit regular updates to the City and the Advisory Council regarding its progress toward Project objectives, shall routinely update the information management platform regarding Project schedule and objectives, and shall provide appropriate photos, stories, and meeting and event notices in a timely fashion to theCity and Advisory Council.

6.9 Recordkeeping. Each Project Partner shall maintain its own records in accordance with Performance Terms and shall establish an official file for each Project with adequate documentation supporting each action taken with respect to the Plan, including letters and email correspondence, financial records (including agreements and any associated documents with Subcontractors and receipts), engagement documentation, required reports, data, readiness and compliance documentation. Each Project Partner shall make such records available to the City for inspection. All such records shall be clearly identifiable. Each Project Partner and its Subcontractors shall allow inspection of all work, data, documents, proceedings, and activities related to the Partnership Agreement for a period of four (4) years from the day after the last day of the PerformancePeriod.

Section 7. DATA PARTNER- ROLES AND RESPONSIBILITIES.

7.1 Co-Applicant. Data Partner shall be a Co-Applicant to the TCC Grant Application and shall hold the City and its Project Partners accountable to the specific impact goals of their respective Project.

7.2 Representation on the Advisory Council; Reporting Role. Data Partner shall hold a seat on the Advisory Council and shall lead a discussion with the Advisory Council, quarterly, to review and analyze the Data Dashboard indicators to track Partners in connection with their respective performance goals and to help them understand initiative-wide progress toward their goals. If metric targets are not met, the Advisory Council will discuss potential issues, challenges, or barriers to success, and make recommendations for technical assistance, programmatic adjustments, or other interventions. Underperforming Partners will be asked to develop a program improvement plan for their respective project that identifies specific and measurable goals, outcomes, and indicators of success within a specific timeline.

7.3 Hub and Working Group Participation. As the objective data manager, the Data Partner shall coordinate with theCommunity Engagement Working Group, and any other Hub or Working Grouping wherein its expertise is needed, as assigned by the City.

Item 22.
10 7.4 Community Engagement. Data Partner, in coordination with the Outreach Partner, shall engage residents and businesses in an annual survey geared toward tracking communitywide indicators to determine ifProjects are changing attitudes, behavior, health, and circumstances for Coachella Prospera.

Data Partner shall identify publicly available data (e.g. Census, Bureau of Labor Statistics) for tracking neighborhood and community-level metrics, including stress levels, rates of chronic disease, and community cohesion.

7.5 Tracking. Data Partner shall be responsible for ensuring that all data that Parties are required to track pursuant the TCC Grant Agreement are tracked appropriately and reported on in the appropriate timeframe and format. Data Partner shall in the first quarter of the TCC Grant Term:
a. Work closely with the City, the Advisory Council, and community stakeholders to identify specific indicators that will be tracked over time to understand Project quality and to assess public health, economic development, GHG reductions, and other project-specific outcomes above and beyond those required under a TCC Grant Agreement. The final list of additional indicators will be approved by the Advisory Council. b. Inventory and analyze how indicators are used for decision-making or quality improvements, which indicators are governed by regulatory requirements, and how data variables are defined (i.e. a data dictionary). This process will allow the Data Partner to recommend common variables for easy data integration.
c. Create the Data Collection Plan.
d. Create a Data Dashboard that provides monthly, quarterly, and annual reports on key indicators that the Advisory Council defines and that are required by the State in the TCC Grant Agreement.

7.6 Training. Data Partner shall ensure that Project Partners are meeting their data collection requirements. Data Partner shall train all Project Partners as applicable on what data to collect and how to collect their assigned data and report the data to meet State requirements and the TCC Grant Agreement.

7.7 Support. Data Partner shall provide support to Project Partners if they are facing obstacles or challenges in their data collection efforts.

7.8 Data Sharing. Data Partner shall work to develop data share agreements that allowPartners to participate in a centralized data portal for inputting and accessing data and monthly data reports.

Section 8. NON-DISPLACEMENT PARTNER - ROLES AND RESPONSIBILITIES.

8.1 Co-Applicant. Non-Displacement Partner shall be a Co-Applicant to the TCC Grant Application and shall work under contract with the City to prevent displacement by actively assisting the residents in the Project Area in matters of foreclosure avoidance and tenants' rights.

Item 22.
11 8.2 Representation on Advisory Council; Reporting Role. Non-Displacement Partner shall hold a seat on the Advisory Council and shall lead efforts to implement the Displacement Avoidance Plan, analyze the effectiveness of existing policies and programs on residents and businesses, make modifications as necessary, and report regularly to the Advisory Council on related non-displacement efforts.

8.3 Services and Programs. Non-Displacement Partner shall:
a. Assist households with foreclosure prevention;
b. Provide tenant advocacy and referrals to low cost legal representation, including conducting intake and evaluations, and helping with transportation, translation, and general advocacy obligations; and
c. Conduct a series of workshops focusing on financial education, homeownership, tenants' rights, and local resources.

8.4 Reporting. Non-Displacement Partner shall keep a database of all clients and the services that it receives and shall provide quarterly updates to the Advisory Council. Non- Displacement Partner shall meet the following reporting requirements:
a. General ReportingRequirements.
(1) All reports must be completed using the templates attached to the TCC Grant Agreement or provided by theCity.
(2) The first reporting period will begin on the start date of the TCC Grant Agreement by and between the City and SGC.
(3) All reports must be submitted to the City on the due date specified by the City.

When the report due date falls on a weekend or state recognized holiday, reports will be due on the first working day thatfollows.
(4) All reports must be signed by the signatory to thisPartnership Agreement. (5) City and SGC may request to verify reports through methods that include, but are not limited to:supporting documentation,site visits, conference calls or video conferencing.
b. Bi-Monthly Progress Reports. Non-Displacement Partner shall complete BiMonthly Progress Reports using the template attached to a TCC Grant Agreement.

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12 c. Annual Reports. Non-Displacement Partner shall complete an annual progress report, an annual leverage funding report, in accordance with Performance Terms, an Indicator Tracking Report, and a detailed Work Plan and Budget using the templates included in a TCC Grant Agreement, once per year.

Section 9. OUTREACH PARTNER - ROLES AND RESPONSIBILITIES.

9.1 Co-Applicant. Outreach Partner shall be a Co-Applicant to the TCC Grant Application and shall be responsible for the development of community outreach tools and the facilitation of local participation.

9.2 Representation on Advisory Council; Implementation of Community Engagement Plan.

Outreach Partner shall hold a seat on the Advisory Council and shall lead efforts to implement the Community Engagement Plan.

9.3 Community Engagement. Outreach Partner shall coordinate and support resident involvement in major decisions, develop and manage a coalition of stakeholders in support of the Plan, and work with relevant stakeholders to increase the involvement of neighborhood residents, businesses, nonprofits, and grassroots and faith-based organizations.

9.4 Reporting. Outreach Partner shall track all outreach efforts and provide quarterly updates to the Advisory Council.

Section 10. COLLABORATIVE STRUCTURE.

10.1 General. Parties shall actively promote community engagement and shall work in conjunction through the Advisory Council. Advisory Council shall be entitled to make recommendations about, provide input into, and assist the Parties in the implementation of activities under the TCC Grant, but the Advisory Council does not have any final decision- making abilities. Advisory Council shall have the organization and powers specified below and shall use the framework, attached hereto in the Organizational Chart in Exhibit "B", to govern the implementation of theTCC Grant, to make decisions related to the Project, and to recommend any necessary changes to the COACHELLA PROSPERA Plan during implementation.

10.2 Membership. Advisory Council shall consist of fifteen (17) seats. Each of the twelve (12) Parties to this Partnership Agreement shall designate one individual to represent that Party on the Advisory Council. Additionally, five (5) seats shall be "Community Seats", filled by individuals or organizations who reside or do business in the Project Area, and one (1) seat shall be a "Youth Seat", filled by an individual or organization from the Project Area representative of the youth demographic.

As it concerns the Community Seats and the Youth Seat, individuals or community organizations from the wishing to serve on the Advisory Council must submit a request to the City for appointment onto the Advisory Council. City shall be responsible for appointing representatives to the Community Seats and Youth Seat. All representatives on the Advisory Council will hereafter be referred to as "Members." a. Adding or Removing Members. Any organization or individual that is a party to this Partnership Agreement will be a member on the Advisory Council, so removal or

Item 22.
13 addition of a party to this Partnership Agreement will likewise remove or add a member to the Advisory Council. As it concerns the Community Seats and the Youth Seat, the City may, at any time, increase the number of Community Seats and Youth Seats, but may not otherwise decrease the number of Community Seats and Youth Seats below that which is set forth in this Partnership Agreement. Members in the Community Seats and Youth Seat(s) may resign, at any time, upon written notice to the City.

10.3 Meetings. To establish order and efficiency, upon the City's issuance of the Notice to Proceed, the Advisory Council shall meet once a month until all Working Groups, and communication processes are fully-established ("Establishment Phase"). In no event shall the Establishment Phase be shorter than six (6) months. After the completion of the Establishment Phase, the Advisory Council shall conduct meetings at least on a quarterly-basis, as follows:
a. Location. Meetings shall be held within the Project Area, at a time and location previously determined by the Parties.
b. Open and Public. Meetings shall be open and public and shall be facilitated in a manner that promotes equity, respect, and resident empowerment. To maximize public participation, the Advisory Council shall not discuss any item not appearing on the duly-noticed and published agenda, as set forth in subsection (c). Each meeting agenda shall include an item at the beginning of the agenda for public comment for items not on the agenda so that the public has an opportunity to address the Advisory Council regarding all matters within the Advisory Council's purview. Additionally, the public shall have the opportunity to speak on any item on the agenda prior to the Advisory Council's discussion of or decision on that item.
c. Notice. City shall ensure that meeting agendas and materials are published and made accessible to the public at least seventy-two (72) hours before a meeting.

Agendas shall contain item descriptions that set forth the matter to be discussed with reasonable particularity so that the public is able to understand the subject to be discussed and the action to be taken. Parties shall make reasonable efforts to provide the agendas and presentation materials in Spanish and English. In order to facilitate greater public participation, the Advisory Council shall also make efforts to forward the agenda and materials to specific residents and businesses in the Project Area who have particular interests in an agenda item. Notwithstanding the foregoing, the Parties recognize that in some circumstances decisions and changes related to TCC Grant implementation may require more expedient action. In the case of an emergency decision, discussion and notification may be made via email to the Advisory Council members and a recommendation formed with the necessary affirmative votes via email. Such decisions shall be reported and revisited at the next regular Advisory Council meeting. d. Decision-Making and Dispute Resolution. All substantive changes or material issues related to implementing the COACHELLA PROSPERA Plan shall be

Item 22.
14 presented to the Advisory Council at a regularly scheduled meeting. If the Advisory Council is unable to reach consensus on a matter, the City should pursue conflict resolution and address the division before moving forward. Addressing the division may include further community outreach, modification of the proposal, and further reporting to the Advisory Council. It is the goal of the process to have all recommendations be supported by the majority of the Advisory Council.
e. Bylaws. At its first meeting, the Advisory Council shall discuss governance procedures and set key priorities for managing future meetings. At the conclusion of the first meeting, the Advisory Council, by affirmative vote of the majority of Members present at the meeting, shall appoint five (5) Members todraft bylaws for the collaborative stakeholder structure and set the priorities of the Advisory Council. The bylaws and priorities shall confirm to the general terms and intent of this Partnership Agreement and shall become effective upon adoption by the Advisory Council.
f. Officers. At its first meeting, the Advisory Council, by affirmative vote of a majority of Members present at the meeting, shall appoint members to serve as Chair, Vice Chair, and Secretary of the Advisory Council. The Treasurer shall be the City.

10.4 Hub Implementation. Advisory Council, in accordance with this Partnership Agreement, shall assign Members to work within the following Hubs: (1) Sustainable Housing, (2) Urban Greening, (3) Active Transportation, (4) Roof-Top Solar, (5) Health and Well-Being, and (6) Low Carbon Transportation. Any recommendation to change the number or type of Hubs should be brought before the Advisory Council for discussion. Hubs shall otherwise operate asfollows:
a. Meetings and Structure. Each Hub will be convened initially by the City, and shall establish its meeting schedule, meeting guidelines, agenda, and structure at its first meeting. Because the work of each Hub is so complex and involves its own set of Partners and constituencies, each Hub should have its own organizational structure, with one or two Partners agreeing to act as the lead ("Hub Lead"). Hub Leads are required to commit to managing the Hub for a minimum of one year. Unless the Hub establishes co-leads, if more than one organization wants to lead the Hub, then the members in the Hub shall vote, one vote per member, and the member receiving the majority vote shall become the Hub Lead. In order to ensure consistency in messaging, access to the same high-level advice, funding and tools, and expediency in implementation, the City shall participate in all Hub meetings, and the Hubs shall report about and receive guidance on their work at each Advisory Council meeting. b. Subcontractor Participation. Subcontractors are strongly encouraged to participate in the Hub meetings. Subcontractors play a critical role in assisting the Project Partners in reaching their goals and should be part of the cross-pollination process.

Item 22.
15 10.5 Working Group Implementation. Each Hub shall designate at least one representative to sit on each of the following Working Groups: City Oversight Working Group, the Community Engagement Working Group, the Workforce Working Group, and the Displacement Avoidance Working Group. The composition and operations of each Working Group shall be as follows:
a. City Oversight Working Group. In order to effectively resolve issues among and between Project Partners and community stakeholders related to implementing work, City agencies necessary for plan implementation (e.g., Public Works, Parks and Recreation, Community and Economic Development, and Public Utility) shall form a Working Group to meet on a Bi-monthly basis to collaborate, prioritize, streamline and track the overall progress of the COACHELLA PROSPERA Plan.

Other departments and resources will be called in on an as-needed basis to ensure problems are solved rapidly and thoughtfully. This Working Group will advise the Advisory Council on critical issues related to project feasibility and implementation and provide suggestions for how to resolve issues or expedite project completion. The Community & Economic Development Departments will convene and lead this working group.
b. Technical & Design Review Working Group. To evaluate potential changes to the Plan through the implementation process, a technical and design review working group shall be formed. This Working Group is available to the Hubs and shall meet with Partners who are requesting changes or modifications to their respective projects for the purpose of evaluating the feasibility and challenges related to the request. This Working Group will be responsible for communicating with the City on potential changes or feedback on implementation challenges. The City will share this information with SGC. This Working Group shall report to the Advisory Council on recommendationsfor modifications to the COACHELLA PROSPERA Plan. The City will be responsible for convening this working group. c. Community Engagement Working Group. Community Engagement Working Group shall be led by the Outreach Partner and shall include a representative from each Hub, a team of community members hired to do community engagement work, the City, and all communication-related Subcontractors hired to work on the COACHELLA PROSPERA. This Working Group shall coordinate and plan outreach/engagement activities and efforts, craft communication messages, provide input on website and other social media design, ensure community engagement and participation for planning and implementing larger community events in the Project Area, and recruit grassroots organizations and networks to assist in community -based data collection, and dissemination of information and notices.
d. Workforce Working Group. Workforce Working Group shall be established by the County and utilized by all Partners as necessary for advice and coordination on all training and hiring opportunities within each Project Type. Workforce Working Group will assist in job mapping, local labor force referrals, developing, and

Item 22.
16 advising on training modules, and connecting Partners to education and workforce partners.
e. Displacement Avoidance Working Group. Displacement Avoidance Working Group shall be overseen by the Non-Displacement Partner. This Working Group will allow the Non-Displacement Partner to coordinate its displacement avoidance efforts and to make sure that a lens of anti-displacement is incorporated in the implementation of all COACHELLA PROSPERA Projects.

10.6 Community Representation. Parties acknowledge that community representation throughout the process is integral for the success of the COACHELLA PROSPERA, and Parties take all reasonable measures to engage the public, including but not limited to the following:
a. Working Groups, Hubs, and the Advisory Council will be forums wherein community stakeholders and Partners are able to participate in the discussion and decision-making process.
b. City will use existing local community groups and resident organizations to publicize meetings and utilize its Partners to assist in community outreach and engagement.
c. The determination and implementation of some Projects (specifically in the Urban Greening and Active Transportation Hubs) require more design, and Partners have committed to robust community participation in all aspects of design and location. d. City shall consult with the Partners and community stakeholders privately and in Working Group settings to ensure clear messaging and communication on goals and requirements, address conflicts and roadblocks as they arise, and ensure that decisions are well-informed and made quickly to guarantee success.

