Item 13.
IMPORTANT INFORMATION ABOUT YOUR
CETERA WEALTH SERVICES’ RELATIONSHIP,
ACCOUNT AGREEMENT DISCLOSURE SUPPLEMENT
©2010 Cetera Wealth Services, LLC
25-0103 CWS AADS 07/25
Cetera Wealth Services, LLC, through
your registered representative, makes
a wide variety of mutual funds and
variable insurance products, including
annuities, available to you. You pay either
a sales charge when you purchase your
investments (such as for Class A shares of
a mutual fund), or the sales charge may be
built into the expenses of the product and/
or charged to you when you sell (such as
for Class B or C shares of a mutual fund).
Cetera Wealth Services is paid by the
of that payment goes to your registered
representative.
Your sales charges and expenses, and
the sales commissions paid to us and our
investment, and may depend on the amount
of money you invest. Some product issuers
“commission specials,” which increase
the sales commissions paid to us and
our representatives. Sales charges, and
information about expenses, are explained
in the product’s prospectus. Generally
speaking, investors buying the same product
for the same kind of investment account with
the same investment amount pay the same
sales charge. This is true regardless of the
broker-dealer and registered representative
through which the investment is purchased.
Our Strategic Partners. Although we make
a large number of products available to you,
we concentrate our marketing and training
of select companies (Strategic Partners).
Strategic Partners are selected, in part,
products, their technology, their customer
service and their training capabilities.
Our Strategic Partners have more
opportunities than other companies to provide
our customers and our representatives with
education on investments, the products
ideas and other issues. They may attend or
sponsor education and training meetings for
our representatives. Our Strategic Partners
also have the opportunity to receive input
from our representatives on features of
their products. As discussed below, our
Strategic Partners pay additional amounts
to Cetera Wealth Services to compensate us
for these enhanced marketing and training
opportunities.
What Strategic Partners Pay to Cetera
Wealth Services. It is important to know
that although Strategic Partners pay extra
compensation to Cetera Wealth Services
purchase Strategic Partner products through
Cetera Wealth Services than you would pay
to purchase those products through another
broker-dealer. Nevertheless, the payment
of this additional compensation to Cetera
Wealth Services by our Strategic Partners
promote those products over other products.
The additional amounts Strategic Partners
pay Cetera Wealth Services vary from one
Partner to another and from one product to
amount, as a percentage of product sales
(up to a maximum of 1/4 of 1%—which
would be $25 on a $10,000 investment),
as a percentage of our customers’ assets
invested in the products (up to a maximum
of 1/10 of 1%—which would be $10
on a $10,000 investment), or as some
combination of these. The prospectus and
statement of additional information for each
mutual fund or variable insurance product
should have additional information about
these payments.
Representatives. Your representative does
not receive additional commissions for
selling a Strategic Partner product, except
when from time to time Cetera Wealth
Services allows its representatives to
a product you are considering is part of a
commission special, ask your representative
or visit the product issuer’s website.
Cetera Wealth Services’ representatives do
Strategic Partner program. In some cases the
transaction clearing costs that would normally
be paid by you or your representative may be
reduced or eliminated on Strategic Partner
products. Also, your representative indirectly
Cetera Wealth Services when this money
is used to support costs relating to product
review, marketing or training.
Other Compensation and Reimbursements.
Companies that are not Strategic Partners
may at times send Cetera Wealth Services
payments in recognition of our sales and
opportunities to provide marketing services
to our representatives. Also, both Strategic
Partners and other companies may pay
marketing allowances to Cetera Wealth
Services in connection with the sale of
insurance products. Both Strategic Partners
and other companies may also reimburse up
to 100% of the cost of training and education
meetings for our representatives, as permitted
by industry rules. Sales of any products by
Cetera Wealth Services representatives may
qualify representatives for additional cash
and non-cash compensation that may include
support for their business activities, attendance
at seminars, conferences and entertainment.
Additionally, some investments, whether they
are issued by a Strategic Partner or not, may
pay higher rates of compensation than others.
Further, some of Cetera Wealth Services’
employees may receive a portion of their
employment compensation based on sales of
products of Strategic Partners.
Cetera Wealth Services does from time to time
Partners Program. You can view the most upto-date list of its Strategic Partners on Cetera Wealth Services’ public website at www.
cetera.com/cetera-wealth-services
If you have any questions, please ask your
registered representative or call 800.879.8100.
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© 2016 Cetera Wealth Services, LLC
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FLEXINSURED ACCOUNT®
DISCLOSURE STATEMENT
Cetera Wealth Services, LLC (Cetera) is pleased to welcome you to the FlexInsured Account, a bank deposit sweep option in our Cash Sweep Program.
The FlexInsured Account is a sweep option that permits cash balances awaiting investment or reinvestment in eligible accounts to be automatically deposited (or swept) into interest-bearing accounts (Deposit Accounts) at designated program banks, (which may include The Bank of New York Mellon (BNYM) and BNY Mellon, National Association (BNY Mellon, N.A.), (collectively, Program Banks)). Funds in each Deposit Account held to $250,000 (the current Deposit Insurance Limit) per category of legal ownership as recognized by the FDIC (e.g., individual, corporate, trust, etc.) at each Program Bank. This insurance amount increases to $500,000 in principal and accrued interest for joint accounts. Please note that funds deposited through the FlexInsured Account are not protected by the Securities Investor Protection Corporation (SIPC). See “FDIC Insurance at Program Banks” below for additional information about the FDIC and how FDIC insurance works.
SUMMARY OF TERMS AND CONDITIONS
This summary of the FlexInsured Account is prepared for your convenience and must be read in conjunction with the detailed disclosure below.
Cetera has asked Pershing LLC (Pershing), our fully disclosed clearing agent, to assist us in operating the FlexInsured Account which, if you choose to participate, sweeps the uninvested cash balances in your Cetera brokerage account carried at Pershing (Cetera Account) into Deposit Accounts at Program Banks. Funds in Deposit Accounts will begin earning interest from the day they are received by the Program Bank. You may discontinue your participation in the FlexInsured Account at any time. BNYM is a NY state-chartered bank and BNY Mellon, N.A. is a national bank association. Both and subsidiaries of The Bank of New York Mellon Corporation. By selecting the FlexInsured Account as the automatic sweep option in your Cetera Account, you agree to appoint Pershing, our fully disclosed clearing agent, as your authorized agent to establish and maintain Deposit Accounts at these terms and conditions.
Federal Deposit Insurance. Your funds are deposited into Deposit Accounts in a manner designed to provide up to $2,500,000 of FDIC insurance protection on your FlexInsured Account balance, subject to bank availability. This coverage protects your balance held in Deposit Accounts, up to Account participants at each Program Bank and intends to limit each customer’s deposits at each Program Bank to $246,500 (98.6% of the Deposit Insurance Limit) to help ensure that principal amounts and accrued interest receive FDIC insurance coverage. Once this amount is reached, additional amounts are deposited in subsequent Program Banks in amounts not to exceed $246,500 at each Program Bank. Once the $2,500,000 program total has been deposited at Program Banks, or if Program Banks no longer have the capacity to accept additional deposits, any available cash in your account will be placed in Deposit Accounts at Program Banks chosen to serve as the “Overage Banks.” Your deposits at an Overage Bank in excess of the Deposit Insurance Limit will not be covered by FDIC Insurance. Any money you hold at a Program Bank outside of the FlexInsured Account may impact the insurance coverage available. FDIC insurance coverage applies to the total amount of a depositor’s balance in all eligible accounts held at an FDICof the FlexInsured Account, this will negatively impact the amount of FDIC insurance for the total amount of your funds held within and outside your FlexInsured Account at that Program Bank. Balances in the FlexInsured Account are not protected by SIPC, which provides protection against risks or for other reasons, it is possible for Program Banks to limit or reduce the amount of deposits they will accept through bank deposit sweep products, such as the FlexInsured Account, which will reduce the amount of FDIC insurance available for the cash balance in your Cetera Account. If Programs Banks, including the Overage Banks, cannot accept any additional deposits due to capacity constraints, then all available cash in your Cetera Account ticker symbol TCSXX (Default MMF) or held as a free credit balance. See “FDIC Insurance for Deposits at Program Banks” and “Deposit Capacity at Program Banks” below for additional information.
Access to Funds. You may access your balance in the FlexInsured Account (i.e., the funds held in Deposit Accounts at Program Banks), by contacting Cetera Account. Your ownership in funds deposited at Program Bank accounts will be evidenced by book entry on the account records of Pershing. Your Cetera Account statements issued by our fully disclosed clearing agent, Pershing, will list the names of the Program Banks holding your swept funds and your balance in each Program Bank. Program Banks are permitted by federal regulation to impose a seven-day delay on any withdrawal request.