10.7 Accountability. City shall work with Partners and stakeholders to engage them on what measures the community would like to see to ensure accountability throughout the process, including but not limited to thefollowing:
a. In order to be accountable to the community, the City and the Co-Applicants commit to regular tracking of project metrics.
b. If metric targets are not met, the Advisory Council will discuss potential issues, challenges, or barriers to success, and make recommendations for technical assistance, programmatic adjustments, or other interventions. Underperforming Partners will be asked to develop a program improvement plan, for their respective project, that identifies specific and measurable goals, outcomes, and indicators of success within a specific timeline.

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17 c. All Projects will include strong levels of community engagement and input and are required to report out to their respective Hubs, allowing for peer-to-peer accountability and evaluation as well as direct community accountability. d. Data Partner will engage residents and businesses in a survey geared towards developing communitywide indicators that can be tracked to determine if the TCC investments are changing attitudes, behavior, health, and circumstances for the Project Area.
e. Advisory Council meetings will be open to the public, with clear agendas, minutes and a record of attendance to ensure regular accountability. f. City is responsible for ensuring the accountability of its Co-Applicants, Partners, and Working Groups to meet their responsibilities and implement their Projects in a timely fashion, in accordance with their Work Plan and within their budget allocation.
g. City will dedicate staff to monitor all Projects, participate in Hubs and Working Groups, and track progress through data dashboards and utilization of specific project management software and smart sheets that create charts and allow for task collaboration. Utilizing this software allows the City to measure progress and determine early on when tasks and timelines are not being met. h. City, as Lead Applicant, will meet with Co-Applicants when items begin to get flagged as late and develop appropriate work plans to address issues as they arise.

1. City and Hub Leads will engage in site visits to visually inspect progress and build out of all projects and will utilize its Technical and Design Working Group with all accountability steps.

Section 11. TERM AND TERMINATION.

11.1 Term. This Partnership Agreement shall become effective as of the date on which the last Party executes this Partnership Agreement ("Effective Date"). The Term shall commence on the Effective Date and continue for five (5) years thereafter and shall automatically terminate unless otherwise extended by a written amendment to this Partnership Agreement executed by all of the Parties.

11.2 Termination. City reserves the right to terminate this Partnership Agreement for convenience upon thirty (30) days' written notice to the Co-Applicants. Co-Applicants reserve the right to terminate their participation in this Partnership Agreement for convenience upon thirty (30) days written notice to the City. This Partnership Agreement shall automatically terminate if the COACHELLA PROSPERA Application does not receive a grant award based on its response to the FY22/23 NOFA.

Item 22.
18 11.3 Co-Applicant Substitution. City, as the Lead Applicant, may remove and substitute individual Co-Applicants to this Partnership Agreement on an as needed basis, without the prior approval of other Co-Applicants.

11.4 Work Product. Each Co-Applicant shall deliver its Work Product to the City in Event of Termination.

11.5 Reimbursement. A Co-Applicant may submit a final request for reimbursement within sixty (60) days of termination. City shall review and seek reimbursement for all Co-Applicant sums for services actually performed and properly accounted for prior to the effective date of termination. No reimbursement submittals will be processed if received more than sixty (60) days after termination. Requests for reimbursement shall include invoices and any other necessary documentation, as determined by subsequent agreement between the City and the Co-Applicant.

Section 12. INDEMNIFICATION.

Each Partner shall indemnify, defend, and hold the City and the City's officers, agents, and employees harmless from all damages, costs and expenses, including reasonable attorneys' fees, in law or equity, that may arise or be incurred due to the intentional or negligent acts, errors, or omissions of that Partner, its officers, agents, or employees, in the performance of this Partnership Agreement.

City shall indemnify, defend, and hold each Partner harmless from all damages, costs and expenses, including reasonable attorneys' fees, in law or equity, that may arise or be incurred due to intentional or negligent acts, errors, or omissions of the City, its officers, agents, or employees, in the performance of thisPartnership Agreement.

Section 13. INSURANCE.

13.1 General Provisions. Immediately upon the City's issuance of the Notice to Proceed, CoApplicants shall provide satisfactory evidence of, and shall thereafter maintain during the term of this Partnership Agreement, such insurance policies and coverages in the types, limits, forms and ratings required herein. The rating and required insurance policies and coverages may be modified in writing by the City's Risk Manager or City Attorney, or a designee, unless such modification is prohibited by law. Any Party that is an authorized self-insured public entity for purposes of Professional Liability, General Liability, and Workers' Compensation warrants that it has the equivalent of the following coverages adequate to protect against liabilities arising out of the performance of the terms, conditions, or obligations of this Partnership Agreement and shall provide a self-insured affirmation letter to the City immediately upon the City's issuance of the Notice to Proceed.
a Limitations. These minimum amounts of coverage shall not constitute anylimitation or cap on a Co-Applicant's indemnification obligations. b. Ratings. Any insurance policy or coverage provided by a Co-Applicant or Subcontractors as required by this Partnership Agreement shall be deemed inadequate and a

Item 22.
19 material breach ofthisPartnership Agreement unlesssuch policy or coverage isissued byinsurance companies authorized to transact insurance businessintheState ofCalifornia with a policy holder's rating of A or higher and a Financial Class of VII or higher. c. Cancellation. The policies shall not be canceled unless thirty (30) days' prior written notification of intended cancellation has been given to City by certified or registered mail, postage prepaid.
d Adequacy. City, its officers, employees and agents make no representation that the types or limits of insurance specified to be carried by a Co-Applicant pursuant to this Partnership Agreement are adequate to protect that Co-Applicant. If Co-Applicant believes that any required insurance coverage isinadequate, Co-Applicant will obtain such additional insurance coverage as Co-Applicant deems adequate, at Co-Applicant'ssole expense.

13.2 Workers' Compensation Insurance. By executing thisPartnership Agreement,Co-Applicant certifies that Co-Applicant is aware of and will comply with Section 3700 of the Labor Code of the State of California requiring every employer to be insured against liability for workers' compensation, or to undertake self-insurance before commencing any of the work. Co-Applicant shall carry the insurance or provide forself-insurance required byCalifornia law to protect said CoApplicant from claims under the Workers' Compensation Act. Immediately upon the City's issuance of the Notice to Proceed, Co-Applicant shall file with City either 1) a certificate of insurance showing that such insurance is in effect, or that Co-Applicant is self-insured for such coverage, or 2) a certified statement that Co-Applicant has no employees, and acknowledging that if Co-Applicant does employ any person, the necessary certificate of insurance will immediately be filed with City. Any certificate filed with City shall provide that City will be given thirty (30) days' priorwrittennoticebeforemodification orcancellation thereof.

13.3 Commercial General Liability and Automobile Insurance. Immediately upon the City's issuance of the Notice to Proceed, Co-Applicant shall obtain, andshall thereafter maintain during the term of this Partnership Agreement, commercial general liability insurance and automobile liability insurance asrequired toinsureCo-Applicant against damagesforpersonal injury,including accidental death, as well as from claims for property damage, which may arise from or which may concern operations by anyone directly or indirectly employed by, connected with, or acting for or on behalf of Co-Applicant. The City, and its officers, employees and agents, shall be named as additional insureds under theCo-Applicant'sinsurance policies. a. Co-Applicant's commercial generalliabilityinsurancepolicyshallcover both bodily injury (including death) and property damage (including, but not limited to, premises operations liability, products-completed operations liability, independent contractor'sliability, personal injury liability, and contractual liability)in an amount not less than $1,000,000 per occurrence and a general aggregate limit in the amount of not lessthan $2,000,000.
b. Co-Applicant's automobile liability policy shall cover both bodily injury and property damage in an amount not less than $1,000,000 per occurrence and an aggregate limit of not less than $1,000,000. All of Co-Applicant's automobile

Item 22.
20 and/or commercial general liability insurance policies shall cover all vehicles used in connection with Co-Applicant's performance of this Partnership Agreement, which vehicles shall include, but are not limited to, Co-Applicant owned vehicles, Co-Applicant leased vehicles, Co-Applicant's employee vehicles, non-CoApplicant owned vehicles and hired vehicles. c. Immediately upon the City's issuance of the Notice to Proceed, copies of insurance policies or original certificates along with additional insured endorsements acceptable to the City evidencing the coverage required by this Partnership Agreement, for both commercial general and automobile liability insurance, shall be filed with City and shall include the City and its officers, employees and agents, as additional insureds. Said policies shall be in the usual form of commercial general and automobile liability insurance policies, but shall include the following provisions:

It is agreed that the City of Coachella, and its officers, employees and agents, are added as additional insureds under this policy, solely for work done by and on behalf of the named insured for the City of Coachella. d. The insurance policy or policiesshall also comply with the following provisions:
(1) If the policy is written on a claims’ made basis, the certificate should so specify and the policy must continue in force for one year after completion of the services. The retroactive date of coverage must also be listed.
(2) The policy shall specify that the insurance provided by CoApplicant will be considered primary and not contributory to any other insurance available to the City and Endorsement No. CG 20010413 shall be provided to the City.

Section 14. EFFECT OF THIS PARTNERSHIP AGREEMENT.

14.1 Each Party recognizes that another Party may need additional assurances regarding the TCC funding and the scope of work related to a Project before the commencement of construction of any component of a Project, including assurances for lenders and investors.

Parties agree to cooperate with each other to reach mutual agreement on the Schedule of Performance, amendments to this Partnership Agreement, and other implementation agreements or estoppel certificates necessary to provide reasonable assurances and indemnifications. Parties further understand and agree that the State of California retains the ultimate discretion to approve or deny TCC Grant funding. Each Party's execution of this Partnership Agreement is merely an agreement to the terms of the collaborative stakeholder structure, contingent upon TCC Grant funding and award.

Item 22.
21 14.2 Nothing contained in this Partnership Agreement shall be construed to require, or havethe effect of requiring, the City to take any action inconsistent with any applicable law, rule or regulation which governs the City's actions.

Section 15. NON-DISCRIMINATION.

Parties shall not discriminate on the grounds of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, including the medical condition of Acquired Immune Deficiency Syndrome (AIDS) or any condition related thereto, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military or veteran status in the selection and retention of employees and subcontractors and the procurement of materials and equipment, except as provided in Section 12940 of the California Government Code. Further, Parties agree to conform to the requirements of the Americans with Disabilities Act in the performance of this Partnership Agreement.

Section 16. DISPUTES.

Parties agree that before any Party commences any legal or equitable action, action for declaratory relief, suit, proceeding, or arbitration regarding the TCC Grant that the Parties shall first submit the dispute to mediation through a mutually acceptable professional mediator in Coachella County. Each Party shall bear its own expenses and costs associated with the mediation. Partiesshallshare the cost of a mediator equally.

Section 17. STATE DISCLAIMER.

Parties acknowledge that while the City has discussed the Project with the Strategic Growth Council, the State has not stated the conditions, if any, on which it would approve any approach to be funded pursuant to this Partnership Agreement. All terms and conditions stated in this Partnership Agreement or any other document regarding the Lead Applicant's or Co-Applicants' participation in the Project shall be modified as needed to meet all State requirements.

Section 18. MISCELLANEOUS.

18.1 Notices. Any notices, bills, invoices, or reports relating to this Partnership Agreement, and any request, demand, statement or other communication required or permitted hereunder shall be in writing to the addresses set forth on the signature pages , and shall be deemed to have been received on (a) the day of delivery, if delivered by hand during regular business hours or by confirmed facsimile during regular business hours; or (b) on the third business day following deposit in the United States mail, postage prepaid.

18.2 Conflict of Interest. No member, official or employee of the Parties shall have any personal interest, direct or indirect, in this Partnership Agreement nor shall any such member, official or employee participate in any decision relating to this Partnership Agreement which affects his or her personal interest or the interests of any corporation, partnership or association in which he or she is directly or indirectly interested.

Item 22.

18.3 Governing Law. This Partnership Agreement and any dispute arising hereunder shall be governed and interpreted in accordance with the laws of the State of California.

18.4 Venue. Any legal action related to the performance or interpretation of this Partnership Agreement shall be filed only in the Superior Court in Riverside County, California, and the Parties waive any provision of law providing for a change of venue to another location.

18.5 No Third-Party Beneficiaries. This Partnership Agreement is made and entered into for the sole protection and benefit of the Parties hereto and shall not create any rights in any third Parties. No other person or entity shall have any right of action based upon the provisions of this PartnershipAgreement.

18.6 Section Headings. The Section headings herein are for the convenience of the Parties only and shall not be deemed to govern, limit, modify or in any manner affect the scope, meaning or intent of the provisions or language of this PartnershipAgreement.

18.7 Compliance with Laws and Regulations; Legal Authority. By executing this Partnership Agreement, the Parties agree to comply with all applicable federal, state and local laws, regulations and ordinances. Nothing in this Partnership Agreement binds the Parties to perform any action that is beyond its legal authority.

18.8 Authority. The persons executing this Partnership Agreement or exhibits attached hereto on behalf of the Parties to this Partnership Agreement hereby warrant and represent that they have the authority to execute this Partnership Agreement and warrant and represent that they have the authority to bind the respective Parties to this Partnership Agreement to the performance of its obligations hereunder.

18.9 Assignment. The Parties shall not assign, transfer, or subcontract any interest in this Partnership Agreement without the prior written consent of the City. Any attempt to so assign, transfer, or subcontract any rights, duties, or obligations arising hereunder, without prior written consent of City shall be null, void and of no effect.

18.10 Counterparts. This Partnership Agreement may be executed in one or more counterparts, each of which shall be an original, but all of which shall constitute one and the sameinstrument.

18.11 Entire Agreement. This Partnership Agreement, including all exhibits and attachments hereto, is intended by the Parties hereto as a final expression of their understanding with respect to the subject matter hereof and as a complete and exclusive statement of the terms and conditions thereof and supersedes any and all prior and contemporaneous agreements and understandings, oral or written, in connection therewith. Any amendments to or clarification of this Partnership Agreement shall be in writing and acknowledged by all Parties to this PartnershipAgreement.

Item 22.
[SIGNATURES ON FOLLOWING PAGES.]
IN WITNESS WHEREOF, the PARTIES hereto have caused this Partnership Agreement to be executed by their duly authorized representatives on the dates set forth below.

CITY OF COACHELLA
a California general law city
By:

Name: Gabriel D. Martin, PhD
Its: City Manager
Dated: July 18, 2023
Address: 53990 Enterprise Way
Coachella, CA 92236

Item 22.

GRID ALTERNATIVES INLAND EMPIRE, INC.
a Delaware nonprofit corporation
By:

Name: Jaime Alonso
Its: Executive Director
Dated: July 18, 2023
Address: 2100 Atlanta Avenue
Riverside, CA 92507

Item 22.

PACIFIC SOUTHWEST COMMUNITY DEVELOPMENT CORPORATION
a California public benefit nonprofit corporation
By:

Name: Juan P. Arroyo
Its: Executive Vice President
Dated: July 18, 2023
Address: 16935 W. Bernardo Drive, Suite 238
San Diego, CA 92127

Item 22.

SOUTHERN CALIFORNIA MOUNTAINS FOUNDATION
a California public benefit nonprofit corporation
By:

Name: Stacy Gorin
Its: Executive Officer
Dated: July 18, 2023
Address: 1355 West 26th Street
San Bernardino, CA 92405

Item 22.

CHELSEA INVESTMENT CORPORATION
a California nonprofit corporation
By:

Name: Cheri Hoffman
Its: President
Dated: July 18, 2023
Address: 6339 Paseo Del Lago
Carlsbad, CA 92011

Item 22.

CENTER FOR EMPLOYMENT TRAINING
a California nonprofit corporation
By:

Name: Pascal Do
Its: Chief Operations Officer
Dated: July 18, 2023
Address: 701 Vine Street
San Jose, CA 95110

Item 22.

THE LATINO EQUITY ADVOCACY AND POLICY INSTITUTE
a California nonprofit corporation
By:

Name: Reynaldo Leon
Its: Executive Director
Dated: July 18, 2023
Address: 1515 E Divisadero Street, Suite #108
Fresno, CA 93721

Item 22.

KOUNKUEY DESIGN INITIATIVE, INC.
a California public benefit nonprofit corporation
By:

Name: Chelina Odbert
Its: Chief Executive Officer/Founding Principal
Dated: July 18, 2023
Address: 1515 Sixth Street
Coachella, CA 92236

Item 22.

ALIANZA COACHELLA VALLEY
a California nonprofit corporation
By:

Name: Silvia Paz
Its: Executive Director
Dated: July 18, 2023
Address: 1515 Sixth Street
Coachella, CA 92236

Item 22.

BOUND CORPORATION
a California limited liability company
By:

Name: Juan Guevara Diaz
Its: CEO
Dated: July 18, 2023
Address: 44907 Golf Center Parkway, Suite 1-2
Indio, CA 92201

Item 22.