In the event of a failure of a Program Bank, there may be a time period during which you may not be able to access all or part of your deposits in the FlexInsured Account.
FlexInsured Account Interest Rates. The interest rates payable in the FlexInsured Account are determined by the amount the Program Banks are willing to pay minus the fees paid to Cetera and other service providers, as discussed below. The interest rates on your FlexInsured Account balances are deposited in the FlexInsured Account than if it were invested in money market mutual funds. See “Interest Rates” below for additional information.
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Program Banks.
Program Banks. Certain large deposits or withdrawals in excess of FDIC limits may not be fully insured while being routed through the Intermediary Bank. In the event of a Program Bank failure, Pershing will not be obligated to credit your Cetera Account with funds in advance of any payment by the FDIC. When your FlexInsured Account balances are allocated to a Program Bank, including BNYM and BNY Mellon, N.A., it realizes an economic professional at Cetera. See “Information About Your Intermediary Bank” and “Program Banks” below for additional information.
Fees.
providers earn fees from Program Banks based on the amount of money on deposit from all FlexInsured Account participants. For each of their services to support the FlexInsured Account, Cetera and other service providers, such as Pershing and a third-party administrator, will receive compensation, as discussed further below. The fee retained by Cetera will be an annual rate of up to a maximum of 600 basis points as applied across all FlexInsured Account deposits. See “Administrative Fees” below for additional information. For information on fees related to negative interest rates, please see the “Negative Interest Rate Disclosure” below.
Risks of the Program. You will generally receive a lower rate of return on cash deposited into the FlexInsured Account than if it were invested in money market mutual funds. Program Banks are permitted by federal regulation to impose a seven-day delay on any withdrawal request. In the event of a failure of a Program Bank, there may be a time period during which you may not be able to access your balance in the FlexInsured Account. FDIC you have money at a Program Bank outside the FlexInsured Account, this will negatively impact the amount of FDIC insurance for the total amount of your funds held within and outside your FlexInsured Account at that Program Bank. Deposits made through the FlexInsured Account are not protected fees to maintain deposits held through bank deposit programs. This can result in you experiencing a negative overall return with respect to your deposits in the FlexInsured Account program. See “Negative Interest Rate Disclosure” below for additional information.
Cetera earns substantial fees from Program Banks based on your participation in the FlexInsured Account program, and this fee institution. The fees that Cetera receives from your participation in the FlexInsured Account program defrays its costs of providing and administering the FlexInsured Account and is also a source of additional revenue which is further described below and detailed here: https://cetera.com/cetera-wealthFlexInsured Account than it otherwise would if your cash balance is held in a money market mutual fund or other products, and the fees that Cetera receives reduces the amount of interest you receive in the FlexInsured Account. The interest that you receive and Cetera’s fees are both paid from the total funds paid by the Program Banks on FlexInsured Accounts. Consequently, the greater the fees received by Cetera, the less funds are available to pay client interest on FlexInsured Account deposits. In addition, we continue to charge an investment advisory fee while your cash is held in the FlexInsured Account so the fees layers of fees on the same cash balances in your FlexInsured account. If we were to reduce or eliminate our advisory fee for cash balances held in FlexInsured interest for us to avoid or minimize such cash holdings or to utilize alternative cash equivalent products, where available. Cetera therefore has an incentive for your funds to be swept into the FlexInsured Account program rather than a money market mutual fund or other alternative to the FlexInsured Account.
The income we earn from Program Banks based on the balances in the FlexInsured Account program will in almost all circumstances be substantially greater than the amount of interest earned from those same balances. Cetera is ultimately responsible for setting its fees under the FlexInsured Account program.
We receive a substantially higher percentage of the interest generated by deposit balances in the FlexInsured Account program than you receive. As a result, you will almost always receive a lower rate of return on cash deposited into the FlexInsured Account than could be obtained in money market mutual funds or certain bank products outside of the FlexInsured Account. The fees paid by Program Banks for your participation in the FlexInsured Account are retained for your participation in the FlexInsured Account program. If you wish to opt out of the FlexInsured Account, you may do so at any time by contacting your
DETAILED TERMS AND CONDITIONS
ACCOUNT ELIGIBILITY
The FlexInsured Account is generally available for individual, business, corporate, joint, and uniform gifts-to-minors accounts, as well as certain nonright, in their sole discretion, to limit other types of accounts from participating in the FlexInsured Account.
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ALTERNATIVES TO THE FLEXINSURED ACCOUNT
The FlexInsured Account is one option for you to consider in choosing how you want to maintain your cash balances. If you are maintaining an eligible tell you about certain money market funds or other products available through Cetera that you may wish to consider as alternatives to maintaining cash credit balance. A free credit balance will not earn you interest or investment returns; however, SIPC protects the securities and cash in your investment account up to $500,000, which includes up to $250,000 protection for cash held as a free credit balance. For more information about SIPC coverage, please go to www.sipc.org.
Should you wish to move your free credit balance into a money market mutual fund or other product that Cetera makes available for purchase, such as a You should consider your investment objectives, liquidity needs and risk tolerance in reviewing whether participation in the FlexInsured Account or another cash alternative is appropriate for you. If you desire to maintain a large cash position in your Cetera Account for other than an extended period
DEPOSITS
By electing to utilize the FlexInsured Account as the sweep option in your Cetera Account, you consent to have excess cash balances pending investment in your Cetera Account automatically deposited into Deposit Accounts at Program Banks. Each business day, our fully disclosed clearing agent, Pershing, or its agent bank, utilizing the services of the third-party administrator or the Intermediary Bank, will deposit the excess cash balances in your Your insured deposit ownership will be evidenced by an entry on records maintained by Pershing and the third-party administrator, as Pershing’s agent and record keeper, for each of the Program Banks at which your funds are on deposit. You will not be issued any evidence of ownership of an insured in the FlexInsured Account, including all deposits, withdrawals, Program Bank deposit balance(s) and interest rate.
Funds intended for deposit into your FlexInsured Account must be placed through your Cetera Account and cannot be placed directly by you with the Intermediary Bank or any of the Program Banks. Only balances transferred by Pershing, acting as your agent, or the Intermediary Bank on behalf of Pershing, will be eligible for inclusion in the FlexInsured Account. Once you have selected the FlexInsured Account as the sweep option, excess cash balances in your Cetera Account on each business day will be transferred to your FlexInsured Account on the next business day.
If you decide to terminate your participation in the FlexInsured Account, you may establish a direct relationship with each Program Bank by making a request to the Program Bank to establish a deposit account in your name, subject to each Program Bank’s rules with respect to establishing and into your individual deposit account. Establishment of a deposit account directly in your name at a Program Bank will separate your balance in the a direct depository relationship with a Program Bank, your FlexInsured Account balance and your balances held in the associated Deposit Accounts at and Pershing will have no further responsibility concerning such Deposit Accounts.
WITHDRAWALS
By electing to utilize the FlexInsured Account as the sweep option in your Cetera Account, you consent (and direct) to have your money on deposit at the Program Bank automatically withdrawn from the Program Bank accounts in the event of a debit in your Cetera Account or, on settlement date, to pay for securities purchased in your Cetera Account. Each business day, as needed, Pershing, acting as your agent, or its agent, the third-party administrator, utilizing the services of the Intermediary Bank, will withdraw your cash from the omnibus Deposit Accounts maintained at the Program Account (if any) and then from withdrawals from your FlexInsured Account balance. A debit will be created, for example, when you purchase securities or request a withdrawal of funds from your Cetera Account, when you write a check on your Cetera Account, or use other withdrawal methods (such as through an ACH transaction or debit card transaction on the debit card provided with your Cetera Account, if applicable). Checks written on your Cetera Account are not drawn directly against the amounts deposited for you at any of the Program Banks, but the money is transferred back from the Program Banks to the Intermediary Bank and then to your Cetera Account to satisfy your debit.
Please note, that under federal regulations, Program Banks may reserve the right to require seven (7) days’ notice before permitting a transfer of funds out of a deposit account, such as the Deposit Accounts at the Program Banks. While the Program Banks have not indicated their intention to implement such a policy, a Program Bank may, at any time, choose to do so.
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RELATIONSHIP WITH PERSHING
your account in a fully disclosed manner. Pershing is acting as your agent in establishing and maintaining Deposit Accounts for your swept balances deposits to and withdrawals from Program Bank Deposit Accounts in connection with the FlexInsured Account. Pershing, a wholly owned indirect subsidiary of The Bank of New York Mellon Corporation, is a registered broker-dealer and is a member organization of the New York Stock Exchange (NYSE), the Financial Industry Regulatory Authority (FINRA) and Securities Investor Protection Corporation (SIPC).
INFORMATION ABOUT THE INTERMEDIARY BANK
A designated settlement bank will act as the Intermediary Bank for the FlexInsured Account to route your deposit funds to various Program Banks in order
PROGRAM BANKS
A current list of the Program Banks, as updated from time to time, is available at www.cetera.com/cetera-wealth-services/clients (refer to the “Investor Information and Disclosures” section, then click on the link for the FlexInsured Account or visit www.cetera.com/cetera-wealth-services/clients/ prospectively. Cetera may also change the Intermediary Bank. It shall be your responsibility to monitor changes to the list of the Program Banks.
You may not designate the order in which Program Banks receive funds through the FlexInsured Account. You may, however, exclude one or more professional. If a Program Bank where you already have deposits outside of the FlexInsured Account is listed, we recommend you direct us to exclude that Program Bank from receiving any of your FlexInsured Account deposits. It is your responsibility to monitor the insurable deposits that you may have with any Program Bank (including deposits outside of the FlexInsured Account).
It may take several days following your Cetera Account’s enrollment in the FlexInsured Account before we can process any requested Program Bank exclusions. In the event that your funds are allocated to a Program Bank that is designated by you or by us as an excluded Program Bank, but which FDIC-insured amount at any such bank may not be protected by FDIC coverage until those exclusions are processed and the funds are reallocated to alternative Program Banks.
Public Information Center by mail at 801 17th Street, N.W., Room 100, Washington, DC 20434 or by phone at 1.878. ASK. FDIC (877.275.3342).
ALLOCATION OF DEPOSITS AMONG PROGRAM BANKS
Program Banks into which your funds may be deposited will appear on a “Priority List” available on our website at www.cetera.com/cetera-wealthor, in the case of most corporate accounts, by account type. If your Account is not a corporate account, please refer to the state which you legally identify as your primary state of residence and which you provided to us as your primary address in your account application, which was subsequently used for the registration of your Cetera Account. Program Banks appear on the Priority List in the order in which the Deposit Accounts will be opened for you and your funds will be deposited. You should review the Priority List carefully. The Priority List will also include one or more Overage Banks that will accept your funds without limit and without regard to the $250,000 federal deposit insurance limit if all Programs Banks on the Priority List have received funds up to the applicable deposit limit. If all your funds are withdrawn from an Overage Bank, the next time your funds are deposited in an You may not change the order of Program Banks on the Priority List. However, at any time, you may designate a Program Bank as ineligible to receive your funds. This will result in your funds being deposited into Deposit Accounts at the next Program Bank on the Priority List. In addition, you may at any time instruct us to remove your funds from a Program Bank and designate the Program Bank as ineligible to receive future deposits. Your funds Overage Banks as ineligible to receive your funds. If you wish to designate a Program Bank as ineligible to receive your funds, please contact your on the Priority List. A Program Bank may be deleted from the Priority List or the order of Program Banks on the Priority List may change. The most current Priority List, as updated from time to time, will be maintained on our website at www.cetera.com/cetera-wealth-services/clients.
By enrolling in and utilizing the FlexInsured Account, you expressly agree to the terms and conditions of this disclosure statement and authorize By enrolling in and utilizing the FlexInsured Account, you expressly agree to the terms and conditions of this disclosure statement and authorize Cetera and its third-party administrator to designate and approve Program Banks, subject to review by Pershing, and to appoint Pershing as your agent to deposit and withdraw your cash balances in accordance with this disclosure statement. You understand that it is your responsibility to review the list of Program Banks and to notify us if you wish to exclude any of them from receiving your FlexInsured Account deposits.
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RELATIONSHIP BETWEEN CETERA AND CERTAIN PROGRAM BANKS
To participate as a Program Bank in the FlexInsured Account, a depository institution enters into an agreement with Pershing and the third-party amount of cash for Program Banks, and it is a relatively stable source of deposits for them. The Program Banks in turn use the deposited cash for their bank activities such as investments or lending, thus driving their revenue. As a result, the Program Banks have an incentive to pay a rate that is higher than the rate paid to you as described further in the Interest section below.
INTEREST RATE
Funds deposited through the FlexInsured Account to a Program Bank will begin earning interest from the day they are received by the Program Bank.
Interest on funds in the FlexInsured Account will accrue up to, but not including, the day of withdrawal. The interest rates and tiers available through the FlexInsured Account are established periodically based on market, economic and other business conditions.
The interest rate applied to your FlexInsured Account deposits will be based on your assignment to an “Interest Rate Tier” as determined by your total deposit balance through the FlexInsured Account. The Interest Rate Tiers, and interest rates associated therewith, may be changed from time to time. In general, in a tiered rate system, accounts with higher deposit balances through the FlexInsured Account will receive a higher interest rate than accounts with lower deposit balances. Cetera and Pershing will calculate your program balances and determine your eligibility for Interest Rate Tiers on a monthly professional.
Cetera is responsible for setting the fees which ultimately reduces the interest rates available on FlexInsured Account deposits. Our Cash Sweep Governance Committee meets periodically to review the rates paid to customers who participate in the FlexInsured Account program based on a number changes in rates, and FlexInsured Account program expenses.
Your FlexInsured Account deposits will receive the same interest rate regardless of the Program Bank in which cash from your Cetera Account is deposited. The interest rate available through the FlexInsured Account will generally be lower than the interest rates available to depositors making deposits directly with the Program Bank or other depository institutions in comparable accounts and for money market mutual funds and other cash equivalent products available through Cetera. You should compare the terms, interest rates, required minimum amounts, and other features of the FlexInsured Account with other accounts and alternative products. Current interest rate information is available at www.cetera.com/cetera-wealthThe Program Banks will use the daily-balance method to calculate the interest that applies to your FlexInsured Account balances in the Deposit Accounts.
This method applies a daily periodic rate to the principal balance in the FlexInsured Account each day. Interest on the FlexInsured Account principal balance will accrue daily and will be reinvested monthly. Each month, upon the reinvestment date, the total accrued interest will be automatically credited to your FlexInsured Account principal each month. Each year you will receive a 1099-INT form from Pershing indicating the total amount of FlexInsured Account interest paid to you during the calendar year. to money market mutual funds. Money market mutual funds generally seek to achieve the highest rate of return consistent with their investment objectives, which can be found in their prospectuses. For this reason, and because the interest that you receive and Cetera’s fees, which Cetera is ultimately responsible for setting, are both paid from the total funds paid by the Program Banks, the rates of interest paid on FlexInsured Account balances will generally be lower than the rate of return available from a money market mutual fund or the rate of interest available to depositors making deposits directly with a Program Bank or other depository institutions in comparable accounts. You should compare the terms, interest rates, required minimum amounts, charges and other features of the FlexInsured Account with other deposit and investment options when evaluating whether to select or maintain the FlexInsured Account as your sweep option. If you desire to maintain a large cash Additionally, if you are seeking to maximize the potential returns on your cash, the FlexInsured Account is not and should not be viewed as a for maximizing returns or yields greater than those available in the FlexInsured Account program. ADMINISTRATIVE FEES Each Program Bank will pay a fee calculated by applying a percentage to the average daily balance of total FlexInsured Account deposits held at their bank. Generally, the third-party administrator will collect the fees payable by the Program Banks and retain an administrative fee based primarily on a percentage applied to each bank’s average daily balance of total FlexInsured Account deposits. The third-party administrator will then remit an administrative fee to Cetera and Pershing. The fee remitted to Cetera will be an annual rate of up to a maximum of 600 basis points as applied across all receive any of the fees received by Cetera from Program Banks. The fees that Cetera receives from Program Banks will be greater than the fees Cetera receives from other money market fund sweep options.
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Other than the applicable advisory fees or other fees assessed by Pershing for maintaining your Cetera Account, and subject to the Negative Interest Rate Disclosure below, there will be no additional charges, fees or commissions imposed on your account with respect to the FlexInsured Account.