DESERT RECREATION DISTRICT
a California nonprofit corporation
By:

Name: Kevin Kalman
Its: General Manager
Dated: July 18, 2023
Address: 45305 Oasis Street
Indio, CA 92201

Item 22.

THE REGENTS OF THE UNIVERSITY OF CALIFORNIA
a California nonprofit corporation formed under Article IX of the California Constitution
By:

Name: Ursula N. Prins
Its: Pre-Award Manager
Dated: July 18, 2023
Address: 245 University Avenue Office Bldg.

Riverside, CA 92521

Item 22.

EXHIBIT "A"

PROJECT AREA
Coachella Prospera
Project Area Map

Item 22.

EXHIBIT "B"

COLLABORATIVE STAKEHOLDER STRUCTURE
City of Coachella
Chelsea
Investment
Corporation
Pacific
Southwest CDC
GRID
Alternatives
So. California
Mountains
Foundation
Center for
Employment
Training
Bound
Corporation
Kounkuey Design
Initiative
The Latino Equity
Advocacy and
Policy Institute
Alianza Coachella
Valley
Desert
Recreation
District
University of
California
Riverside
Strategic
Growth Council

Item 22.

CITY OF COACHELLA
5 3 9 9 0 E N T E R P R I S E WAY , C O A C H E L L A , CA 9 2 2 3 6 ( 7 6 0 ) 3 9 8 - 3 5 0 2 ▪ WWW . C O A C H E L L A . O R G July 18, 2023
6 th Street Senior Apartments
Coachella, CA 92236
Subject: CFD Loan Commitment – 53 Unit, Mixed-Use Affordable Senior Housing Project To Whom It May Concern:

The City Council of the City of Coachella, by Resolution No. 2005-93, authorized the creation of the City of Coachella Community Facilities District 2005-1(the "CFD") and, by Resolution No. 202394 autho1ized the levy of a special tax for properties within the CFD (the "Special Assessment"), pursuant to the Mello-Roos Community Facilities Act of 1982, as amended.

Chelsea Investment Corporation ("Developer") has obtained site control for a proposed low income housing project with the intention of constructing a 53-unit affordable multifamily development with 4,742 square feet of commercial space, carports and related improvements known as the 6th Street Senior Apartments (the "Project") with expected entitlement in the name of a new entity to be formed conducive to the type of project contemplated ("to be formed entity"). The project includes properties with APNs 778-113-001 and 778-113-002.

The City agrees to enter into a conditional affordable housing loan commitment wherein the City agrees to loan "to be formed entity" funds for the prepayment of special assessments under the following terms:

1. Loan Amount - $6,658,788 * .

2. Loan Term - 55 years.

3. Interest- 3% simple per annum**.

4. Repayment - in full at end of loan term, sale or refinance.

5. Annual Payments - 50% of residual cash flow***.
*Based on CFD amount for fiscal year 22/23 of $1,249.40 presuming 2% average annual CIP increases.

Agreement amount to be updated to reflect current CFD rate at time of project completion. Special assessments exceeding the loan/prepayment amount within the 55-year term will be included in the applicable year levy.
**Interest will be calculated on the accrued unpaid special assessment balance each year.

Item 22.

CITY OF COACHELLA
5 3 9 9 0 E N T E R P R I S E WAY , C O A C H E L L A , CA 9 2 2 3 6 ( 7 6 0 ) 3 9 8 - 3 5 0 2 ▪ WWW . C O A C H E L L A . O R G ***Free cash flow will be stipulated in the agreement consistent with standard financial definitions and will specifically exclude any equity items such as but not limited to partnership distributions, profit pay outs, partner guaranteed payments or any other equity/capital distribution as defined by Generally Accepted Accounting Principles. Free cash flows will also specifically exclude reserve balances except for reasonable operating reserves which will not exceed one year of operating expenses as measured by the immediately preceding fiscal year.

Conditions of Loan Approval:

1. The Developer agrees to enter into a concurrent prepayment agreement in the same amount as the loan agreement. Monies received under the affordable housing loan agreement will be directly paid to the City in prepayment of CFD taxes due.

2. The Developer agrees to annex the property into the CFD.

3. The Developer agrees to applicable modification of the CFD to permit a prepayment agreement.

4. The Developer secures all project financing.

5. The Developer obtains all necessary City and other regulatory approvals.

6. The Developer agrees to complete all off-site improvements specified in grant, funding and City agreements along with related applications and supporting detail documents.

Council of the City of Coachella approved this conditional loan commitment for the above-referenced project at a specially convened meeting on July 26, 2023. This letter shall serve as an enforceable funding commitment for the loan. The loan, totaling $6,658,788 will be made as permanent funding for the project.

Should you have any questions, please do not hesitate to contact me at 760-398-3502.

Sincerely,
_______________________________
Dr. Gabriel D. Martin, City Manager

Item 22.

STAFF REPORT
7/26/2023
TO: Honorable Mayor and City Council Members
FROM: Randy Vasquez, Lieutenant
SUBJECT: Authorize the Use and Purchase Automated License Plate Reader (ALPR) Technology
STAFF RECOMMENDATION:

Staff recommends that City Council to take the following actions:
1) Authorize the use of Automated License Plate Readers within the City of Coachella, as prescribed pursuant to Senate Bill 34.
2) Approve the procurement of 70 ALPR cameras and authorize the City Manager to execute the attached Government Agency Customer Agreement for the amount of $234,500 (which includes $210,000 for the recurring annual subscription cost and $24,500 one-time installation cost), and subject to final minor edits by the City Attorney. 3) Approve Resolution No. 2023-56 establishing ALPR Use Policy and Delegation of Responsibilities to the Assistant Chief of Police / Sheriff’s Lieutenant.

BACKGROUND:

For several years, law enforcement agencies across the nation, to include the Riverside County Sheriff’s Department and agencies within the County of Riverside, have used Automated License Plate Reader (ALPR) technology to aid in criminal investigations and lifesaving emergencies. The ALPR system consists of fixed cameras mounted existing traffic or lighting posts that automatically recognize and photograph passing vehicles, through which license plates are translated into alphanumeric characters. The resulting data is compared to law enforcement databases to identify vehicles reported stolen, wanted connection to a crime, related to abducted or missing children, or are displaying lost or stolen license plates. If the license number is found to be wanted, the system alerts the local law enforcement users so they can investigate further.

Prior to any enforcement activity being initiated, deputies are required to verify alerts with dispatch or directly via the California Law Enforcement Telecommunications System (CLETS). The ALPR data is only accessible by law enforcement personnel for official investigative purposes and all access and database inquiries are logged and available for audit.

Item 23.

The Riverside County Sheriff’s Department is committed to operating ALPR technology in a measured means that balances personal privacy concerns and public safety. The Department follows strict protocols in the access, storage and use of ALPR data to ensure its integrity and compliance with applicable laws. Data may only be used for official law enforcement purposes, and cannot be shared, transferred, or sold for any other use. Employees are required to attend four hours of training about the system and policy prior to being given access to the system.

The ALPR vendor (“Flock Safety”) is required to maintain security procedures and practices, including operational, administrative, technical, and physical safeguards, to protect ALPR information from unauthorized access, destruction, use, modification, or disclosure.

On March 17, 2021, this item was taken to the Building/Code Enforcement/Public Safety SubCommittee for discussion with the committee approving it to move forward to the City Council for discussion. On May 26, 2021, Staff presented Item 36 to purchase 65 cameras and subscribe to the ALPR software system. City Council directed staff to return item back to the Building/Code Enforcement/Public Safety Sub-Committee to discuss different cost options in regards to the number of cameras to be installed. On May 30, 2023, Building/Code Enforcement/Public Safety Sub-Committee discussed three different cost options to return to the City Council for discussion and approval:
 Option 1: 30 Cameras:
o $90,000 = (30 cameras x $3,000/unit) – Recurring Annual Subscription Cost o $10,500 = (30 cameras x $350/unit) – One Time Installation Cost  Total: $100,500
 Option 2: 50 Cameras:
o $150,000 = (50 cameras x $3,000/unit) – Recurring Annual Subscription Cost o $17,500 = (50 cameras x $350/unit) – One Time Installation Cost  Total: $167,500
 Option 3: 70 Cameras:
o $210,000 = (70 cameras x $3,000/unit) – Recurring Annual Subscription Cost o $24,500 = (70 cameras x $350/unit) – One Time Installation Cost  Total: $234,500
DISCUSSION/ANALYSIS:

Effective policing is dependent on the efficient and continuous sharing and distribution of information to its field staff, which is largely accomplished through fliers and verbal daily briefings. As field staff continue to respond to and investigate new crimes, previously shared information becomes less relevant and difficult to recall, resulting in many unsolved crimes.

ALPR is designed to be a force multiplier for agencies that deploy this technology, allowing an opportunity to keep historical cases relevant without the need of fliers or individual recollection, by independently identifying wanted vehicles and bringing them to the attention of deputies. Law enforcement agencies who have deployed this technology, have benefited from a crime reduction rate of up to 60%.

Item 23.

Information obtained through ALPR technology is not enough evidence for any arrest and is simply another method of obtaining an investigative lead, where one did not exist before – thus, allowing more opportunity to identify suspects in cases such as burglaries, assaults, robberies, shootings, murders, stolen vehicles, hit and run collisions and locating missing juveniles or adults.

Many agencies throughout Riverside County to include cities who contract for law enforcement services with the Riverside County Sheriff’s Department, have already approved and deployed this technology within their communities. Law enforcement efforts to solve and combat crime are most successful as regional collaborative efforts. ALPR allows an opportunity to participate and solve crime regionally and locally.

The City of Coachella and other east valley cities have historically seen a disproportioned rate of violent and gang related crime in comparison to other communities. In 2020 alone, the city of Coachella experienced 125 shooting cases where hundreds of fired casings were recovered, and another 191 cases of reported shootings were no casings were found. During the same year, 192 families had their vehicle stolen, some of which were never recovered. ALPR technology has the analytical ability to compare dates and times of events to one another in search of common vehicles at the scene of these crimes, which can translate to an investigative lead towards the apprehension of offenders before they have an opportunity to reoffend.

In effort to balance personal privacy concerns and public safety, ALPR cameras are proposed to be mounted on vertical traffic/light posts outside of residential communities, focused on the rear end of passing vehicles and narrowly focused on the roadway to prevent any inadvertent captures.

If authorized, the City of Coachella will be the customer/subscriber and owner of its data captured.

By resolution, training, usage and audit responsibility will be delegated to the Assistant Chief of Police/Sheriff’s Lieutenant, with the oversight of the City Manager.

Independent studies conducted by “Flock Safety” have shown that most data collected through ALPR is only accessed or is useful within the first (30) days of capture. As a result, the data retention period allowed by “Flock Safety” is (30) days, after which it is automatically purged.

ALTERNATIVES:
1) Approve the procurement of 50 ALPR cameras and authorize the City Manager to execute the attached Government Agency Customer Agreement for the amount of $167,500 (which includes $150,000 for the recurring annual subscription cost and $17,500 one-time installation cost), and subject to final minor edits by the City Attorney 2) Approve the procurement of 30 ALPR cameras and authorize the City Manager to execute the attached Government Agency Customer Agreement for the amount of $100,500 (which includes $90,000 for the recurring annual subscription cost and $10,500 one-time installation cost), and subject to final minor edits by the City Attorney. 3) Continue the item and provide staff with direction.
4) Take no action.

Item 23.

FISCAL IMPACT:

ALPR procured through “Flock Safety” is a subscription-based service with year-to-year contracts and no hardware to maintain. Costs are inclusive of repairs and maintenance as necessary with no additional costs to the city. The purchase of this equipment will require a $234,500 appropriation from the City’s General Fund:
 $210,000 = (70 cameras x $3,000/unit) – Recurring Annual Subscription Cost  $24,500 = (70 cameras x $350/unit) – One Time Installation Cost o Total: $234,500
ATTACHMENTS:
1) Resolution No. 2023-56 establishing ALPR Use Policy and Delegation of Responsibilities to the Assistant Chief of Police/Sheriff’s Lieutenant.
2) Government Agency Customer Agreement
3) Addendum – Supplemental Conditions
4) Exhibit B – Insurance Requirements
5) Flock Safety Subscription Proposal and Order Form
6) ALPR Power Point Presentation

Item 23.
80237.00000\40724177.1
RESOLUTION NO. 2023-56

A RESOLUTION OF THE CITY COUNCIL OF THE CITY

OF COACHELLA, CALIFORNIA IN ADOPTING A

LICENSE PLATE CAMERA/ALPR USAGE AND PRIVACY
POLICY
WHEREAS, the City of Coachella may utilize Automated License Plate Recognition (ALPR) technology to assist law enforcement in proactive enforcement efforts on auto-theft and other criminal activity and prevent other serious crimes; and WHEREAS, the ALPR system is a searchable computerized database resulting from the operation of one or more mobile or fixed cameras combined with computer algorithms to read and convert images of license plates and the characters they contain into computer-readable data (“ALPR data”); and
WHEREAS, the information obtained by the ALPRs is considered “personal information” and subject to specific privacy and security requirements under applicable state law (SB 34) requiring the end-users to adopt a License Plate Camera Privacy Policy.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF COACHELLA DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS:

Section 1. Purpose.

The purpose of this Policy is to set forth the procedures for use of license plate imaging systems and equipment conducted in the course and scope of providing law enforcement, prosecutorial and crime prevention services as well as establishing use and data retention policies. The City will only make the data available to the Riverside County Sheriff’s Office (RSO), which provides law enforcement services for the City, or other law enforcement or prosecutorial agency upon request from those agencies. Once the data is obtained by any law enforcement or prosecutorial agency, the usage and privacy policies of that agency apply.

Section 2. Authorized Purposes for Using the License Plate Cameras and Collecting Photographic License Plate Images and/or ALPR Data.

The purpose for using ALPR data is to deter criminal activity and to aid law enforcement in itsinvestigation and prosecution of crimes.

Section 3. Person Authorized to Access or Collect License Plate Image/ALPR Data.

The ALPR camera system is installed and maintained by an independent contractor using proprietary technology. Footage is held temporarily on the camera for initial processing. All data is then securely stored in a cloud-based server where all data (both footage and metadata) is fully encrypted and automatically deleted every thirty (30) days. The ALPR system shall only be accessed or used by sworn the City Manager, RSO Officers. The independent contractor shall not access footage without explicit, written permission from the City to help collect evidence in the event of a crime and shall not share, sell, or monetize ALPR data.

Item 23.

Resolution No. 2023-56

Section 4. Training.

Training on the use of ALPR cameras shall be provided by the City Manager in cooperation withRSO and the independent contractor retained by the City for this purpose.

Section 5. How the License Plate Cameras will be monitored to Ensure Security of the Information and Compliance with Applicable Privacy Laws.

ALPR data is confidential and shall not be shared or open to the public for review. ALPR data may only be shared with other law enforcement or prosecutorial agencies for official law enforcement purposes in accordance with this Policy. Data shall not be used for any non-workrelated purposes and all uses shall take into consideration the privacy, civil rights, and civil liberties of individuals.

All information collected and stored as part of the license plate recognition system, including ALPR data shall be closely safeguarded and protected by both procedural and technological means and shall be securely stored in either (a) a specific secure location chosen by the City Manager, or (b) a secured cloud-based server. Unless and until the information is requested by law enforcement, and in accordance with the retention schedule in paragraph 8 below, only the City Manager shall have access to the information.

Section 6. The purposes of, process for, and restrictions on, the sale, sharing, or transfer of ALPR data to other persons.

All ALPR data access requires a username and password for access that is available only to theCity Manager and authorized sworn RSO Officers. Access to ALPR data may be provided by the City Manager to other law enforcement or prosecutorial agencies for official law enforcementpurposes only.

Once ALPR data is obtained by a law enforcement agency, it shall become the property of that agency, and the City of Coachella shall have no responsibility for that data and shall not be required to maintain any copy thereof.

Section 7. The Title of the Official Custodian, or Owner, of the License Plate Cameras responsible for implementing this Policy.

The City Manager shall be responsible for implementing this Policy.

Section 8. A Description of the Reasonable Measures that will be used to ensure the Accuracy of License Plate Recognition Data and Correction of Data Errors.

The ALPR system shall be monitored and maintained by the independent contractor to ensure functionality, reliability and functionality in accordance with specific terms and conditions of the applicable agreement.

Item 23.

Resolution No. 2023-56

Section 9. The Length of Time the License Plate Image Data Will be Retained and the Process Utilized to Determine if and when to Destroy Data.