NEGATIVE INTEREST RATE DISCLOSURE
In response to certain extraordinary economic conditions, some foreign countries have occasionally implemented a negative interest rate policy to maintain deposits held through bank deposit sweep products, such as the FlexInsured Account. In such an event, Cetera will charge a fee to defray its costs for maintaining your deposits at Program Banks through its bank deposit products. This fee will be in addition to fees Cetera receives directly from Program Banks for their participation in the FlexInsured Account. Cetera will assess any fees related to negative interest rates to your FlexInsured Account on a monthly basis for the duration of the negative interest rate period. If applicable, this fee will appear on your periodic Cetera Account statement. In its can eliminate the fee at any time. In the event that Cetera assesses fees as a result of negative interest rates, additional information regarding the fees will
DEPOSIT CAPACITY AT PROGRAM BANKS
through bank deposit sweep products, such as the FlexInsured Account. If Programs Banks, including the Overage Banks, cannot accept any additional deposits due to capacity constraints, then the FlexInsured Account product will be updated to automatically invest any additional available cash balances into shares of the Default MMF, a money market fund that Cetera makes available. If the Default MMF is not accepting excess funds, then those excess funds will be maintained in your Cetera Account as a free credit balance. The overall amount of available FDIC insurance protection will vary depending upon the number of Program Banks accepting deposits through the FlexInsured Account at any time and your total deposits held your existing cash balances at Program Banks and sweep all additional cash balances in your Cetera Account to Default MMF. If the Default MMF is unavailable to accept your cash balances, then such balances will be maintained in your Cetera Account as a free credit balance. Once deposit capacity at Program Banks is restored to levels that Cetera believes can support the then-current cash balances that were swept to the Default MMF and/or held as free credit balances as well as anticipated cash balances, the FlexInsured Account will resume normal operations and new cash balances will be allocated to Program Banks with available capacity. With advance notice to you, any amounts swept to the Default MMF will be converted to cash, at the then current market price, and then allocated to Program Banks on the Priority List. If your funds are being maintained as a free credit balance, then your cash balances will be reallocated to Program Banks. During times that you maintain sweep balances in a money market fund or a free credit Money Market Mutual Fund Features and Disclosures
prospectus for the Default MMF is available at https://www.federatedinvestors.com/products/mutual-funds/trust-for-us-treasury-obligations/cs.do.
Cash balances swept to a money market fund are not FDIC insured but are protected by SIPC up to applicable limits. SIPC’s coverage protects the securities and cash in your investment account up to $500,000, which includes a $250,000 limit for free credit balances. For more information about SIPC coverage, please go to www.sipc.org. Cetera reserves the right to change the Default MMF from time to time.
Money market funds are securities that may increase or decrease in value. In general, money market funds are designed and managed with the objective of preservation of capital and maintenance of liquidity. Although money market funds seek to preserve a net asset value of $1.00 per share, there is no guarantee that this will occur, and it is possible to lose money should the value per share of the money market fund fall.
Cetera receives distribution assistance in the form of annual compensation up to 0.78% for assets held in the Default MMF. Therefore, Cetera has a
ACCOUNT STATEMENTS
All activity with respect to your FlexInsured Account, including interest earned for the period covered and balances maintained at each Program Bank, will appear on the periodic Cetera Account statement issued by Pershing. You will not receive a separate statement from the Program Banks.
TAX INFORMATION
For most clients, interest earned on deposits in the FlexInsured Account will be taxed as ordinary income in the year it is received. A Form 1099-INT will be provided to you annually by Pershing showing the amount of interest income you have earned on deposits in your FlexInsured Account. Please
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NO SIPC COVERAGE FOR DEPOSITS HELD IN A FLEXINSURED ACCOUNT The limit of SIPC protection for customer securities and cash is $500,000, which includes a $250,000 limit for free credit balances held by customers at for SIPC coverage. For more information about SIPC coverage, please go to www.sipc.org.
FDIC INSURANCE FOR DEPOSITS AT PROGRAM BANKS
to $250,000 (including principal and accrued interest) when aggregated with all other deposits held by you in the same insurable capacity at a particular Program Bank. In the event a Program Bank becomes insolvent, the FDIC provides insurance up to $250,000, including principal and accrued interest to the day the Program Bank is closed. These maximum amounts include, in addition to deposits held in your FlexInsured Account, all deposits held by you in the same insurable capacity at the same Program Bank, including, for example, CDs issued to you by a Program Bank.
The information below provides further information on federal deposit insurance limitations.
Individual Accounts. Deposit accounts at Program Banks held in the name of an agent or nominee of an individual (such as the balance from an individual’s account in the Deposit Accounts held as part of the FlexInsured Account) are not treated as owned by the agent but are added to other deposits of such individual held in the same insurable capacity at that depository institution (including funds held in a sole proprietorship) and insured up to $250,000 in the aggregate.
Corporate and Partnership Accounts. Accounts established at a Program Bank and owned by the same corporation, partnership or unincorporated corporation, partnership or unincorporated association at the same Program Bank and insured up to $250,000.
Custodial Accounts. Funds deposited into an account at a Program Bank that are established and held in the name of a custodian (for example, under Joint Accounts. An individual’s interest in joint accounts held under any form of joint ownership valid under applicable state law may be insured up to $250,000 in the aggregate, meaning all accounts held at that bank held under any form of joint ownership. This would be separate and in addition to the $250,000 allowed on other non-retirement account deposits individually owned by any of the co-owners of such accounts. For example, a joint account owned by two persons would be eligible for insurance coverage of up to $500,000 ($250,000 for each person), subject to the aggregation of each owner’s interests in other joint accounts at the same depository institution. Deposits into the FlexInsured Account from joint accounts are always allocated assuming two owners.
IRAs and other Self-Directed Retirement Accounts. Funds deposited into IRAs, self-directed Keogh accounts, and certain other self-directed retirement accounts at a Program Bank are insured up to $250,000 per owner and insured separately from other non-retirement funds an owner may have at the same Program Bank. For insurance purposes, the FDIC will aggregate such funds with other retirement funds owned by the same individual regardless of whether or not such funds are eligible for deposit through the FlexInsured Account. the account level and not at the trustee level.
of the depositor, the FDIC will calculate the applicable insurance limit by aggregating those deposits with any other deposits that you own in the same insurable capacity at the same Program Bank. Examples of accounts that may be subject to this FDIC policy include joint accounts, “transfer on death” accounts and certain trust accounts. The FDIC provides the six-month “grace period” to permit you to restructure your deposits to obtain the maximum amount of deposit insurance for which you are eligible. If deposits through your FlexInsured Account or otherwise at a Program Bank are assumed by another depository institution pursuant to a merger or consolidation, such deposits generally will continue to be separately insured from the deposits that you might have established with the acquirer until (i) the maturity date of the CDs or other time deposits that were assumed, or (ii) with respect to deposits that are not time deposits, the expiration of a six month period from the date of the acquisition. Thereafter, any assumed deposits will be aggregated with your existing deposits with the acquirer held in the same insurable capacity for purposes of federal deposit insurance. Any deposit opened at the depository institution after the acquisition will be aggregated with deposits established with the acquirer for purposes of federal deposit insurance.
Your funds deposited through the FlexInsured Account can be deposited at more than one Program Bank, increasing the amount of insurance available to you up to a maximum of $2,500,000 in FDIC insurance coverage, subject to bank availability (provided, however, the FlexInsured Account is designed to limit deposits to 98.6% of the coverage limits in each Program Bank, so the aggregate deposits that would be eligible for deposit insurance could be slightly less than this amount; FDIC insurance coverage available through the FlexInsured Account could also be reduced if you exclude one or more Program Banks from receiving your funds). Once $2,500,000 ($5 million for joint accounts) in total has been deposited at Program Banks, or once Program Banks no longer have capacity to accept additional insured deposits, your excess funds will be placed in Deposit Accounts at Program Banks chosen to serve as the “Overage Banks.” Your deposits at an Overage Bank in excess of the Deposit Insurance Limit will not be covered by FDIC Insurance or protected by SIPC coverage. In the event that a Program Bank should become insolvent, the deposits made through the
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FlexInsured Account are insured up to the applicable Deposit Insurance Limit for principal and interest accrued through the day the Program Bank became insolvent. Interest is determined for insurance purposes in accordance with federal laws and regulations. In the event that federal deposit insurance payments should become necessary, any payments of principal plus unpaid and accrued interest through the date of insolvency made by the FDIC will be made to you. You may be required to provide certain documentation to the FDIC and others before insurance payments are made. Cetera and Pershing are not be obligated to credit your account with funds in advance of their payment by the FDIC.
FDIC INSURANCE FOR DEPOSITS IN TRANSIT
Your funds become eligible for FDIC insurance immediately upon placement in a Program Bank deposit account by Pershing, acting as your agent. While in transit from Pershing to the Program Banks and from the Program Banks to Pershing, the funds generally pass through the Intermediary Bank. While at the Intermediary Bank, funds are also eligible for FDIC insurance up to the Deposit Insurance Limit, depending on account type, when aggregated with any other deposits held by you in the same insurable capacity at the Intermediary Bank. It is possible that your funds in transit at the Intermediary Bank will exceed the maximum amount of FDIC coverage available through the Intermediary Bank as an individual bank until such funds are received by Program Banks or Pershing. Typically, funds will be moved from the Intermediary Bank to a Program Bank or Pershing within one business day. own attorney if you have questions concerning FDIC insurance coverage of deposits held in more than one account or insurable capacity. You may also th Street, N.W., Information Center by mail at 801 17th ADDITIONAL INFORMATION ABOUT YOUR FLEXINSURED ACCOUNT Cetera may modify the terms and conditions of the FlexInsured Account at any time upon notice to you. All activity with respect to your FlexInsured Account will appear on your periodic Cetera Account statements issued by Pershing, including the total of your opening and closing FlexInsured Account balances, the interest earned, and the interest rate for the reinvestment period. You should retain the Cetera Account statements for your records. As always, you should notify us immediately of any unauthorized activity in your FlexInsured Account or any concerns you may have with respect to the FlexInsured Account.
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INSURED DEPOSIT SWEEP ACCOUNT
DISCLOSURE STATEMENT
Cetera Wealth Services, LLC (Cetera) is pleased to welcome you to the Insured Deposit Sweep Account (IDSA), the bank deposit sweep option in our Cash Sweep Program for individual retirement accounts subject to Section 4975 of the Internal Revenue Code and enrolled in certain advisory programs. The IDSA is a sweep option that permits cash balances awaiting investment or reinvestment in eligible accounts to be automatically deposited (or swept) into interest-bearing accounts (Deposit Accounts) at designated program banks, (which may include The Bank of New York Mellon (BNYM) a single customer will generally be eligible for federal deposit insurance from the Federal Deposit Insurance Corporation (FDIC) up to $250,000 (the current Deposit Insurance Limit) per category of legal ownership as recognized by the FDIC (e.g., individual, corporate, trust, etc.) at each Program Bank. Please note that funds deposited through the IDSA are not protected by the Securities Investor Protection Corporation (SIPC). See “FDIC Insurance for Deposits at Program Banks” below for additional information about the FDIC and how FDIC insurance works.
SUMMARY OF TERMS AND CONDITIONS
This summary of the IDSA is prepared for your convenience and must be read in conjunction with the detailed disclosure below.
Cetera has asked Pershing LLC (Pershing), our fully disclosed clearing agent, to assist us in operating the IDSA, which, if you choose to participate, sweeps the uninvested cash balances in your Cetera brokerage account carried at Pershing (Cetera Account) into Deposit Accounts at Program Banks.
Funds in Deposit Accounts will begin earning interest from the day they are received by the Program Bank. You may discontinue your participation in the IDSA at any time. BNYM is a NY state-chartered bank and BNY Mellon, N.A. is a national banking association. Both may participate in the IDSA Corporation. By selecting the IDSA as the automatic sweep option in your Cetera Account, you agree to appoint Pershing, our fully disclosed clearing agent, as your authorized agent to establish and maintain Deposit Accounts at Program Banks, which may include BNYM and BNY Mellon, N.A., and Federal Deposit Insurance. Your funds are deposited into Deposit Accounts in a manner designed to provide up to $2,500,000 of FDIC insurance protection on your IDSA balance, subject to bank availability. This coverage protects your balance held in Deposit Accounts, up to allowable limits, Program Bank and intends to limit each customer’s deposits at each Program Bank to $246,500 (98.6% of the Deposit Insurance Limit) to help ensure that principal amounts and accrued interest within the IDSA receive FDIC insurance coverage. Once this amount is reached, additional amounts are deposited in subsequent Program Banks in amounts not to exceed $246,500 at each Program Bank. Once $2,500,000 in total has been deposited at Program Banks, or once Program Banks no longer have capacity to accept additional insured deposits, your excess funds will be placed in Deposit Accounts at Program Banks chosen to serve as the “Overage Banks.” Your deposits at an Overage Bank in excess of the Deposit Insurance Limit will not be covered by FDIC Insurance. Any money you hold at a Program Bank outside of the IDSA may impact the insurance coverage available. FDIC insurance coverage as recognized by the FDIC. Therefore, if you maintain funds at a Program Bank outside of the IDSA, this will negatively impact the amount of FDIC insurance for the total amount of your funds held within and outside your IDSA balance at that Program Bank. Balances in the IDSA are not protected by through bank deposit sweep products, such as the IDSA, which will reduce the amount of FDIC insurance available for the cash balance in your Cetera Account. If the Programs Banks, including the Overage Banks, cannot accept any additional balances due to capacity constraints, then the IDSA will be updated so that any additional free credit balance in your Cetera Account will be automatically invested in shares of the Federated Hermes Treasury Obligations Fund Capital Shares money market fund, ticker symbol TOCXX, that Cetera has elected to use for the IDSA (Default Money Fund) or held as a free credit balance. See “FDIC Insurance for Deposits at Program Banks” and “Deposit Capacity at Program Banks” below for additional information.
Access to Funds.
in funds deposited at Program Bank accounts will be evidenced by book entry on the account records of Pershing. Your Cetera Account statements issued by our fully disclosed clearing agent Pershing will list the names of the Program Banks holding your swept funds and your balance in each Program Bank. Program Banks are permitted by federal regulation to impose a seven-day delay on any withdrawal request. In the event of a failure of a Program Bank, there may be a time period during which you may not be able to access all or part of your deposits in the IDSA. In the event of a failure of a Program Bank, the amount of your balance returned by the FDIC is also dependent upon the amount of your IDSA balance at that Program Bank that is covered by FDIC insurance.
IDSA Interest Rates.
interest rates payable in the IDSA are determined by the amount the Program Banks are willing to pay minus the fees paid to Cetera, Pershing and a as daily without prior notice, based on market, economic and other business conditions. Current interest rates for the IDSA are available from your return on cash deposited in the IDSA than if it were held in money market mutual funds. See “Interest Rates” below for additional information.
Program Banks.
institution will act as an intermediary bank (Intermediary Bank) that routes deposits to, and withdrawals from, Program Banks. Certain large deposits or withdrawals in excess of FDIC limits may not be fully insured while being routed through the Intermediary Bank. In the event of a Program Bank
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failure, Pershing will not be obligated to credit your Cetera Account with funds in advance of any payment by the FDIC. When your IDSA balances Intermediary Bank” and “Program Banks” below for additional information.
Fees. For each of their services to support the IDSA product, Cetera, Pershing, and the third-party administrator will receive compensation, as discussed further below. The compensation will generally be paid from amounts paid by Program Banks. The compensation paid to Cetera for making the IDSA Program Bank. See “Administrative Fees” below for additional information. For information on fees related to negative interest rates, please see the “Negative Interest Rate Disclosure” below.
Risks of the Program. You will generally receive a lower rate of return on cash deposited into the IDSA than if it were invested in money market mutual funds. Program Banks are permitted by federal regulation to impose a seven-day delay on any withdrawal request. In the event of a failure of a Program Bank, there may be a time period during which you may not be able to access your balance in the IDSA and the amount of your aggregate balance, both within and outside the IDSA, and FDIC insurance limits will determine the amount of your balance returned to you. FDIC insurance coverage applies to Bank outside the IDSA, this will negatively impact the amount of FDIC insurance for the total amount of your funds held within and outside the IDSA at that Program Bank. Deposits made through the IDSA are not protected by SIPC, which provides protection against certain risks to customers of member interest rates, it is possible that Program Banks will begin to charge fees to maintain deposits held through bank deposit programs. This can result in you experiencing a negative overall return with respect to your deposits in the IDSA. See “Negative Interest Rate Disclosure” below for additional information. higher to Cetera than if your funds were swept tointo a money market mutual fund or deposited in another product or depository institution. The fees that Cetera receives from your participation in the IDSA defrays its costs of providing and administering the IDSA and is also a source of additional revenue, which is further described below.