ALPR data shall be stored in a secured cloud-based server for a minimum of thirty (30) days and then permanently deleted.

Section 10. Security Procedures to Protect ALPR Data.

The City Manager shall maintain reasonable security procedures including operational, administrative, technical, and physical safeguards to protect ALPR image data from unauthorized access, destruction, use, modification, or disclosure.

Section 11. Notice of Breach of Security.

In the event of a breach of security of license plate image data, the City will, pursuant to Civil Code section 1798.29 (i) (3), provide notice of said breach by posting conspicuous notice thereofon the City’s website for a minimum of 30 days, and by notifying major statewide media and the Office of Information Security within the Department of Technology.

Section 12. Effective Date.

This Resolution shall take effect from and after the date of its passage and adoption.

PASSED, APPROVED AND ADOPTED this 26th day of July 2023. ___________________________________
Steven A. Hernandez
Mayor
ATTEST:
___________________________________
Angela M. Zepeda
City Clerk
APPROVED AS TO FORM:
___________________________________
Carlos Campos
City Attorney

Item 23.

Resolution No. 2023-56

STATE OF CALIFORNIA

COUNTY OF RIVERSIDE

CITY OF COACHELLA
)
) ss.
)
I HEREBY CERTIFY that the foregoing Resolution No. 2023-56 was duly adopted by the City Council of the City of Coachella at a regular meeting thereof, held on the 26th day of July 2023, by the following vote of Council:

AYES:

NOES:

ABSENT:

ABSTAIN:
___________________________________
Delia Granados
Deputy City Clerk

Item 23.

GOVERNMENT AGENCY CUSTOMER AGREEMENT
This Government Agency Agreement (this “Agreement”) is entered into by and between Flock Group, Inc. with a place of business at 1170 Howell Mill Rd NW #210, Atlanta, GA 30318 (“Flock”) and the City of Coachella, a California Municipal Corporation having its principal place of business at 53-990 Enterprise Way, Coachella, CA 92236 (“Agency”) (each identified as a “Party,” and mutually referred to as the “Parties”).

RECITALS
WHEREAS, Flock offers a solution for automatic license plate detection through Flock’s technology platform (the “Flock Service”), and upon detection, the Flock Service creates images and recordings of suspect vehicles (“Footage”) and can provide notifications to Agency upon the authorization from Non-Agency End User (“Notifications”); WHEREAS, Agency desires to purchase, use and/or have installed access to the Flock Service in order to create, view, search and archive Footage and receive Notifications, including those from non-Agency users of the Flock System (where there is an investigative purpose) such as schools, neighborhood home owners associations, businesses, and individual users; and,
WHEREAS, unless legally required, because Footage is stored for no longer than 30 days in compliance with Flock’s records retention policy, Agency is responsible for extracting, downloading and archiving Footage from the Flock System on its own storage devices; and,
WHEREAS, Flock desires to provide Agency the Flock Service and any access thereto, subject to the terms and conditions of this Agreement, solely for the purpose of crime awareness and prevention by police departments and archiving for evidence gathering (“Purpose”).

AGREEMENT
NOW, THEREFORE, Flock and Agency agree as follows and further agree to incorporate the Recitals into this Agreement.

1. DEFINITIONS
Certain capitalized terms, not otherwise defined herein, have the meanings set forth or crossreferenced in this Section 1.

Item 23.

Government Agency Agreement

1.1 “Authorized End User” shall mean any individual employees, agents, or contractors of Agency accessing or using the Services through the Web Interface, under the rights granted to Agency pursuant to this Agreement.

1.2 "Agency Data” will mean the data, media and content provided by Agency through the Services. For the avoidance of doubt, the Agency Content will include the Footage and geolocation information and environmental data collected by sensors built into the Units.

1.3 “Documentation” will mean text and/or graphical documentation, whether in electronic or printed format, that describe the features, functions and operation of the Services which are provided by Flock to Agency in accordance with the terms of this Agreement.

1.4 “Embedded Software” will mean the software and/or firmware embedded or preinstalled on the Hardware.

1.5 “Flock IP” will mean the Flock Services, the Documentation, the Hardware, the Embedded Software, the Installation Services, and any and all intellectual property therein or otherwise provided to Agency and/or its Authorized End Users in connection with the foregoing.

1.6 “Footage” means still images and/or video captured by the Hardware in the course of and provided via the Services.

1.7 “Hardware” shall mean the Flock Gate Cameras and any other physical elements that interact with the Embedded Software and the Web Interface to provide the Services. The term “Hardware” excludes the Embedded Software.

1.8 “Installation Services” means the services provided by Flock regarding the installation, placements and configuration of the Hardware, pursuant to the Statement of Work attached hereto.

1.9 “Flock Services” means the provision, via the Web Interface, of Flock’s software application for automatic license plate detection, searching image records, and sharing Footage.

1.10 “Non-Agency End User” means a Flock’s non-Agency customer that has elected to give Agency access to its data in the Flock System for investigative purposes.

1.11 “Non-Agency End User Data” means the Footage, geolocation data, environmental data and/or Notifications of a Non-Agency End User for investigative purposes only.

Item 23.

Government Agency Agreement

1.12 “Unit(s)” shall mean the Hardware together with the Embedded Software.

1.13 “Web Interface” means the website(s) or application(s) through which Agency and its Authorized End Users can access the Services in accordance with the terms of this Agreement.

1.14 "Aggregated data" means information that relates to a group or category of customers, from which individual customers' identities have been removed, that is not linked or reasonably linkable to any customer, including via a device.

2. FLOCK SERVICES AND SUPPORT

2.1 Provision of Access. Subject to the terms of this Agreement, Flock hereby grants to Agency a non-exclusive, non-transferable right to access the features and functions of the Flock Services via the Web Interface during the Service Term and No-Fee Term, solely for the Authorized End Users. The Footage will be available for Agency to access via the Web Interface for 30 days.

Authorized End Users will be required to sign up for an account, and select a password and username (“User ID”). Flock will also provide Agency the Documentation to be used in accessing and using the Flock Services. Agency shall be responsible for all acts and omissions of Authorized End Users, and any act or omission by an Authorized End User which, if undertaken by Agency, would constitute a breach of this Agreement, shall be deemed a breach of this Agreement by Agency. Agency shall undertake reasonable efforts to make all Authorized End Users aware of the provisions of this Agreement as applicable to such Authorized End User’s use of the Flock Services and shall cause Authorized End Users to comply with such provisions. Flock may use the services of one or more third parties to deliver any part of the Flock Services, including without limitation using a third party to host the Web Interface which make the Flock Services available to Agency and Authorized End Users. Flock will passthrough any warranties that Flock receives from its then current third-party service provider to the extent that such warranties can be provided to Agency. SUCH WARRANTIES, AS PROVIDED AS HONORED BY SUCH THIRD PARTIES, ARE THE CUSTOMER’S SOLE AND EXCLUSIVE REMEDY AND FLOCK’S SOLE AND EXCLUSIVE LIABILITY WITH

REGARD TO SUCH THIRD-PARTY SERVICES, INCLUDING WITHOUT LIMITATION HOSTING THE WEB INTERFACE. Agency agrees to comply with any acceptable use policies and other terms of any third-party service provider that are provided or otherwise made available to Agency from time to time.

2.2 Embedded Software License. Subject to all terms of this Agreement, Flock grants Agency a limited, non-exclusive, nontransferable, non-sublicensable (except to the Authorized End Users), revocable right to use the Embedded Software as installed on the Hardware by Flock; in each case, solely as necessary for Agency to use the Flock Services.

Item 23.

Government Agency Agreement

2.3 Documentation License. Subject to the terms of this Agreement, Flock hereby grants to Agency a non-exclusive, nontransferable right and license to use the Documentation during the Service Term for Agency’s internal purposes in connection with its use of the Flock Services as contemplated herein.

2.4 Usage Restrictions. Agency will not, and will not permit any Authorized End Users to, (i) copy or duplicate any of the Flock IP; (ii) decompile, disassemble, reverse engineer or otherwise attempt to obtain or perceive the source code from which any software component of any of the Flock IP is compiled or interpreted, or apply any other process or procedure to derive the source code of any software included in the Flock IP, or attempt to do any of the foregoing, and Agency acknowledges that nothing in this Agreement will be construed to grant Agency any right to obtain or use such source code; (iii) modify, alter, tamper with or repair any of the Flock IP, or create any derivative product from any of the foregoing, or attempt to do any of the foregoing, except with the prior written consent of Flock; (vi) interfere or attempt to interfere in any manner with the functionality or proper working of any of the Flock IP; (v) remove, obscure, or alter any notice of any intellectual property or proprietary right appearing on or contained within any of the Application IP; (vii) use the Flock Services for timesharing or service bureau purposes or otherwise for the benefit of a third party or any purpose other than the Purpose; or (viii) assign, sublicense, sell, resell, lease, rent or otherwise transfer or convey, or pledge as security or otherwise encumber, Agency’s rights under Sections 2.1, 2.2, or 2.3. Non-agency data may only be accessed for investigative purposes.

2.5 Retained Rights; Ownership. As between the Parties, subject to the rights granted in this Agreement, Flock and its licensors retain all right, title and interest in and to the Flock IP and its components, and Agency acknowledges that it neither owns nor acquires any additional rights in and to the foregoing not expressly granted by this Agreement. Agency further acknowledges that Flock retains the right to use the foregoing for any purpose in Flock’s sole discretion. There are no implied rights.

2.6 Suspension. Notwithstanding anything to the contrary in this Agreement, Flock may temporarily suspend Agency’s and any Authorized End User’s access to any portion or all of the Flock IP if (i) Flock reasonably determines that (a) there is a threat or attack on any of the Flock IP; (b) Agency’s or any Authorized End User’s use of the Flock Service disrupts or poses a security risk to the Flock Service or any other customer or vendor of Flock; (c) Agency or any Authorized End User is/are using the Flock IP for fraudulent or illegal activities; (d) Flock’s provision of the Flock Services to Agency or any Authorized End User is prohibited by applicable law; or (e) any vendor of Flock has suspended or terminated Flock’s access to or use of any third party services or products required to enable Agency to access the Flock (each such suspension, in accordance with this Section 2.6, a “Service Suspension”). Flock will make commercially reasonable efforts, circumstances permitting, to provide written notice of any Service Suspension to Agency (including notices sent to Flock’s registered email address) and to provide updates regarding resumption of access to the Flock IP following any Service

Item 23.

Government Agency Agreement

Suspension. Flock will use commercially reasonable efforts to resume providing access to the Application Service as soon as reasonably possible after the event giving rise to the Service Suspension is cured. Flock will have no liability for any damage, liabilities, losses (including any loss of data or profits) or any other consequences that Agency or any Authorized End User may incur as a result of a Service Suspension.

2.7 Installation Services.

2.7.1 Designated Locations. Prior to performing the physical installation of the Units, Flock shall advise Agency on the location and positioning of the Units for optimal license plate image capture, as conditions and location allow. While Flock will provide advice regarding the location of positioning of such Units, Agency will have the ultimate decision regarding the location, position and angle of the Units (each Unit location so designated by Agency, a “Designated Location”). Due to the fact that Agency selects the Designated Location, Flock shall have no liability to Agency resulting from any poor performance, functionality or Footage resulting from or otherwise relating to the Designated Locations. After an installation plan with Designated Locations and equipment has been agreed upon by both Flock and the Agency, any subsequent changes to the installation plan driven by Agency's request will incur a $250 charge in addition to any equipment charges. These changes include but are not limited to camera re-positioning, adjusting of camera mounting, re-angling, changes to heights of poles, and removing foliage.

2.7.2 Agency’s Installation Obligations. Agency agrees to allow Flock and its agents reasonable access to the designated installation locations at all reasonable times upon reasonable notice for the purpose of performing the installation work (together with the preceding sentence, the “Agency Installation Obligations”). It is understood that the Installation Fees do not include any permits or associated costs, any federal, state or local taxes including property, license, privilege, sales, use, excise, gross receipts or other similar taxes which may now or hereafter become applicable to, measured by or imposed upon or with respect to the installation of the Hardware, its use, or any other services performed in connection therewith and that Agency shall be solely responsible for the foregoing. Agency represents and warrants that it has all necessary right title and authority and hereby authorizes Flock to install the Hardware at the Designated Locations and to make any necessary inspections or tests in connection with such installation.

2.7.3 Flock’s Installation Obligations. The Hardware shall be installed in a workmanlike manner in accordance with Flock’s standard installation procedures, and the installation will be completed within a reasonable time from the time the Designated Locations are selected by Agency.

Following the initial installation of the Hardware, Flock’s obligation to perform installation work shall cease; however, Flock will continue to monitor the performance of the Units. Agency understands and agrees that the Flock Services will not function without the Hardware.

2.7.4 Security Interest. The Hardware shall remain the personal property of Flock and will be removed upon the termination or expiration of this Agreement. Agency agrees to perform all acts

Item 23.

Government Agency Agreement

which may be necessary to assure the retention of title of the Hardware by Flock. Should Agency default in any payment for the Flock Services or any part thereof or offer to sell or auction the Hardware, then Agency authorizes and empowers Flock to remove the Hardware or any part thereof. Such removal, if made by Flock, shall not be deemed a waiver of Flock’s rights to any damages Flock may sustain as a result of Agency’s default and Flock shall have the right to enforce any other legal remedy or right.

2.8 Hazardous Conditions. Unless otherwise stated in the Agreement, Flock’s price for its services under this Agreement does not contemplate work in any areas that contain hazardous materials, or other hazardous conditions, including, without limit, asbestos. In the event any such hazardous materials are discovered in the designated locations in which Flock is to perform services under this Agreement, Flock shall have the right to cease work immediately in the area affected until such materials are removed or rendered harmless. Any additional expenses incurred by Flock as a result of the discovery or presence of hazardous material or hazardous conditions shall be the responsibility of Agency and shall be paid promptly upon billing.

2.9 Support Services. Subject to the payment of fees, Flock shall monitor the performance and functionality of Flock Services and may, from time to time, advise Agency on changes to the Flock Services, Installation Services, or the Designated Locations which may improve the performance or functionality of the Services or may improve the quality of the Footage. The work, its timing, and the fees payable relating to such work shall be agreed by the Parties prior to any alterations to or changes of the Services or the Designated Locations (“Monitoring Services”). Subject to the terms hereof, Flock will provide Agency with reasonable technical and on-site support and maintenance services (“On-Site Services”) in-person or by email at [email protected]. Flock will use commercially reasonable efforts to respond to requests for support.

3. AGENCY RESTRICTIONS AND

RESPONSIBILITIES

3.1 Agency Obligations. Agency agrees to provide Flock with accurate, complete, and updated registration information. Agency may not select as its User ID a name that Agency does not have the right to use, or another person’s name with the intent to impersonate that person.

Agency may not transfer its account to anyone else without prior written permission of Flock.

Agency will not share its account or password with anyone and must protect the security of its account and password. Agency is responsible for any activity associated with its account.

Agency shall be responsible for obtaining and maintaining any equipment and ancillary services

Item 23.

Government Agency Agreement

needed to connect to, access or otherwise use the Services. Agency will, at its own expense, provide assistance to Flock, including, but not limited to, by means of access to, and use of, Agency facilities and Agency equipment, as well as by means of assistance from Agency personnel, to the limited extent any of the foregoing may be reasonably necessary to enable Flock to perform its obligations hereunder, including, without limitation, any obligations with respect to Support Services or any Installation Services.

3.2 Agency Representations and Warranties. Agency represents, covenants, and warrants that Agency will use the Services only in compliance with this Agreement and all applicable laws and regulations, including but not limited to any laws relating to the recording or sharing of video, photo, or audio content and retention thereof.

4. CONFIDENTIALITY; AGENCY DATA; NONAGENCY DATA

4.1 Confidentiality. Each Party (the “Receiving Party”) understands that the other Party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). Proprietary Information of Flock is non-public information including but not limited to features, functionality, designs, user interfaces, trade secrets, intellectual property, business plans, marketing plans, works of authorship, hardware, customer lists and requirements, and performance of the Flock Services. Proprietary Information of Agency includes non-public Agency Data, Non-Agency End User Data, and data provided by Agency or a Non-Agency End User to Flock or collected by Flock via the Unit, including the Footage, to enable the provision of the Services. The Receiving Party shall not disclose, use, transmit, inform or make available to any entity, person or body any of the Proprietary Information, except as a necessary part of performing its obligations hereunder, and shall take all such actions as are reasonably necessary and appropriate to preserve and protect the Proprietary Information and the parties ’respective rights therein, at all times exercising at least a reasonable level of care. Each party agrees to restrict access to the Proprietary Information of the other party to those employees or agents who require access in order to perform hereunder. The Receiving Party agrees: (i) to take the same security precautions to protect against disclosure or unauthorized use of such Proprietary Information that the party takes with its own proprietary information, but in no event will a party apply less than reasonable precautions to protect such Proprietary Information, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Proprietary Information. Flock’s use of the Proprietary Information may include processing the Proprietary Information to send Agency Notifications or alerts, such as when a car exits Agency’s neighborhood, or to analyze the data collected to identify motion or other events.