IDSA than it otherwise would if your cash balance was held in a money market mutual fund or other cash alternative, and the fees that Cetera receives reduces the amount of interest you receive in the IDSA. The interest that you receive and Cetera’s fees are both paid from the total funds paid by the Program Banks on IDSA Accounts. Consequently, the greater the fees received by Cetera, the less funds are available to pay client interest on IDSA Account deposits. In addition, we continue to charge an investment advisory fee while your cash is held in the IDSA. If we were to reduce or eliminate our advisory fee for cash balances held in IDSAs where such fee reduction is greater than the amount of compensation we receive on IDSA deposits, this Cetera therefore has an incentive for your funds to be swept into the IDSA rather than a money market mutual fund or other alternative to the IDSA. The income we earn from Program Banks based on the balances in the IDSA Account program will in almost all circumstances be substantially greater than the amount of interest earned from those same balances. We receive a substantially higher percentage of the interest generated by deposit balances in the IDSA Account program than you receive. As a result, you will almost always receive a lower rate of return on cash deposited into the IDSA Account than could be obtained in money market mutual funds or certain bank products outside of the IDSA Account. The fees paid by Program Banks for your information on the fees received by Cetera for your participation in the IDSA program. If you wish to opt out of the IDSA, you may do so by contacting
DETAILED TERMS AND CONDITIONS
ACCOUNT ELIGIBILITY
the Employee Retirement Income Security Act (ERISA) (such accounts, “IRAs”); (ii) enrolled in certain Cetera advisory programs; and (iii) custodied at Pershing. For the avoidance of doubt, IRAs may include traditional, rollover, Roth, and inherited individual retirement accounts, and Coverdell education savings accounts. 403(b) accounts, retirement plan accounts and IRAs that are subject to ERISA (including certain SEP and SIMPLE IRAs) are not eligible for participation in the IDSA. Cetera and Pershing reserve the right, in their sole discretion, to further limit the types of accounts participating in the IDSA.
ALTERNATIVES TO THE IDSA
The IDSA is one option for you to consider in choosing how you want to maintain your cash balances. If you are maintaining an eligible account, you about certain money market mutual funds or other products available through Cetera that you may wish to consider as alternatives to maintaining
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as a free credit balance. A free credit balance will not earn you interest or investment returns; however, SIPC protects the securities and cash in your investment account up to $500,000, which includes up to $250,000 protection for cash held as a free credit balance. For more information about SIPC coverage, please go to www.sipc.org.
Should you wish to move your free credit balance into a money market mutual fund or other alternative to the IDSA that Cetera makes available for would require you to pay the transaction charge for purchasing such a product. If you are unsure of what type of program you are in, please discuss with IDSA or another cash alternative is appropriate for you. If you desire to maintain a large cash position in your Cetera Account for an extended period
DEPOSITS
By electing to utilize the IDSA as the sweep option in your Cetera Account, you consent to have excess cash balances pending investment in your Cetera Account automatically deposited into Deposit Accounts at Program Banks. Each business day, our fully disclosed clearing agent, Pershing or its agent bank, utilizing the services of the third-party administrator or the Intermediary Bank, will deposit the excess cash balances in your Cetera Account be evidenced by an entry on records maintained by Pershing and the third-party administrator, as Pershing’s agent and record keeper, for each of the Program Banks at which your funds are on deposit. You will not be issued any evidence of ownership of an insured deposit account, such as a passbook withdrawals, Program Bank deposit balance(s) and the applicable interest rate.
Funds intended for deposit into the IDSA must be placed through your Cetera Account and cannot be placed directly by you with the Intermediary Bank or any of the Program Banks. Only balances transferred by Pershing, acting as your agent, or the Intermediary Bank on behalf of Pershing, will be eligible for inclusion in the IDSA. Once you have selected IDSA as the sweep option, excess cash balances in your Cetera Account on each business day will be transferred to your IDSA on the next business day.
If you decide to terminate your participation in the IDSA, you may establish a direct relationship with each Program Bank by making a request to the Program Bank to establish a Deposit Account in your name, subject to each Program Bank’s rules with respect to establishing and maintaining deposit Establishment of a deposit account directly in your name at a Program Bank will separate your balance in the IDSA from the Deposit Accounts used in or on your Cetera Account statement issued by Pershing and Cetera and Pershing will have no further responsibility concerning such Deposit Accounts.
WITHDRAWALS
By electing to utilize the IDSA as the sweep option in your Cetera Account, you consent (and direct) to have your money on deposit at the Program Bank automatically withdrawn from the Program Bank accounts in the event of a debit in your Cetera Account or, on settlement date, to pay for securities purchased in your Cetera Account. Each business day, as needed, Pershing, acting as your agent, or its agent, the third-party administrator, utilizing the of IDSA participants.
Account (if any) and then from withdrawals from your IDSA balance. A debit will be created, for example, when you purchase securities or request a withdrawal of funds from your Cetera Account.
Please note, that under federal regulations, Program Banks may reserve the right to require seven (7) days’ notice before permitting a transfer of funds out of a deposit account, such as the Deposit Accounts at the Program Banks. While the Program Banks have not indicated their intention to implement such a policy, a Program Bank may, at any time, choose to do so.
RELATIONSHIP WITH PERSHING
your account in a fully disclosed manner. Pershing is acting as your agent in establishing and maintaining Deposit Accounts for your swept balances withdrawals from Program Bank Deposit Accounts in connection with the IDSA. Pershing, a wholly owned indirect subsidiary of The Bank of New York Mellon Corporation, is a registered broker-dealer and is a member organization of the New York Stock Exchange (NYSE), the Financial Industry Regulatory Authority (FINRA) and Securities Investor Protection Corporation (SIPC).
INFORMATION ABOUT THE INTERMEDIARY BANK
A designated settlement bank will act as the Intermediary Bank for the IDSA to route your deposit funds to various Program Banks in order to maximize See “Program Banks” below for additional information.
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PROGRAM BANKS
It shall be your responsibility to monitor changes to the list of the Program Banks.
You may not designate the order in which Program Banks receive funds through the IDSA. You may, however, exclude one or more Program Banks Program Bank where you already have deposits outside of the IDSA is listed, we recommend you direct us to exclude that Program Bank from receiving any of your IDSA deposits. It is your responsibility to monitor the insurable deposits that you may have with any Program Bank (including deposits outside of the IDSA).
It may take several days following your Cetera Account’s enrollment in the IDSA before we can process any requested Program Bank exclusions. In institution in which you maintain cash balances outside of the IDSA, your deposits exceeding the maximum FDIC-insured amount at any such bank may not be protected by FDIC coverage until those exclusions are processed and your IDSA balance at that Program Bank is reallocated to alternative Program Banks.
Public Information Center by mail at 801 17th Street, N.W., Room 100, Washington, DC 20434 or by phone at 878. ASK. FDIC (877.275.3342).
ALLOCATION OF DEPOSITS AMONG PROGRAM BANKS
to you by state or, in the case of most corporate accounts, by account type. If your Account is not a corporate account, please refer to the state which you legally identify as your primary state of residence and which you provided to us as your primary address in your account application, which was subsequently used for the registration of your Cetera Account. Program Banks appear on the Priority List in the order in which the Deposit Accounts will be opened for you and your funds will be deposited. You should review the Priority List carefully. The Priority List will also include one or more Overage Banks that will accept your funds without limit and without regard to the $250,000 federal deposit insurance limit if all Programs Banks on the Priority List have received funds up to the applicable deposit limit. If all your funds are withdrawn from an Overage Bank, the next time your funds You may not change the order of Program Banks on the Priority List. However, at any time, you may designate a Program Bank as ineligible to receive your funds. This will result in your funds being deposited into Deposit Accounts at the next Program Bank on the Priority List. In addition, you may at any time instruct us to remove your funds from a Program Bank and designate the Program Bank as ineligible to receive List. You may not designate all of the Overage Banks as ineligible to receive your funds. If you wish to designate a Program Bank as ineligible replaced with a Program Bank not previously included on the Priority List. A Program Bank may be deleted from the Priority List or the order of Program Banks on the Priority List may change. The most current Priority List, as updated from time to time, will be maintained and approve Program Banks, subject to review by Pershing, and to appoint Pershing as your agent to deposit and withdraw your cash balances in accordance with this disclosure statement. You understand that it is your responsibility to review the list of Program Banks and to notify us if you wish to exclude any of them from receiving your IDSA deposits.
RELATIONSHIP BETWEEN CETERA AND CERTAIN PROGRAM BANKS
To participate as a Program Bank in the IDSA, a depository institution enters into an agreement with Pershing and the third-party administrator. While locations. Such depository institutions may be or may become Program Banks through agreements that the depository institutions enter into with Pershing and stable source of deposits for them. The Program Banks in turn use the deposited cash for their bank activities such as investments or lending, thus driving their revenue. As a result, the Program Banks have an incentive to pay a rate that is higher than the rate paid to you as described further in the Interest section below.