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Government Agency Agreement

The Disclosing Party agrees that the foregoing shall not apply with respect to any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was in its possession or known by Receiving Party prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to Receiving Party without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party.

Nothing in this Agreement will prevent the Receiving Party from disclosing the Proprietary Information pursuant to any subpoena, summons, judicial order or other judicial or governmental process, provided that the Receiving Party gives the Disclosing Party reasonable prior notice of such disclosure to obtain a protective order or otherwise oppose the disclosure.

For clarity, Flock may access, use, preserve and/or disclose the Footage to law enforcement authorities, government officials, and/or third parties, if legally required to do so or if Flock has a good faith belief that such access, use, preservation or disclosure is reasonably necessary to:
(a) comply with a legal process or request; (b) enforce this Agreement, including investigation of any potential violation thereof; (c) detect, prevent or otherwise address security, fraud or technical issues; or (d) protect the rights, property or safety of Flock, its users, a third party, or the public as required or permitted by law, including respond to an emergency situation. Flock may store deleted Footage in order to comply with certain legal obligations but such retained Footage will not be retrievable without a valid court order.

4.2 Agency and Non-Agency End User Data. As between Flock and Agency, all right, title and interest in the Agency Data and Non-Agency End User Data, belong to and are retained solely by Agency. Agency hereby grants to Flock a limited, nonexclusive, royalty-free, worldwide license to use the Agency Data and Non-Agency End User Data and perform all acts with respect to the Agency Data and Non-Agency End User Data as may be necessary for Flock to provide the Flock Services to Agency, including without limitation the Support Services set forth in Section 2.9 above . As between Flock and Agency, Agency is solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of all Agency Data and Non-Agency End User Data. As between Agency and Non-Agency End Users that have prescribed access of Footage to Agency, each of Agency and Non-Agency End Users will share all right, title and interest in the Non-Agency End User Data. This Agreement does not by itself make any Non-Agency End User Data the sole property or the Proprietary Information of Agency.

4.3 Feedback. If Agency provides any suggestions, ideas, enhancement requests, feedback, recommendations or other information relating to the subject matter hereunder, Agency hereby assigns (and will cause its agents and representatives to assign) to Flock all right, title and interest (including intellectual property rights) with respect to or resulting from any of the foregoing.

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Government Agency Agreement

4.4 Aggregated Data. Notwithstanding anything in this Agreement to the contrary, Flock shall have the right to collect and analyze data and other information relating to the provision, use and performance of various aspects of the Services and related systems and technologies (including, without limitation, information concerning Agency Data and data derived therefrom). Agency acknowledges that Flock will be compiling anonymized and/or aggregated data based on Agency Data and Non-Agency End User Data input into the Services (the “Aggregated Data”).

Agency hereby grants Flock a non-exclusive, worldwide, perpetual, royalty-free right and license (during and after the Service Term hereof) to (i) use such Aggregated Data to improve and enhance the Services and for other development, diagnostic and corrective purposes in connection with the Services and other Flock offerings, and (ii) disclose the Agency Data and Non-Agency End User Data (both inclusive of any Footage) to enable law enforcement monitoring against law enforcement hotlists as well as provide Footage search access to law enforcement for investigative purposes only. No rights or licenses are granted except as expressly set forth herein.

5. PAYMENT OF FEES

5.1 Fees. Agency will pay Flock the first Usage Fee and the Installation Fee (the “Initial Fees”) as set forth on the Order Form on or before the 7th day following the Effective Date of this Agreement. Flock is not obligated to commence the Installation Services unless and until the Initial Fees have been made and shall have no liability resulting from any delay related thereto.

Agency shall pay the ongoing Usage Fees set forth on the Order Form with such Usage Fees due and payable thirty (30) days in advance of each Payment Period. All payments will be made by either ACH, check, or credit card.

5.2 Changes to Fees. Flock reserves the right to change the Fees or applicable charges and to institute new charges and Fees at the end of the Initial Term or any Renewal Term, upon sixty (60) days ’notice prior to the end of such Initial Term or Renewal Term (as applicable) to Agency (which may be sent by email). If Agency believes that Flock has billed Agency incorrectly, Agency must contact Flock no later than sixty (60) days after the closing date on the first billing statement in which the error or problem appeared, in order to receive an adjustment or credit. Inquiries should be directed to Flock’s customer support department.

Agency acknowledges and agrees that a failure to contact Flock within this sixty (60) day period will serve as a waiver of any claim Agency may have had as a result of such billing error.

5.3 Invoicing, Late Fees; Taxes. Flock may choose to bill through an invoice, in which case, full payment for invoices issued in any given month must be received by Flock thirty (30) days after the mailing date of the invoice. Unpaid amounts are subject to a finance charge of 1.5% per month on any outstanding balance, or the maximum permitted by law, whichever is lower,

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Government Agency Agreement

plus all expenses of collection, and may result in immediate termination of Service. Agency shall be responsible for all taxes associated with Services other than U.S. taxes based on Flock’s net income.

5.4 No-Fee Term Access. Subject to Flock’s record retention policy, Flock offers complimentary access to the Flock System for 30 days (“No Fee Term”) to Agency when Non-Agency End Users intentionally prescribe access or judicial orders mandate access to Non-Agency End User Data. No hardware or installation services will be provided to Agency.

No financial commitment by Agency is required to access the Flock Services or Footage.

Should such access cause Flock to incur internal or out-of-pocket costs that are solely the result of the access, Flock reserves the right to invoice these costs to Agency under Section 5.3 and Agency agrees to pay them. For clarity, No-Fee Terms and Service Terms can occur simultaneously, and when a No-Fee Term overlaps with a Service Term, Agency agrees to pay the Initial Fees and Usage Fees payments according to Section 5.1.

6. TERM AND TERMINATION

6.1 Term. Subject to earlier termination as provided below, the initial term of this Agreement shall be for the period of time set forth on the Order Form (the “Initial Term”). Following the Initial Term, this Agreement will automatically renew for successive renewal terms of the length set forth on the Order Form (each, a “Renewal Term”, and together with the Initial Term, the “Service Term”) unless either party gives the other party notice of non-renewal at least thirty (30) days prior to the end of the then-current term.

6.2 Agency Satisfaction Guarantee. At any time during the agreed upon term, a customer not fully satisfied with the service or solution may self-elect to terminate their contract. Self-elected termination will result in a one-time fee of up to $500 per camera to cover equipment removal costs. Upon self-elected termination, a refund will be provided, pro-rated for any fees paid for the remaining Term length set forth previously. Self-termination of the contract by the customer will be effective immediately. Flock will remove all equipment at own convenience upon termination. Advance notice will be provided.

6.3 Termination. In the event of any material breach of this Agreement, the non-breaching party may terminate this Agreement prior to the end of the Service Term by giving thirty (30) days prior written notice to the breaching party; provided, however, that this Agreement will not terminate if the breaching party has cured the breach prior to the expiration of such thirtyday period.

Either party may terminate this Agreement, without notice, (i) upon the institution by or against the other party of insolvency, receivership or bankruptcy proceedings, (ii) upon the other party's making an assignment for the benefit of creditors, or (iii) upon the other party's dissolution or

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Government Agency Agreement

ceasing to do business. Upon termination for Flock’s breach, Flock will refund to Agency a prorata portion of the pre-paid Fees for Services not received due to such termination.

6.4 Effect of Termination. Upon any termination of the Service Term, Flock will collect all Units, delete all Agency Data, terminate Agency’s right to access or use any Services, and all licenses granted by Flock hereunder will immediately cease. Agency shall ensure that Flock is granted access to collect all Units and shall ensure that Flock personnel does not encounter Hazardous Conditions in the collection of such units. Upon termination of this Agreement, Agency will immediately cease all use of Flock Services.

6.5 No-Fee Term. The initial No-Fee Term will extend, after entering into this Agreement, for 30 days from the date a Non-Agency End User grants access to their Footage and/or Notifications. In expectation of repeated non-continuous No-Fee Terms, Flock may in its sole discretion leave access open for Agency’s Authorized End Users despite there not being any current Non-Agency End User authorizations. Such access and successive No-Fee Terms are deemed to be part of the No-Fee Term. Flock, in its sole discretion, can determine not to provide additional No-Fee Terms or can impose a price per No-Fee Term upon 30 days ’notice. Agency may terminate any No-Fee Term or access to future No-Fee Terms upon 30 days ’notice.

6.6 Survival. The following Sections will survive termination: 2.4, 2.5, 3, 4, 5 (with respect to any accrued rights to payment), 6.5, 7.4, 8.1, 8.2, 8.3, 8.4, 9.1 and 10.5.

7. REMEDY; WARRANTY AND DISCLAIMER

7.1 Remedy. Upon a malfunction or failure of Hardware or Embedded Software (a “Defect”), Agency must first make commercially reasonable efforts to address the problem by contacting Flock’s technical support as described in Section 2.9 above. If such efforts do not correct the Defect, Flock shall, or shall instruct one of its contractors to, in its sole discretion, repair or replace the Hardware or Embedded Software suffering from the Defect. Flock reserves the right to refuse or delay replacement or its choice of remedy for a Defect until after it has inspected and tested the affected Unit; provided that such inspection and test shall occur within 72 hours after Agency notifies the Flock of defect. Flock agrees to replace cameras at a fee according to the then-current Reinstall Policy (https://www.flocksafety.com/reinstall-fee-schedule).

Customer shall not be required to replace subsequently damaged or stolen units; however, Customer understands and agrees that functionality, including Footage, will be materially affected due to such subsequently damaged or stolen units and that Flock will have no liability to Customer regarding such affected functionality nor shall the Fees owed be impacted.

7.2 Exclusions. Flock will not provide the remedy described in Section 7.1 above if any of the following exclusions apply: (a) misuse of the Hardware or Embedded Software in any manner,

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Government Agency Agreement

including operation of the Hardware or Embedded Software in any way that does not strictly comply with any applicable specifications, documentation, or other restrictions on use provided by Flock; (b) damage, alteration, or modification of the Hardware or Embedded Software in any way; or (c) combination of the Hardware or Embedded Software with software, hardware or other technology that was not expressly authorized by Flock.

7.3 Warranty. Flock shall use reasonable efforts consistent with prevailing industry standards to maintain the Services in a manner which minimizes errors and interruptions in the Services and shall perform the Installation Services in a professional and workmanlike manner. Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by Flock or by third-party providers, or because of other causes beyond Flock’s reasonable control, but Flock shall use reasonable efforts to provide advance notice in writing or by e-mail of any scheduled service disruption.

7.4 Disclaimer. THE REMEDY DESCRIBED IN SECTION 7.1 ABOVE IS AGENCY’S SOLE REMEDY, AND FLOCK’S SOLE LIABILITY, WITH RESPECT TO DEFECTIVE HARDWARE AND/OR EMBEDDED SOFTWARE. THE FLOCK DOES NOT
WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE;

NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. EXCEPT AS EXPRESSLY SET FORTH

IN THIS SECTION AND THE SUPPLEMENTAL CONDITIONS ADDENDUM,

EXCEPT AS SET FORTH IN THE SUPPLEMENTAL CONDITIONS ADDENDUM, THE SERVICES AND INSTALLATION SERVICES ARE PROVIDED “AS IS” AND FLOCK

DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT

LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE .

8. LIMITATION OF LIABILITY AND

INDEMNITY

8.1 Limitation of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY,

FLOCK AND ITS SUPPLIERS (INCLUDING BUT NOT LIMITED TO ALL HARDWARE

AND TECHNOLOGY SUPPLIERS), OFFICERS, AFFILIATES, REPRESENTATIVES,

CONTRACTORS AND EMPLOYEES SHALL NOT BE RESPONSIBLE OR LIABLE WITH

RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND

CONDITIONS RELATED THERETO UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, PRODUCT LIABILITY, OR OTHER THEORY: (A) FOR ERROR OR

INTERRUPTION OF USE OR FOR LOSS OR INACCURACY, INCOMPLETENESS OR

CORRUPTION OF DATA OR FOOTAGE OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY OR LOSS OF BUSINESS; (B) FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES; (C) FOR ANY MATTER BEYOND FLOCK’S ACTUAL KNOWLEDGE OR REASONABLE

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Government Agency Agreement

CONTROL INCLUDING REPEAT CRIMINAL ACTIVITY OR INABILITY TO CAPTURE

FOOTAGE OR IDENTIFY AND/OR CORRELATE A LICENSE PLATE WITH THE FBI DATABASE; (D) FOR ANY PUBLIC DISCLOSURE OF PROPRIETARY INFORMATION MADE IN GOOD FAITH; OR (E) FOR ANY AMOUNTS THAT, TOGETHER WITH

AMOUNTS ASSOCIATED WITH ALL OTHER CLAIMS, EXCEED TWO TIMES THE

AMOUNT OF FEES PAID AND/OR PAYABLE BY AGENCY TO FLOCK FOR THE SERVICES UNDER THIS AGREEMENT IN THE 12 MONTHS PRIOR TO THE ACT THAT

GAVE RISE TO THE LIABILITY, IN EACH CASE, WHETHER OR NOT FLOCK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING

LIMITATION OF LIABILITY SHALL NOT APPLY TO MATTERS STATED IN THE SUPPLEMENTAL CONDITIONS ADDENDUM. IN THE EVENT OF AN EMERGENCY, AGENCY SHOULD CONTACT 911 AND SHOULD NOT RELY ON THE SERVICES.

8.2 Additional No-Fee Term Requirements. IN NO EVENT SHALL FLOCK’S

AGGREGATE LIABILITY, IF ANY, ARISING OUT OF OR IN ANY WAY RELATED TO THE NO-FEE TERM EXCEED $100, WITHOUT REGARD TO WHETHER SUCH CLAIM IS

BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE. Except for Flock’s willful acts, Agency agrees to pay for Flock’s attorneys ’fees to defend Flock for any alleged or actual claims arising out of or in any way related to the NoFee Term.

8.3 Responsibility. Each Party to this Agreement shall assume the responsibility and liability for the acts and omissions of its own employees, deputies, officers, or agents, in connection with the performance of their official duties under this Agreement. Each Party to this Agreement shall be liable (if at all) only for the torts of its own officers, agents, or employees that occur within the scope of their official duties. Agency will not pursue any claims or actions against Flock’s suppliers.

8.4 Indemnity. Agency hereby agrees to indemnify and hold harmless Flock against any damages, losses, liabilities, settlements and expenses (including without limitation costs and attorneys ’fees) in connection with any claim or action that arises from an alleged violation of Section 3.2, a breach of this Agreement, Agency’s Installation Obligations, Agency’s sharing of any data in connection with the Flock system, Flock employees or agent or Non-Agency End Users, or otherwise from Agency’s use of the Services, Hardware and any Software, including any claim that such actions violate any applicable law or third party right. Although Flock has no obligation to monitor Agency’s use of the Services, Flock may do so and may prohibit any use of the Services it believes may be (or alleged to be) in violation of the Section

3.2 or this Agreement.

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Government Agency Agreement

9. RECORD RETENTION

9.1 Data Preservation. The Agency agrees to store Agency Data and Non-Agency End User Data in compliance with all applicable local, state and federal laws, regulations, policies and ordinances and their associated record retention schedules. As part of Agency’s consideration for paid access and no-fee access to the Flock System, to the extent that Flock is required by local, state or federal law to store the Agency Data or the Non-Agency End User Data, Agency agrees to preserve and securely store this data on Flock’s behalf so that Flock can delete the data from its servers and, should Flock be legally compelled by judicial or government order, Flock may retrieve the data from Agency upon demand.

10. MISCELLANEOUS

10.1 Severability. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable.

10.2 Assignment. This Agreement is not assignable, transferable or sublicensable by Agency except with Flock’s prior written consent. Flock may transfer and assign any of its rights and obligations, in whole or in part, under this Agreement without consent.

10.3 Entire Agreement. This Agreement and the Order Form(s) are the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all waivers and modifications must be in a writing signed by both parties, except as otherwise provided herein. None of Agency’s purchase orders, authorizations or similar documents will alter the terms of this Agreement, and any such conflicting terms are expressly rejected.