INTEREST RATE
Funds deposited through the IDSA to a Program Bank will begin earning interest from the day they are received by the Program Bank. Interest on funds in the IDSA will accrue up to, but not including, the day of withdrawal. The interest rate available through the IDSA will be established periodically based on market, economic and other business conditions. Your IDSA deposits will receive the same interest rate regardless of the Program Bank in which cash from your Cetera Account is deposited. The interest rates on the IDSA are determined by the rate the Program Banks are willing to pay on the amount allocated to them minus the fees paid to Cetera, Pershing, and the third-party administrator.
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The interest rates paid by Program Banks and also on your IDSA balance may change as frequently as daily without prior notice. The interest rates available through the IDSA will generally be lower than the interest rates available to depositors making deposits directly with the Program Bank or other depository institutions in comparable accounts and for investments in money market mutual funds and other cash equivalent investments available through Cetera. You should compare the terms, interest rates, required minimum amounts, and other features of the IDSA with other accounts and The third-party administrator’s fee is based on a target percentage of the average daily Deposit Account balances each month of all IDSA-eligible IRAs having funds swept to the IDSA. In any month in which the sum of the total interest on the Deposit Accounts and the fees to Cetera, Pershing and the third-party administrator exceeds the amount that Program Banks have agreed to pay with respect to the Deposit Accounts, such that the third-party administrator does not receive its entire target fee for that month, the interest rate on the Deposit Accounts will be lowered the following month to permit the third-party administrator to collect the full amount of its target fee. Similarly, in any month in which the third-party administrator is paid in excess of its target fee, the interest rate on the Deposit Accounts will be increased the following month. If there are any excesses or shortages with respect to the third-party administrator’s fee that accumulate over time despite the adjustments described above, the interest rate on the Deposit Accounts will continue to be adjusted in subsequent months to account for such accumulated excesses or shortfalls.
The Program Banks will use the daily-balance method to calculate the interest that applies to your IDSA balances in the Deposit Accounts. This method applies a daily periodic rate to the principal balance each day. Interest earned on the IDSA principal balance will accrue daily and will be reinvested monthly. Each month, upon the reinvestment date, the total accrued interest will be automatically credited to your IDSA principal each month. to money market mutual funds. Money market mutual funds generally seek to achieve the highest rate of return consistent with their investment objectives, which can be found in their prospectuses. As such, the rates of interest paid on IDSA balances will generally be lower than the rate of return available from a money market mutual fund or the rate of interest available to depositors making deposits directly with a Program Bank or other depository institutions in comparable accounts. You should compare the terms, interest rates, required minimum amounts, charges and other features of the IDSA with other deposit and investment options when evaluating whether to select or maintain the IDSA as your sweep
ADMINISTRATIVE FEES
Each Program Bank will pay an amount equal to a percentage of the average aggregate daily balance of IDSA deposits held by each Program Bank.
As described in more detail in this section, this amount includes fees payable to Cetera, Pershing, and the third-party administrator, as well as interest payable to participating accounts. The amount paid by each Program Bank may vary from Program Bank to Program Bank. You will have no rights to the amounts paid by the Program Banks, except for interest actually credited to your Deposit Account, as described above. However, amounts collected Cetera account fee for providing the sweep services, as discussed more fully below. In addition, part of the payment by the Program Banks will be used Cetera on IDSA balances.
actually deposited through the IDSA, including your IDSA deposits, but will vary from month to month based on the actual number of days in the particular month as well as average aggregate daily balance in the IDSA. As a result, from one month to the next, even in an increasing interest rate a decrease in the amount you receive in the IDSA could result from the average aggregate daily balance in the IDSA decreasing. This structure presents amount of interest that clients receive. Beginning on or about November 7, 2022, Cetera’s monthly per account fee, based on a 30-day month, will be based on the below fee schedule:
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Fed Funds Target Rate (bps) Monthly Account Fee
0 – 25 $2.00
25 – 50 $4.25
50 – 75 $6.50
75 – 100 $8.75
100 – 125 $11.00
125 – 150 $13.25
150 – 175 $15.50
175 – 200 $17.75
200 – 225 $18.50
225 – 250 $20.00
250 – 275 $21.00
275 – 300 $22.50
300 – 325 $24.00
325 – 350 $25.25
350 – 375 $26.05
375 – 400 $27.65
400 – 425 $29.25
425 – 450 $30.85
450 – 475 $32.45
475 – 500 $34.05
500 – 525 $35.65
525 – 550 $37.25
550 – 575 $38.85
575 – 600 $40.45
The FFT rate is the rate or the range of rates as expressed in percentages most recently announced by the Federal Open Market Committee of the Federal Reserve System (FOMC) that is the FOMC’s target for the rate charged by banks on unsecured loans of the banks’ reserve balances at Federal Program Banks, as discussed herein, and you hereby direct the third-party administrator to collect such fees from the Program Banks and remit such amounts over to Cetera, Cetera reserves the right to withdraw the monthly account fee, or portion thereof, from your Cetera Account in the event or to the extent that the amount received from the Program Banks and paid over to Cetera by the third-party administrator for the period is less than Cetera’s fee for the same period. The monthly per account fee will not generally be seen on your statement due to the manner in which Cetera recoups its fee from the Program Bank payments, as discussed above.
As used under this Administrative Fees section, the term “month” means the applicable period for which fees are charged and paid, interest is accrued and paid, and calculations (as shown below) are based and computed. A month may be a calendar month or one of twelve generally equal time periods in each annual period.
The current FFT rate can be found at http://federalreserve.gov/monetarypolicy/openmarket.htm.
The formula used to calculate the monthly per account fee to Cetera is shown in the following examples:
Federal Funds Target Rate = 0.75 – 1.00 (or 75 to 100 in basis points):
Federal Funds Target Rate = 1.00 – 1.25 (or 100 to 125 in basis points):
For its services, including record keeping and other services with respect to amounts deposited through the IDSA, Pershing will receive a monthly fee.
Each day within the applicable interest period, the fee paid as compensation to Pershing will be calculated as an asset-based fee as determined by the daily IDSA balances during each interest period. The fee paid to Pershing will be deducted from the aggregate amount paid by the Program Banks, as
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discussed above. Though it is anticipated that the amounts paid by the Program Banks will satisfy the Pershing fee, Cetera and Pershing reserve the right amounts paid by Program Banks for such interest period.
For its services, the third-party administrator will charge a monthly asset-based fee. This fee may vary period to period based on changes in prevailing interest rates and the average daily balance of accounts participating in the IDSA during the period. The fee will generally equal the aggregate amount payable by Program Banks during the applicable interest period, minus, the interest payable to IDSA participants, the administrative fee paid to as when necessary to help ensure that the interest rates paid by the Program Banks during the period equal the applicable disclosed rate for the period. periods. You authorize and direct the third-party administrator to deduct its fees for its services from the amounts paid by the Program Banks. Based on the calculation methods set forth above, the third-party administrator will calculate the fees due to Cetera and Pershing.
IDSA fees are higher than the fees that Cetera receives from other sweep investment options. Other than these stated fees, and subject to the Negative Interest Rate Disclosure below, there will be no charges, fees, or commissions imposed on your account with respect to the IDSA program.