10.4 Relationship. No agency, partnership, joint venture, or employment is created as a result of this Agreement and Agency does not have any authority of any kind to bind Flock in any respect whatsoever.

10.5 Costs and Attorneys ’Fees. In any action or proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover costs and attorneys ’fees.

10.6 Governing Law; Venue. This Agreement shall be governed by the laws of the State of California without regard to its conflict of laws provisions. The federal and state courts sitting in California will have proper and exclusive jurisdiction and venue with respect to any disputes arising from or related to the subject matter of this Agreement. The parties agree that the United

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Government Agency Agreement

Nations Convention for the International Sale of Goods is excluded in its entirety from this Agreement.

10.7 Publicity. Flock has the right to reference and use Agency’ name and trademarks and disclose the nature of the Services provided hereunder in each case in business and development and marketing efforts, including without limitation on Flock’s website.

10.8 Export. Agency may not remove or export from the United States or allow the export or re-export of the Flock IP or anything related thereto, or any direct product thereof in violation of any restrictions, laws or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign agency or authority. As defined in FAR section 2.101, the Services, the Hardware, the Embedded Software and Documentation are “commercial items” and according to DFAR section 252.2277014(a)(1) and (5) are deemed to be “commercial computer software” and “commercial computer software documentation.” Consistent with DFAR section 227.7202 and FAR section 12.212, any use, modification, reproduction, release, performance, display, or disclosure of such commercial software or commercial software documentation by the U.S. Government will be governed solely by the terms of this Agreement and will be prohibited except to the extent expressly permitted by the terms of this Agreement.

10.9 Headings. The headings are merely for organization and should not be construed as adding meaning to the Agreement or interpreting the associated Sections.

10.10 Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

10.11 Authority. Each of the below signers of this Agreement represent that they understand this Agreement and have the authority to sign on behalf of and bind the organizations and individuals they are representing.

10.12 Notices. All notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; the day after it is sent, if sent for next day delivery by recognized overnight delivery service; and upon receipt, if sent by certified or registered mail, return receipt requested.

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Government Agency Agreement

AGENCY FLOCK
By: By:

William B. Pattison, City Manager Name: ________________________ Title: _________________________
Attest:

City Clerk
APPROVED AS TO FORM:

Carlos Campos, City Attorney

Item 23.

Flock Group Inc. Order Form
Coachella , CA
0001

ADDENDUM

CITY OF COACHELLA - SUPPLEMENTAL CONDITIONS
For purposes of this Addendum to the Agreement between Flock Group, Inc. and the City of Coachella, the term “Contractor” shall refer to Flock Group, Inc., and the term “City” shall be used to refer to the Customer, which is the City of Coachella.

1. California Civil Code Compliance. Contractor is advised of, and agrees it will comply with the requirements of the California Civil Code, Division 3, Part 4, Title 1.81.23 COLLECTION OF LICENSE PLATE INFORMATION [§§1798.90.5 - 1798.90.55] as applicable to an automated license plate recognition (ALPR) operator (also referred to as an “ALPR operator”). Contractor shall maintain reasonable security procedures and practices to protect ALPR information from unauthorized access, destruction, use, modification or disclosure that are at least as protective as the “Flock Safety End to End Data Security Overview,” “Flock Safety CJIS Compliance Overview,” and “Flock Safety Internet Security Policy,” (collectively, referred to as the “Flock Security Policies”) as each such policy was in effect as of January 29, 2020. Any amendment to the Flock Security Policies shall be transmitted to the City within 10 days. In the event the City determines in its sole discretion that any amendment to the Flock Security Policies either substantially reduces the privacy or security of Customer Content (including ALPR Footage) or the amendments would violate any State or Federal law, then the City shall have the right to terminate the Agreement and Flock will refund to City a pro-rata portion of the pre-paid Fees for Services not received due to such termination.

2. Disclosure of Security Breach. Contractor is advised of the requirements of the California Civil Code, section 1798.29, requiring notification to any resident of California in the event of breach of the security of the system. Contractor agrees it will notify the City immediately (and in no event more than 24 hours) upon the occurrence of any breach in the security of data that may potentially trigger the need for security breach notifications pursuant to Civil Code section 1798.29 or similar State or Federal law. The parties agree that the City will control the timing and content of any required security breach notification, and agree that Contractor shall fully pay or reimburse the City for the costs of providing any security breach notification required by Civil Code, section 1798.29,or similar State or Federal law, resulting from any security breach of the Flock Safety platform. Contractor’s responsibility for the costs of providing such security breach notifications shall not be limited by any disclaimer or limitation of liability in the Agreement, including but not limited to Sections 2.1, 7.4 and 8 of the SaaS Terms of this Agreement.

3. Indemnification. To the fullest extent permitted by law, Contractor shall indemnify, defend with counsel reasonably acceptable to the City, and hold harmless the City and its officials, officers, employees, agents, contractors, consultants, and volunteers from and against any and all losses, liability, claims, suits, actions, damages, and causes of action arising out of or relating to any personal injury, bodily injury, loss of life, or damage to property, or any violation of any federal, state, or municipal law or ordinance, to the extent caused, in whole or in part, by the willful misconduct

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2 or negligent acts or omissions of Contractor or its employees, subcontractors, or agents. The foregoing obligation of Contractor shall not apply when (1) the injury, loss of life, damage to property, or violation of law arises wholly from the negligence or willful misconduct of the City or its officers, employees, agents, contractors, consultants, or volunteers and (2) the actions of Contractor or its employees, subcontractor, or agents have contributed in no part to the injury, loss of life, damage to property, or violation of law. It is understood that the duty of Contractor to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code.

Acceptance by City of insurance certificates and endorsements required under the contract does not relieve Contractor from liability under this indemnification and hold harmless clause. This indemnification and hold harmless clause is a material element of the Agreement and shall apply to any damages or claims for damages whether or not such insurance policies shall have been determined to apply. This Section 3 shall survive termination or expiration of this Agreement. Contractor’s indemnification obligation pursuant to this Section shall not be limited by any disclaimer or limitation of liability in the Agreement, including but not limited to, Sections 2.1, 7.4 and 8 of the Government Agency Service Agreement.

4. Infringement. Without limiting the generality or applicability of Section 3, above, if a third party makes a claim against the City that any use of the Services in accordance with the terms of this Agreement infringes such third party’s intellectual property rights, Contractor, at its sole cost and expense, will defend City against the claim and indemnify City from the damages, losses, liabilities, costs and expenses awarded by the court to the third party claiming infringement or the settlement agreed to by Contractor, provided that City: (i) notifies Contractor promptly in writing of the claim; (ii) gives Contractor sole control of the defense and any settlement negotiations; and (iii) gives Contractor reasonable assistance in the defense of such claim. If Contractor believes or it is determined that the Services violated a third party’s intellectual property rights, Contractor may choose to either modify the Services to be non-infringing or obtain a license to allow for continued use, or if these alternatives are not commercially reasonable, Contractor may terminate City’s use rights and refund any unused, prepaid fees City may have paid to Contractor.

5. California Public Records Act Compliance. Notwithstanding Section 4 of the Government Agency Service Agreement, Contractor expressly understands that City is a public agency subject to the California Public Records Act (Cal. Government Code § 6250 et seq.). In the event that City receives a public records request seeking the disclosure of information that Contractor has designated as its “Proprietary Information,” City shall notify Contractor, and Contractor shall be allowed to take any reasonable action to preserve the confidentiality of such information. City’s obligation shall only extend to notifying Contractor of the request, and City shall have no obligation to preserve the confidentiality unless doing so is in full compliance with the law.

6. Independent Contractor. It is expressly agreed that Contractor is to perform the services described herein as an independent contractor pursuant to California Labor Code Section 3353. Nothing contained herein shall in any way be construed to make Contractor or any of its agents or employees, an agent, employee or representative of the City. Contractor shall be entirely responsible for the compensation of any employees used by Contractor in providing said services.

7. Subcontractors. Notwithstanding Section 2.1 of the Government Agency Service Agreement, if Contractor utilizes a third-party subcontractor or other vendor to provide the Services under this Agreement, Contractor shall ensure that such subcontractor(s) or vendor(s) complies with the terms of this Agreement, and shall be jointly and severally liable with the subcontractor/vendor for any breach by the subcontractor/vendor.

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3 8. Insurance. During the entire term of this Agreement and any extension or modification thereof, the Contractor shall keep in effect insurance policies meeting the following insurance requirements:

See Exhibit B – Insurance Requirements General.

9. Appropriation. City’s funding of this Agreement shall be on a fiscal year basis (July 1 to June 30) and is subject to annual appropriations. Contractor acknowledges that the City is a municipal corporation and is precluded by the California Constitution and other laws from entering into obligations that financially bind future governing bodies. Nothing in this Agreement shall constitute an obligation of future governing bodies to appropriate funds for the purposes of this Agreement. The parties agree that the Initial Term and any renewal term(s) is contingent upon the appropriation of funds by the City. This Agreement will terminate immediately if funds necessary to continue the Agreement are not appropriated. City shall pay Contractor for any services performed in accordance with this Agreement up to the date of termination.

10. Assignment. Contractor shall not assign this Agreement, or any part thereof, or any right of the Contractor hereunder without the prior written consent of the City. Notwithstanding, for purposes of this Contract, a merger, acquisition, reorganization, spin-off or other transaction involving a transfer of substantially all of the assets or common stock of either party hereto shall not be deemed an assignment.

Item 23.

EXHIBIT B

INSURANCE REQUIREMENTS
1) Insurance.
(1) Time for Compliance. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Consultant shall not allow any subconsultant to commence work on any subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this section.
(2) Types of Insurance Required. As a condition precedent to the effectiveness of this Agreement for work to be performed hereunder, and without limiting the indemnity provisions of the Agreement, the Consultant, in partial performance of its obligations under such Agreement, shall procure and maintain in full force and effect during the term of the Agreement the following policies of insurance. If the existing policies do not meet the insurance requirements set forth herein, Consultant agrees to amend, supplement or endorse the policies to do so. (a) Commercial General Liability: Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 0001, or the exact equivalent, with limits of not less than $1,000,000 per occurrence and no less than $2,000,000 in the general aggregate. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions (1) limiting coverage for contractual liability; (2) excluding coverage for claims or suits by one insured against another (crossliability); or (3) containing any other exclusion(s) contrary to the terms or purposes of this Agreement.
(b) Automobile Liability Insurance: Automobile Liability Insurance with coverage at least as broad as Insurance Services Office Form CA 0001 covering "Any Auto" (Symbol 1), or the exact equivalent, covering bodily injury and property damage for all activities with limits of not less than $1,000,000 combined limit for each occurrence. (c) Workers' Compensation: Workers' Compensation Insurance, as required by the State of California and Employer's Liability Insurance with a limit of not less than $1,000,000 per accident for bodily injury and disease.
(d) Professional Liability (Errors & Omissions): Professional Liability insurance or Errors & Omissions insurance appropriate to Consultant’s profession with limits of not less than $1,000,000. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusions that may potentially affect the work to be performed (for example, any exclusions relating to lead, asbestos, pollution, testing, underground storage tanks, laboratory analysis, soil work, etc.). If coverage is written on a claims-made basis, the retroactive date shall precede the effective date of the initial Agreement and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least three (3) years from termination or expiration of this Agreement.

Item 23.
(3) Insurance Endorsements. Required insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms approved by the City to add the following provisions to the insurance policies:
(a) Commercial General Liability
(i) Additional Insured: The City, its officials, officers, employees, agents, and volunteers shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement.
i. Additional Insured Endorsements shall not (1) be restricted to "ongoing operations"; (2) exclude "contractual liability"; (3) restrict coverage to "sole" liability of Consultant; or (4) contain any other exclusions contrary to the terms or purposes of this Agreement. For all policies of Commercial General Liability insurance, Consultant shall provide endorsements in the form of ISO CG 20 10 10 01 and 20 37 10 01 (or endorsements providing the exact same coverage) to effectuate this requirement.
(ii) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (b) Automobile Liability:
(c) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.
(4) Professional Liability (Errors & Omissions):
(a) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.
(b) Contractual Liability Exclusion Deleted: This insurance shall include contractual liability applicable to this Agreement. The policy must “pay on behalf of” the insured and include a provision establishing the insurer’s duty to defend.
(5) Workers' Compensation:
(a) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.
(b) Waiver of Subrogation: A waiver of subrogation stating that the insurer waives all rights of subrogation against the City, its officials, officers, employees, agents, and volunteers. (6) Primary and Non-Contributing Insurance. All policies of Commercial General Liability and Automobile Liability insurance shall be primary and any other insurance, deductible, or selfinsurance maintained by the City, its officials, officers, employees, agents, or volunteers shall not

Item 23.
contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions.
(7) Waiver of Subrogation. All policies of Commercial General Liability and Automobile Liability insurance shall contain or be endorsed to waive subrogation against the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against the City, its officials, officers, employees, agents, and volunteers, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
(8) Deductibles and Self-Insured Retentions. Any deductible or self-insured retention must be approved in writing by the City and shall protect the City, its officials, officers, employees, agents, and volunteers in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self-insured retention. (9) Evidence of Insurance. The Consultant, concurrently with the execution of the Agreement, and as a condition precedent to the effectivenessthereof,shall deliver either certified copies of the required policies, or original certificates on forms approved by the City, together with all endorsements affecting each policy. Required insurance policies shall not be in compliance if they include any limiting provision or endorsement that has not been submitted to the City for approval. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15 days) prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced and not replaced immediately so as to avoid a lapse in the required coverage, Consultant shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies.
(10) Failure to Maintain Coverage. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced immediately so as to avoid a lapse in the required coverage, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement effective upon notice.
(11) Acceptability of Insurers. Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and authorized to transact business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law. (12) Enforcement of Agreement Provisions (non estoppel). Consultant acknowledges and agrees that actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligation on the City nor does it waive any rights hereunder. (13) Requirements Not Limiting. Requirement of specific coverage or minimum limits contained in this Appendix are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance.

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(14) Insurance for Subconsultants. Consultant shall include all subconsultants engaged in any work for Consultant relating to this Agreement as additional insureds under the Consultant's policies, or the Consultant shall be responsible for causing subconsultants to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the City, its officials, officers, employees, agents, and volunteers as additional insureds to the subconsultant's policies.

All policies of Commercial General Liability insurance provided by Consultant’s subconsultants performing work relating to this Agreement shall be endorsed to name the City, its officials, officers, employees, agents and volunteers as additional insureds using endorsement form ISO CG 20 38 04 13 or an endorsement providing equivalent coverage. Consultant shall not allow any subconsultant to commence work on any subcontract relating to this Agreement until it has received satisfactory evidence of subconsultant’s compliance with all insurance requirements under this Agreement, to the extent applicable. The Consultant shall provide satisfactory evidence of compliance with this section upon request of the City.

Item 23.

FLOCK GROUP INC.

SERVICES AGREEMENT

ORDER FORM
This Order Form together with the Terms (as defined herein) describe the relationship between Flock Group Inc. (“Flock”) and the customer identified below (“Customer”) (each of Flock and Customer, a ”Party”). This order form (“Order Form”) hereby incorporates and includes the “GOVERNMENT AGENCY CUSTOMER AGREEMENT” attached (the “Terms”), any schedules attached thereto, and the Customer’s Supplemental Conditions Addendum attached hereto and incorporated herein by reference, which describe and set forth the general legal terms governing the relationship (collectively, the "Agreement" ). The Terms contain, among other things, warranty disclaimers, liability limitations and use limitations.

The Agreement will become effective when this Order Form is executed by both Parties (the “Effective Date”).

Customer: City of Coachella Contact: Dr. Gabriel Martin Address: 53-990 Enterprise Way Phone: (760) 398-3502
Coachella CA 92236 E-Mail: [email protected]
Usage Fees: $210,000 per Year
(The “Payment Period”)
Number of Cameras: 70
Initial Term: 12 Months
Renewal Term: 12 Months
Installation Fee (one-time) $24,500 Billing Contact: William B. Pattison, Jr.

Finance Director
By executing this Order Form, Customer represents and warrants that it has read and agrees all of the terms and conditions contained in the Terms attached. The Parties have executed this Agreement as of the dates set forth below.

Flock Group Inc: City of Coachella:

By:

Name:

Title:

Date:

By:
___________________________
Name: Dr. Gabriel Martin
Title: City Manager
Date:

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RIVERSIDE COUNTY SHERIFF’S DEPARTMENT
City of Coachella
Automated License Plate Reading (ALPR)

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What is ALPR
RIVERSIDE COUNTY SHERIFF’S DEPARTMENT
Plate
TX LGS2639
Make
Toyota
Color
Gray
Last Visit
3:15 PM EDT
Seen
3 OF 30 DAYS

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What does it do?
RIVERSIDE COUNTY SHERIFF’S DEPARTMENT
objective, real-time and investigative leads
● Vehicle Fingerprint ™ = license plate plus
● Indiscriminate evidence from fixed locations
● No people, no facial recognition, no traffic enforcement ● Solar Powered, LTE enabled-Easy to deploy

Item 23.

Where would cameras be deployed?
RIVERSIDE COUNTY SHERIFF’S DEPARTMENT
Major intersections throughout city/ entrance exit points. ● Normally 4 cameras needed to cover all directions of intersection. ● Would be mounted to existing light poles or standalone poles.

Item 23.

Flock is Widely Adopted in California
● Alhambra
● El Monte
● Glendale
● La Canada Flintridge
● Monterey Park
● San Dimas
● Arcadia
● Azusa
● Glendora
● Covina
● West Covina
● Pomona
● Calabasas
● La Puente
● Rosemead
● Jurupa Valley
● Lake Elsinore
● Hemet
● San Jacinto
● Cathedral City
● Riverside County Sheriff
● Temecula
● Moreno Valley
● Lake Elsinore
● Canyon Lake
● Beaumont
● Indio
● Norco
● Palm Desert
● Wildomar
● Indio
● Riverside
● Placentia
● Stanton
● Laguna Hills
● Lake Forest
● Seal Beach
● Oceanside
● Bakersfield
● Elk Grove
● Woodland
● Grass Valley
● San Ramon
● Danville
● Livermore
● Hercules
● Vacaville
● Lake County Sheriff
● Clear Lake
● Fairfield
● Benicia
● Rio Vista
● Dixon
● Napa County Sheriff
● San Mateo County Sheriff
● Novato
● San Mateo PD
● San Bruno
● Foster City
● Colma
● Hillsborough

Item 23.

Success stories
RIVERSIDE COUNTY SHERIFF’S DEPARTMENT
February 27, 2023
An elderly La Quinta man with dementia was reported missing after missing a medical appointment and didn’t return home. Deputies entered his vehicle into Flock. A Flock alert led deputies to Harrison St. and Ave 74. The man was located and reunited with his family.

Item 23.

Success stories
RIVERSIDE COUNTY SHERIFF’S DEPARTMENT
March 13, 2023
At 12:45 PM, a vehicle was reported stolen from a La Quinta service center and entered into Flock. At 3:30 PM, a Flock alert led Palm Desert deputies to Ramon Rd and Date Palm where the vehicle was located. The driver failed to yield and led deputies in a pursuit back to Bermuda Dunes where the suspect surrendered and was arrested.

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Success stories
RIVERSIDE COUNTY SHERIFF’S DEPARTMENT
March 14, 2023
A carjacking occurred in a La Quinta parking lot. PSC’s were used to obtain the stolen vehicle’s license plate and direction of travel. The suspect carjacked another vehicle in Cabazon. A Flock alert led Redlands PD to the second vehicle and the arrest of the suspect. Further investigation the same evening led to the recovery of the La Quinta stolen vehicle.

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Success stories
RIVERSIDE COUNTY SHERIFF’S DEPARTMENT
March 15, 2023
At 5 AM, a vehicle was stolen from north La Quinta and entered into Flock. At 6:30AM, a Flock alert led La Quinta SET deputies to Avenue 66 and Highway 86 where the vehicle was located and suspect arrested. Further investigation revealed this suspect was had stolen another vehicle from La Quinta earlier this year.

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Crime Statistics
RIVERSIDE COUNTY SHERIFF’S DEPARTMENT

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Crime Rankings & Trends 2021
722
1401
869
1886
815
140 60
2371
33 103 83 124
39 8 2
165
0 500
1000
1500
2000
2500
Coachella Indio La Quinta Palm Desert Rancho Mirage Cathedral City Desert Hot Springs Palm Springs Property Crime & Clearance
Property Crime
Cleared

6.6%

4.8%

5.7%

7.0%

3.3%
RIVERSIDE COUNTY SHERIFF’S DEPARTMENT

4.6%

7.4%

9.6%

Item 23.

Fiscal Impact (Option I)
RIVERSIDE COUNTY SHERIFF’S DEPARTMENT
70 Flock Falcon Cameras ($3,000 ea.) - $210,000
One-time Installation ($350 ea.) - $24,500
Total Cost $234,500
Reoccurring $210,000

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Fiscal Impact (Option II)
RIVERSIDE COUNTY SHERIFF’S DEPARTMENT
50 Flock Falcon Cameras ($3,000 ea.) - $150,000
One-time Installation ($350 ea.) - $17,500
Total Cost $167,500
Reoccurring $150,000

Item 23.

Fiscal Impact (Option III)
RIVERSIDE COUNTY SHERIFF’S DEPARTMENT
30 Flock Falcon Cameras ($3,000 ea.) - $90,000
One-time Installation ($350 ea.) - $10,500
Total Cost $100,500
Reoccurring $90,000

Item 23.

Questions
RIVERSIDE COUNTY SHERIFF’S DEPARTMENT

Item 23.

STAFF REPORT
7/26/2023
TO: Honorable Mayor and City Council Members
FROM: Celina Jimenez, Economic Development Director
SUBJECT: Adopt Resolution No. 2023-57 Authorizing the City of Coachella’s Participation in the County of Riverside’s Urban County Program for Fiscal Years 2024-25, 2025-2026, and 2026-2027
STAFF RECOMMENDATION:

Staff recommends that the City Council considers adopting Resolution No. 2023-57 authorizing the City of Coachella’s continued participation in the County of Riverside’s Urban County Program for fiscal years 2024-25, 2025-2026, and 2026-2027.

BACKGROUND:

In 1974, Congress initiated the Community Development Block Grant (CDBG) Program as part of the Housing and Community Development Act. The mission of the CDBG Program is to improve the quality of life for people of low-moderate incomes in low income census tract areas, aid in the prevention of neighborhood deterioration and meet other urgent community development needs. The purpose of CDBG funding is to provide capital to support local economies, help strengthen neighborhoods, empower families and promote individual achievement. Due to its emphasis on flexibility, CDBG remains one of the most effective forms of federal assistance available to local governments
The Riverside County Department of Housing, Homelessness Prevention, and Workforce Solutions will administer the CDBG funding and oversees approximately 14 non-entitlement communities throughout Riverside County, of which Coachella is a “Participating City.” The City qualifies as a Participating City due to its various low-to-moderate income Census tract areas. Due to federal requirements, a resolution must be submitted to Riverside County confirming the City of Coachella’s intent to continue its participation in the Riverside County Community Development Block Grant, HOME Investment Partnership Program, and the Emergency Solutions Grant for Fiscal Years 2024-25, 2025-2026, and 2026-2027.

DISCUSSION/ANALYSIS:

The term of this Agreement is for three (3) years commencing on July 1, 2024, through June 30, 2027, unless an earlier date of termination is fixed by U.S. Department of Housing and Urban Development, hereinafter referred to as HUD, pursuant to ACT.

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CDBG-eligible activities include: Public Facilities and Improvements, Rehabilitation, Construction of Housing, Code Enforcement, Special Economic Development Activities, Microenterprise Assistance, and other miscellaneous activities. No less than 70 percent of the funds must be used for activities that benefit low- and moderate-income persons over a period specified by the state, not to exceed 3 years. The selected activities must meet a national objective such as:

1. Benefiting low and moderate (L/M) income persons;

2. Addressing slums or blight; or

3. Meeting a particularly urgent community development need.

ALTERNATIVES:

1. Adopt Resolution No. 2023-57 Authorizing the City of Coachella’s Participation in the County of Riverside’s Urban County Program for Fiscal Years 2024-25, 2025-2026, and 2026-2027

2. Not Adopt Resolution No. 2023-57
FISCAL IMPACT:

There is no direct fiscal impact to the approval of the agreement; however, the approval of this agreement will ensure that Coachella is eligible for future CDBG funds, which, on average, have been approximately $340,000 per year.

ATTACHMENT(S):

1. Cooperation Agreement

2. Resolution No. 2023-57

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RESOLUTION NO. 2023-57

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COACHELLA AUTHORIZING PARTICIPATION IN THE COUNTY OF RIVERSIDE’S

URBAN COUNTY PROGRAM FOR FISCAL YEARS
2024-2025, 2025-2026, AND 2026-2027
WHEREAS, the City of Coachella has elected to participate as a unit of local government (Cooperating City) in the County of Riverside’s Urban County Program for Federal Fiscal Years 2024-25, 2025-26, and 2026-27; and
WHEREAS, the Cooperation Agreement will allow the County and City to carryout activities which are funded by Community Development Block Grant (CDBG), Home Investment Partnerships Program (HOME) funds, and Emergency Solutions Grant (ESG); and WHEREAS, the Cooperation Agreement will allow the Cooperating City to participate in the Urban County Consolidated Planning Programs.

NOW, THEREFORE BE IT RESOLVED, FOUND AND DETERMINED, by the City Council of the City of the City of Coachella sitting in regular session on July 26, 2023, that:

1. The Cooperation Agreement between the County of Riverside and the City of Coachella is hereby approved; and

2. The City Council hereby authorizes and directs the Mayor to execute the Cooperation Agreement on behalf of the City of Coachella.

Item 24.

Cooperation Agreement For CDBG, HOME And ESG Funds 2024-2026

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COOPERATION AGREEMENT

FOR THE COMMUNITY DEVELOPMENT BLOCK GRANT,

HOME INVESTMENT PARTNERSHIPS PROGRAM, AND

EMERGENCY SOLUTIONS GRANT
FOR FISCAL YEARS 2024-25, 2025-26, 2026-27
This Cooperation Agreement for the Community Development Block Grant, HOME Investment Partnerships Program, and the Emergency Solutions Grant for Fiscal Years 2024-25, 2025-26, 2026-27, hereinafter referred to as “Agreement” is made and entered into this ______ day of __________ 2023, by and between the COUNTY OF RIVERSIDE, a political subdivision of the State of California, hereinafter referred to as "COUNTY", and CITY OF COACHELLA, an incorporated municipality within the geographical boundaries of the COUNTY, hereinafter referred to as "CITY.” City and County individually referred to herein as “Party” and collectively as the “Parties.”

RECITALS
WHEREAS, the Housing and Community Development Act of 1974, as amended (42 U.S.C.A. § 5301 et seq.) (Public Law 93-383), hereinafter called "ACT", provides that Community Development Block Grant funds hereinafter referred to as "CDBG", may be used for the support of activities that provide decent housing, suitable living environments, and expanded economic opportunities principally for persons of low and moderate-income; and WHEREAS, the HOME Investment Partnerships Act program, hereinafter referred to as “HOME,” was enacted as Title II of the National Affordable Housing Act of 1990, for the purposes of: expanding the supply of decent, affordable housing for low and very-low income families with emphasis on rental housing; building State and local capacity to carry out affordable housing programs; and providing for coordinated assistance to participants in the development of affordable low-income housing; and
WHEREAS, the Emergency Solutions Grant, hereinafter referred to as “ESG,” was authorized by the McKinney-Vento Homeless Assistance Act of 1987 and the Homeless Emergency Assistance and Rapid Transition to Housing (HEARTH) Act of 2009. The objectives of the ESG program are to increase the number and quality of emergency shelters and transitional

Item 24.

Cooperation Agreement For CDBG, HOME And ESG Funds 2024-2026

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housing facilities for homeless individuals and families, to operate these facilities and provide essential social services, and to help prevent homelessness; WHEREAS, CDBG regulations require counties to re-qualify as an Urban County under the CDBG program every three (3) years.

NOW THEREFORE, in consideration of the mutual covenants herein set forth and the mutual benefits to be derived there from, the parties agree as follows:

1. GENERAL.
(a). This Agreement gives COUNTY authority to undertake, or assist in undertaking, activities for Fiscal Years 2024-25, 2025-26, and 2026-27, that will be funded from the CDBG, HOME, and ESG programs and from any program income generated from the expenditure of such funds. COUNTY and CITY agree to cooperate, to undertake, or to assist in undertaking, community renewal and lower-income housing assistance activities. COUNTY is qualified as an "Urban County" under the ACT. CITY, by executing this Agreement, hereby gives notice of its election to participate in an Urban County’s Community Development Block Grant (CDBG), Home Investment Partnerships Act (HOME), and Emergency Solutions Grant (ESG) programs, hereinafter referred to as "Urban County Programs". (b). By executing this Agreement, CITY understands that it may not apply for grants from appropriations under the Small Cities or State CDBG Programs for fiscal years during the period in which it participates in the Urban County’s CDBG program, and that CITY may only participate in the HOME program through the COUNTY’S Urban County Programs, not a HOME consortium. The CITY may also apply for HOME funds from the State of California, if permitted by the State.
(c). By executing this Agreement, CITY understands that it may only receive a formula allocation of ESG funds through the COUNTY’S Urban County Programs. The CITY may also apply for ESG funds from the State of California, if permitted by the State.

2. TERM.

The term of this Agreement shall be for three (3) years commencing on July 1, 2024, and expiring on June 30, 2027, unless an earlier date of termination is fixed by U.S.

Item 24.

Cooperation Agreement For CDBG, HOME And ESG Funds 2024-2026

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Department of Housing and Urban Development, hereinafter called HUD, pursuant to ACT. This Agreement shall automatically renew for participation in successive three-year qualification periods, unless COUNTY and CITY provide written notice it elects not to participate in a new qualification period. In the event of termination, a notice shall be sent to the HUD Field Office.

Notwithstanding the above, the Parties agree that each Party shall adopt amendments to the Agreement incorporating changes necessary to meet the requirement for cooperation agreements set forth in an Urban County Qualification Notice that is applicable for any subsequent three-year urban qualification period and shall submit such amendment to HUD as provide in the Urban County Qualification Notice. The Parties agree that failure to comply shall void the automatic renewal for such qualification periods.

During the term and any successive qualification periods should this Agreement automatically renew, the terms of this Agreement shall remain in effect until the CDBG funds and program income received with respect to activities carried out during the three-year qualification period are expended and the funded activities completed. Furthermore, neither the COUNTY nor the CITY may terminate or withdraw from this Agreement while it remains in effect.

3. PREPARATION OF FEDERALLY REQUIRED FUNDING
APPLICATIONS.

The County of Riverside Housing and Workforce Solutions, subject to approval of COUNTY’s Board of Supervisors, shall be responsible for preparing and submitting to the U.S.

Department of Housing and Urban Development (HUD), in a timely manner, all reports and statements required by the ACT and the Federal regulations promulgated by HUD to secure entitlement grant funding under the CDBG, HOME, and ESG programs. This duty shall include the preparation and processing of COUNTY Housing, Community, and Economic Development Needs Identification Report, Citizen Participation Plan, the County Five-Year Consolidated Plan, One-Year Action Plan, Consolidated Annual Performance and Evaluation Report (CAPER), and other related programs which satisfy the application requirements of ACT and its regulations.

4. COMPLIANCE WITH FEDERAL STATUTES, REGULATIONS AND
OTHER APPLICABLE STATUTES, REGULATIONS AND ORDINANCES.

Item 24.

Cooperation Agreement For CDBG, HOME And ESG Funds 2024-2026

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(a) COUNTY and CITY will comply with the applicable provisions of the ACT and those Federal regulations promulgated by HUD pursuant thereto, as the same currently exists or may hereafter be amended.
(b) The COUNTY and CITY are hereby obligated to take all actions necessary to assure compliance with COUNTY’s certification regarding affirmatively furthering fair housing pursuant to Section 104 (b) of Title I of ACT, as amended. (c) The COUNTY and CITY are hereby obligated to take all actions necessary to assure compliance with Section 504 of the Rehabilitation Act of 1973 and the Age Discrimination Act of 1975.
(d) COUNTY and CITY will comply with the applicable provisions of the following: National Environmental Policy Act of 1969; Title VI of the Civil Rights Act of 1964 and Title VIII of the Civil Rights Act of 1968; the Fair Housing Act; Title 24 Code of Federal Regulations part 570; Cranston-Gonzales National Affordable housing Act (Public Law 101-625); Executive Order 11063, as amended by Executive Order 12259; Executive Order 11988; the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (42 U.S.C.§4630, et. seq.); Section 109 of Title I of the ACT and implementing regulations at 24 CFR part 6; the implementing regulations at 24 CFR part 8, Title II of the Americans with Disabilities Act; the implementing regulations at 28 CFR part 35, the Age Discrimination Act of 1975; the implementing regulations at 24 CFR part 136, and Section 3 of the Civil Rights Act of 1963, as amended; and other Federal or state statute or regulation applicable to the use of CDBG, HOME Investment Partnerships Act (enacted as Title II of the National Affordable Housing Act of 1990), and Emergency Solutions Grant funds.
(e) CITY agrees that the Urban County Program funding for activities in, or in support of, the CITY are prohibited if CITY does not affirmatively further fair housing within CITY’S jurisdiction or impedes COUNTY actions to comply with its fair housing certification. (f) CITY and COUNTY shall meet the citizen participation requirements of 24 CFR 570.301 and provide Urban County Program citizens with all of the following:

Item 24.

Cooperation Agreement For CDBG, HOME And ESG Funds 2024-2026

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i. The estimate of the amount of CDBG funds proposed to be used for activities that will benefit persons of low and moderate-income; ii. A plan for minimizing displacement of persons as a result of activities assisted with CDBG funds and to assist persons actually displaced as a result of such activities;
iii. A plan that provides for and encourages citizen participation, with particular emphasis on participation by persons of low and moderate-incomes, residents of slum and blighted areas, and of areas in which funds are proposed to be used, and provides for participation of residents in low and moderate-income neighborhoods; iv. Reasonable and timely access to local meetings, information, and records relating to the grantee’s proposed use of funds, as required by the regulations of the Secretary, and relating to the actual use of funds under the ACT; v. Provide for public meetings to obtain citizen views and to respond to proposals and questions at all stages of the community development program, including at least the development of needs, the review of proposed activities and review of program performance.

Meeting shall be held after adequate notice, at times and locations convenient to potential or actual beneficiaries, and with accommodation for the disabled. (g). CITY shall develop a community development plan, for the period of this Agreement, which identifies community development and housing needs and specifies both short and long-term community development objectives.
(h). CITY certifies, to the best of its knowledge and belief, that:
i. No Federal appropriated funds have been paid or will be paid, by or on behalf of the CITY, to any person influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress, in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment or modification of any Federal contract, grant, loan or cooperative agreement.

Item 24.

Cooperation Agreement For CDBG, HOME And ESG Funds 2024-2026

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ii. If any funds other than Federally-appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress, in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit standard Form-LLL, "Disclosure Form to Report Lobbying", in accordance with its instructions.
iii. The CITY shall require that the language provided in Sections 4(e)(i) and 4(e)(ii) of this Agreement be included in the award documents for all sub-awards at all tiers (including subcontracts, sub- grants and contracts under grants, loans, and cooperative agreements) and that all sub-recipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into.
(iv). In accordance with Section 519 of Public Law 101-144, (the 1990 HUD Appropriations Act), the CITY certifies that it has adopted and is enforcing a policy prohibiting the use of excessive force by law enforcement agencies within its jurisdiction against any individuals engaged in non-violent civil rights demonstrations, and that it has adopted and is enforcing applicable State and local laws against physically barring entrance to, or exit from, a facility or location which is the subject of such non-violent civil rights demonstrations within its jurisdiction.

5. COMPLIANCE WITH POLICY AND PROGRAM OBJECTIVES.

The COUNTY’s Board of Supervisors have adopted policies and procedures to ensure efficient and effective administration of the CDBG, HOME and ESG programs. COUNTY will provide these policies and procedures to CITY within a reasonable time after this Agreement’s commencement date. COUNTY and City agree to comply with these said policies and program objectives and to take no actions to obstruct implementation of the approved 2024-2029 Five Year Consolidated Plan and the subsequent Five Year Consolidated Plan.

6. OTHER AGREEMENTS
Pursuant to Federal regulations at 24 CFR 570.501(b), CITY is subject to the same

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requirements applicable to sub-recipients, including the requirement of a written agreement set forth in Federal regulations at 24 CFR 570.503. For each fiscal year during the term of this Agreement, COUNTY and CITY shall enter into an additional agreement, commonly known as a Supplemental Agreement, that will have a term coinciding with a CDBG Program Year and enumerate the project(s) CITY will implement with its entitlement funds. Said Supplemental Agreement will set forth the time schedule for completion of said project(s) and any funding sources, in addition to entitlement funds, that will be used in completing the project(s). If substantial compliance with the completion schedule, due to unforeseen or uncontrollable circumstances, cannot be met by CITY, the schedule for the project(s) may be extended by COUNTY. If COUNY determines that substantial progress toward drawdown of funds is not made during the term of the Supplemental Agreement, the entitlement funds associated with the project(s) may be reprogrammed by COUNTY, to other activities as determined by COUNTY, after COUNTY provides appropriate written notice to CITY. COUNTY's decision not to extend the completion schedule associated with the project(s), or to reprogram the entitlement funds associated with the project(s), will not excuse CITY from complying with terms of this Agreement.

7. DETERMINATION OF PROJECTS TO BE FUNDED AND
DISTRIBUTION OF ENTITLEMENT FUNDS.

CITY agrees to submit to COUNTY in writing, no later than the date specified by COUNTY prior to each program year, the activities that the CITY desires to implement with its entitlement funds, said designation to comply with statutory and regulatory provisions governing citizen's participation. Said designation is to be reviewed by the COUNTY's Housing and Workforce Solutions to determine that the projects are eligible under Federal regulations for funding and inclusion in the One Year Action Plan of the County’s Five-Year Consolidated Plan and consistent with both Federal and COUNTY policy governing use of Community Development Block Grant (CDBG) funds.

In the event that CITY fails to submit to COUNTY the identified activities that the CITY desires to implement with its entitlement funds by the date specified prior to each program year, the COUNTY may determine the activities to be funded, without consent of the CITY,

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consistent with both Federal and COUNTY policy governing use of Community Development Block Grant (CDBG) funds.

Consistent with Sections 3, 4, 5, 6, and 7 of this Agreement, COUNTY's Board of Supervisors will make the final determination of the distribution and disposition of all CDBG funds received by COUNTY pursuant to the Act.

8. COMMUNITY DEVELOPMENT BLOCK GRANT MANUAL.

CITY warrants that those officers, employees, and agents, retained by it and responsible for implementing projects funded with CDBG have received, reviewed, and will follow the Community Development Block Grant Manual that has been prepared and amended by COUNTY, which Manual is incorporated herein and made a part hereof by this reference.

9. REAL PROPERTY ACQUIRED OR PUBLIC FACILITY
CONSTRUCTED WITH CDBG FUNDS.

When CDBG funds are used, in whole or in part, by CITY to acquire real property or to construct a public facility, CITY shall comply with the National Environmental Policy Act of 1969 (42 U.S.C. § 4321, et seq.), the California Environmental Quality Act (Cal. Pub. Resources Code § 21000, et seq.), the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (42 U.S.C. § 4630, et seq.), and California Government Code Sections 7260 et seq., as those laws may be amended from time-to-time and any Federal or state regulations issued to implement the aforementioned laws.

In addition, the following is to occur:
(a) Title to the real property shall vest in CITY;
(b) The real property title will be held by or the constructed facility will be maintained by the CITY for the approved use until five years after the date that the project is reported as “Completed” within the annual Consolidated Annual Performance and Evaluation Report
(c) While held by CITY, the real property or the constructed facility is to be used exclusively for the purpose for which acquisition or construction was originally approved by COUNTY;

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(d) CITY shall provide timely written notice to COUNTY of any action which would result in a modification or change in the use of the real property purchased or improved, in whole or in part, with CDBG or HOME funds from that planned at the time of acquisition or improvement, including disposition.
(e) CITY shall provide timely written notice to citizens and opportunity to comment on any proposed modification or change;
(f) Written approval from COUNTY must be secured if the property or the facility is to be put to an alternate use that is or is not consistent with Federal regulations governing CDBG funds;
(g) Should CITY desire during the five (5) year period to use the real property or the constructed facility for a purpose not consistent with applicable Federal regulations governing CDBG funds or to sell the real property or facility, then:
(i) If CITY desires to retain title, it will have to reimburse either COUNTY or the Federal government an amount that represents the percentage of current fair market value that is identical to the percentage that CDBG funds initially comprised to when the property was acquired or the facility was constructed;
(ii) If CITY sells the property or facility, or is required to sell the property or facility, CITY is to reimburse the COUNTY an amount that represents the percentage of proceeds realized by the sale that is identical to the percentage that CDBG funds comprised of the monies paid to initially acquire the property or construct the facility. This percentage amount will be calculated after deducting all actual and reasonable cost of sale from the sale proceeds.

10. DISPOSITION OF INCOME GENERATED BY THE EXPENDITURE
OF CDBG FUNDS.

CITY shall inform COUNTY in writing of any income generated by the expenditure of CDBG funds received by CITY from COUNTY. CITY may not retain program income so generated. Any and all program income shall be returned to the County and may only be used for eligible activities in accordance with all CDBG requirements, including all requirements for citizen participation.

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The COUNTY is required by HUD to monitor and report the receipt and use of all program income. CITY is required to track, monitor, and report any and all program income as requested by COUNTY.

11. TERMINATION.

Except as provided for in Section 2, CITY and COUNTY cannot terminate or withdraw from this Agreement while it remains in effect.

12. NOTICES.

All correspondence and notices required or contemplated by this Agreement shall be delivered to the respective parties at the addresses set forth below and are deemed submitted two days after their deposit in the United States mail, postage prepaid:

COUNTY OF RIVERSIDE CITY OF COACHELLA
Heidi Marshall, Director Dr. Gabriel Martin, City Manager County of Riverside HWS City of Coachella
P.O. Box 1528 53-900 Enterprise Way
Riverside, CA 92502 Coachella, CA 92236

13. AGREEMENT ADMINISTRATION.

The City Manager in the case of the City of Coachella, and the Director of Housing and Workforce Solutions, in the case of the County of Riverside, or their designee, shall administer the terms and conditions of this Agreement for their respective city or county.

14. COOPERATION; FURTHER ACT.

The PARTIES shall cooperate fully with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purpose of the Agreement.

15. NO THIRD-PARTY BENEFICIARIES.

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This Agreement is made and entered into for the sole protection and benefit of the PARTIES hereto and shall not create any rights in any third parties. No other person or entity shall have any right or action based upon the provisions of the Agreement.

16. SECTION HEADINGS.

The Section headings herein are for the convenience of the PARTIES only and shall not be deemed to govern, limit, modify or in any manner affect the scope, meaning or intent of the provisions or language of this Agreement.

17. FORMER AGREEMENTS UTILIZING COMMUNITY
DEVELOPMENT BLOCK GRANT FUNDS BETWEEN COUNTY AND CITY.

All agreements between CITY and COUNTY regarding the use of CDBG funds for fiscal years 1975-76 through fiscal years 2023-2024, and any Supplemental Agreements there under, shall remain in full force and effect. If the language of this Agreement is in conflict or inconsistent with the terms of any prior said agreements between CITY and COUNTY, the language of this Agreement will be controlling.

18. INDEMNIFICATION
CITY agrees to indemnify, defend, and hold harmless COUNTY and its authorized officers, employees, agents, and volunteers from any and all claims, actions, losses, damages, and/or liability arising from CITY acts, errors or omissions and for any costs or expenses incurred by COUNTY on account of any claim therefore, except where such indemnifications is prohibited by law. CITY shall promptly notify COUNTY in writing of the occurrence of any such claims, actions, losses, damages, and/or liability.

CITY shall indemnify and hold harmless COUNTY against any liability, claims, losses, demands, and actions incurred by COUNTY as a result of the determination by HUD or its successor that activities undertaken by CITY under the program(s) fail to comply with any laws, regulations, or policies applicable thereto or that any funds billed by and disbursed to CITY under this Agreement were improperly expended.

19. COMPLIANCE WITH LAWS AND REGULATIONS.

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By executing this Agreement, the Parties hereby certify that they will adhere to and comply with all Federal, state and local laws, regulations and ordinances.

20. ENTIRE AGREEMENT.

It is expressly agreed that this Agreement embodies the entire agreement of the Parties in relation to the subject matter hereof, and that no other agreement or understanding, verbal or otherwise, relative to this subject matter, exists between the Parties at the time of execution.

21. SEVERABILITY.

Each paragraph and provision of this Agreement is severable from each other provision and in the event any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provision will never the less continue in full force without being impaired or invalidated in any way.

22. ASSIGNMENT.

CITY shall not make any sale, assignment, conveyance or lease of any trust or power, or transfer in any other form with respect to this Agreement, or delegate or assign any interest in this Agreement without prior written approval of the County.

23. INTERPRETATION AND GOVERNING LAW.

This Agreement and any dispute arising hereunder shall be governed by and interpreted in accordance with the laws of the State of California. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties hereto, and the rule of construction to the effect that ambiguities are to be resolved against the drafting Party shall not be employed in interpreting this Agreement, all Parties having been represented by counsel in the negotiation and preparation hereof.

24. WAIVER.

Failure by a Party to insist upon the strict performance of any of the provisions of this Agreement by the other Party, or the failure by a Party to exercise its rights upon the default of the other Party, shall not constitute a waiver of such Party’s right to insist and demand strict compliance by the other Party with the terms of this Agreement thereafter.

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25. JURISDICTION AND VENUE.

Any action at law or in equity arising under this Agreement or brought by a Party hereto for the purpose of enforcing, construing or determining the validity of any provision of this Agreement shall be filed in the Superior Court of California, County of Riverside, State of California, and the Parties hereto waive all provisions of law providing for the filing, removal or change of venue to any other court or jurisdiction.

26. AMENDMENTS
No change, amendment, or modification to the Agreement shall be valid or binding upon CITY or COUNTY unless such change, amendment, or modification is in writing and duly executed. CITY and COUNTY agree to adopt any necessary amendments to this Agreement to incorporate changes required by HUD as set forth in the Urban County Qualification Notice.

Amendments must be submitted to HUD as provided in the Urban County Qualification Notice and failure to do so will void the automatic renewal for such qualification period.

27. PROHIBITION OF CDBG FUND TRANSFER
The CITY may not sell, trade, or otherwise transfer all or any portion of the CDBG funds to another such cooperating city, metropolitan city, urban county, or Indian tribe, that directly receives CDBG funds in exchange for any other funds, credits, or non-Federal considerations. CITY must use the CDBG funds for activities eligible under Title I of the ACT.

28. EMERGENCY SOLUTIONS GRANT FORMULA ALLOCATION
CITY acknowledges that while participating in the COUNTY’s Urban County program, CITY can only receive a formula Emergency Solutions Grant (ESG) allocation from the Urban County program and only at such times as authorized by the Board of Supervisors. The CITY and COUNTY may also apply for ESG funds from the State of California, if permitted by the State.

29. HOME INVESTMENT PARTNERSHIP ACT FORMULA

ALLOCATION
CITY acknowledges that while participating in the COUNTY’s Urban County program, CITY can only receive a formula HOME allocation from the Urban County program

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and only at such times as authorized by the Board of Supervisors. The CITY and COUNTY may also apply for HOME funds from the State of California, if permitted by the State.

30. AUTHORITY TO EXECUTE.

The persons executing this Agreement or exhibits attached hereto on behalf of the Parties to this Agreement hereby warrant and represent that they have the authority to execute this Agreement and warrant and represent that they have the authority to bind the respective Parties to this Agreement to the performance of its obligations hereunder.

31. INCORPORATION OF RECITALS
The Parties hereby affirm the facts set forth in the recitals above. Said recitals are incorporated herein and made an operative part of this Agreement.

32. COUNTERPARTS
This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, together, shall constitute one and the same instrument. [SIGNATURES ON FOLLOWING PAGE]

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IN WITNESS WHEREOF, the COUNTY and CITY have executed this Agreement on the date shown below.

Date: _______________________

COUNTY OF RIVERSIDE, CITY OF COACHELLA,
a political subdivision of the A Council -Manager, general law city State of California
BY: ____________________________ BY: _________________________ Heidi Marshall, Director Mayor
Housing and Workforce Solutions
APPROVED AS TO FORM: ATTEST:

Minh C. Tran, County Counsel
BY: ________________________
By: __________________________________ City Clerk
Paula S. Salcido, Deputy County Counsel

APPROVED AS TO FORM:

BY: __________________________
City Attorney

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COUNTY COUNSEL CERTIFICATION
The Office of County Counsel of the County of Riverside hereby certifies that the terms and provisions of this Agreement are fully authorized under state and local law and that the Agreement provides full legal authority for the COUNTY to undertake, or assist in undertaking, essential community development and housing assistance activities specifically urban renewal and publicly assisted housing.

Minh C. Tran
County Counsel
By:

Deputy, Paula S. Salcido