NEGATIVE INTEREST RATE DISCLOSURE
In response to certain extraordinary economic conditions, some foreign countries have occasionally implemented a negative interest rate policy to maintain deposits held through bank deposit sweep products, such as the Insured Deposit Sweep Account. In such an event, Cetera will charge a fee to defray its costs for maintaining your deposits at Program Banks through its bank deposit products. This fee will be in addition to fees Cetera receives directly from Program Banks for their participation in the Insured Deposit Sweep Account. Cetera will assess any fees related to negative interest rates to your Insured Deposit Sweep Account on a monthly basis for the duration of the negative interest rate period. If applicable, this fee will appear on maintain your deposits at Program Banks. Cetera can eliminate the fee at any time. In the event that Cetera assesses fees as a result of negative interest
DEPOSIT CAPACITY AT PROGRAM BANKS
through bank deposit sweep products, such as the IDSA. If the Programs Banks, including the Overage Banks, cannot accept any additional balances due to capacity constraints, then the IDSA will be updated so that any additional free credit balance in your Cetera Account will be automatically invested in shares of the Default Money Fund, a money market fund that Cetera makes available. If the Default Money Fund is not accepting excess funds, then those excess funds will be maintained in your Cetera Account as a free credit balance. The overall amount of available FDIC insurance protection on your IDSA balance will vary depending upon the number of Program Banks accepting deposits through the IDSA at any time, as well as existing cash balances at Program Banks and sweep all additional available cash balances in your Cetera Account to the Default Money Fund. If the Default Money Fund is unavailable to accept your cash balances, then such available cash balances will be maintained in your Cetera Account as a free credit balance. Once deposit capacity at Program Banks is restored to levels that Cetera believes can support the then-current and anticipated cash be allocated to Program Banks with available capacity. With advance notice to you, any amounts swept to the Default Money Fund will be converted to cash, at the then current market price, and then allocated to Program Banks on the Priority List. If your funds are being maintained as a free credit balance, then your cash balances will be reallocated to Program Banks. During times that you maintain sweep balances in a money market fund or a Money Market Mutual Fund Features and Disclosures
The Default Money Fund is currently the Federated Hermes Treasury Obligations Fund Capital Shares, ticker symbol TOCXX. The prospectus is FDIC insured but are protected by SIPC up to applicable limits. SIPC’s coverage protects the securities and cash in your investment account up to $500,000, which includes a $250,000 limit for free credit balances. For more information about SIPC coverage, please go to www.sipc.org. Cetera reserves the right to change the Default Money Fund from time to time.
Money market funds are securities that may increase or decrease in value. In general, money market funds are designed and managed with the objective of preservation of capital and maintenance of liquidity. Although money market funds seek to preserve a net asset value of $1.00 per share, there is no guarantee that this will occur, and it is possible to lose money should the value per share of the money market fund fall.
ACCOUNT STATEMENTS
All activity with respect to your IDSA position, including interest earned for the period covered and balances maintained at each Program Bank, will appear on the periodic Cetera Account statement issued by Pershing. You will not receive a separate statement from the Program Banks.
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TAX INFORMATION
For most clients, interest earned on deposits in the Insured Deposit Sweep Account will generally not be taxed in the year earned when held in IRAs.
Interest earned by IRAs is generally not taxed until distributed, and may not be subject to tax if the IRA is a Roth IRA, subject to certain conditions.
When held in non-IRA taxable accounts, interest earned on deposits in the Insured Deposit Sweep Account will be taxed as ordinary income in the year it is received and a Form 1099-INT will be provided by Pershing showing the total amount of interest income earned. Please consult with your tax
NO SIPC COVERAGE FOR FUNDS IN DEPOSIT ACCOUNTS
The limit of SIPC protection for customer securities and cash is $500,000, which includes a $250,000 limit for free credit balances held by customers held in your Cetera Account are not eligible for SIPC coverage. For more information about SIPC coverage, please go to www.sipc.org.
FDIC INSURANCE FOR DEPOSITS AT PROGRAM BANKS
to $250,000 (including principal and accrued interest) when aggregated with all other deposits held by you in the same insurable capacity at a particular Program Bank. In the event a Program Bank becomes insolvent, the FDIC provides insurance up to $250,000, including principal and accrued interest to the day the Program Bank is closed. These maximum amounts include, in addition to deposits held in your Insured Deposit Sweep Account, all deposits held by you in the same insurable capacity at the same Program Bank, including, for example, CDs issued to you by a Program Bank.
The information below provides further information on federal deposit insurance limitations.
Individual Accounts. Deposit accounts at Program Banks held in the name of an agent or nominee of an individual (such as the balance from an individual’s account in the Deposit Accounts held as part of the Insured Deposit Sweep Account) are not treated as owned by the agent but are added to other deposits of such individual held in the same insurable capacity at that depository institution (including funds held in a sole proprietorship) and insured up to $250,000 in the aggregate.
Corporate and Partnership Accounts. Accounts established at a Program Bank and owned by the same corporation, partnership or unincorporated corporation, partnership or unincorporated association at the same Program Bank and insured up to $250,000.
Custodial Accounts. Funds deposited into an account at a Program Bank that are established and held in the name of a custodian (for example, under the Joint Accounts. An individual’s interest in joint accounts held under any form of joint ownership valid under applicable state law may be insured up to $250,000 in the aggregate, meaning all accounts held at that bank held under any form of joint ownership. This would be separate and in addition to the $250,000 allowed on other non-retirement account deposits individually owned by any of the co-owners of such accounts. For example, a joint account owned by two persons would be eligible for insurance coverage of up to $500,000 ($250,000 for each person), subject to the aggregation of each owner’s interests in other joint accounts at the same depository institution. Deposits into IDSA from joint accounts are always allocated assuming two owners.
IRAs and other Self-Directed Retirement Accounts. Funds deposited into IRAs, self-directed Keogh accounts and certain other self-directed retirement accounts at a Program Bank are insured up to $250,000 per owner and insured separately from other non-retirement funds an owner may have at the same Program Bank. For insurance purposes, the FDIC will aggregate such funds with other retirement funds owned by the same individual, regardless of whether or not such funds are eligible for deposit through the IDSA. and not at the trustee level.
death of the depositor, the FDIC will calculate the applicable insurance limit by aggregating those deposits with any other deposits that you own in the same insurable capacity at the same Program Bank. Examples of accounts that may be subject to this FDIC policy include joint accounts, “transfer on death” accounts and certain trust accounts. The FDIC provides the six-month “grace period” to permit you to restructure your deposits to obtain the maximum amount of deposit insurance for which you are eligible. If deposits through your IDSA or otherwise at a Program Bank are assumed by another depository institution pursuant to a merger or consolidation, such deposits generally will continue to be separately insured from the deposits that you might have established with the acquirer until (i) the maturity date of the CDs or other time deposits that were assumed; or (ii) with respect to deposits that are not time deposits, the expiration of a six month period from the date of the acquisition. Thereafter, any assumed deposits will be aggregated with your existing deposits with the acquirer held in the same insurable capacity for purposes of federal deposit insurance. Any deposit opened at the depository institution after the acquisition will be aggregated with deposits established with the acquirer for purposes of federal deposit insurance.
Your funds deposited through the IDSA can be deposited at more than one Program Bank, increasing the amount of insurance available to you up to a maximum of $2,500,000 in FDIC insurance coverage, subject to bank availability (provided, however, the IDSA is designed to limit deposits to
98.6% of the coverage limits in each Program Bank, so the aggregate deposits that would be eligible for deposit insurance could be slightly less than this amount; FDIC insurance coverage available through the IDSA could also be reduced if you exclude one or more Program Banks from receiving your funds). Once $2,500,000 in total has been deposited at Program Banks, or once Program Banks no longer have capacity to accept additional insured deposits, your excess funds will be placed in Deposit Accounts at Program Banks chosen to serve as the “Overage Banks.” Your deposits at an Overage Bank in excess of the Deposit Insurance Limit will not be covered by FDIC Insurance or protected by SIPC coverage. In the event that a Program Bank should become insolvent, the deposits made through the IDSA are insured up to the applicable Deposit Insurance Limit for
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principal and interest accrued through the day the Program Bank became insolvent. Interest is determined for insurance purposes in accordance with federal laws and regulations. In the event that federal deposit insurance payments should become necessary, any payments of principal plus unpaid and accrued interest through the date of insolvency made by the FDIC will be made to you. You may be required to provide certain documentation to the FDIC and others before insurance payments are made. Cetera and Pershing are not be obligated to credit your account with funds in advance of their payment by the FDIC.
FDIC INSURANCE FOR DEPOSITS IN TRANSIT
Your funds become eligible for FDIC insurance immediately upon placement in a Program Bank deposit account by Pershing, acting as your agent.
While in transit from Pershing to the Program Banks and from the Program Banks to Pershing, the funds generally pass through the Intermediary Bank. While at the Intermediary Bank, funds are also eligible for FDIC insurance up to the Deposit Insurance Limit, depending on account type, when aggregated with any other deposits held by you in the same insurable capacity at the Intermediary Bank. It is possible that your funds in transit at the Intermediary Bank will exceed the maximum amount of FDIC coverage available through the Intermediary Bank as an individual bank until such funds are received by Program Banks or Pershing. Typically, funds will be moved from the Intermediary Bank to a Program Bank or Pershing within one business day.
own attorney if you have questions concerning FDIC insurance coverage of deposits held in more than one account or insurable capacity. You may th Street, N.W., Washington, D.C. 20409), by phone (877.ASK.FDIC (877.275.3342) or 800.925.4618 (TDD)), by email ([email protected]) or by accessing Information Center by mail at 801 17th ADDITIONAL INFORMATION ABOUT YOUR INSURED DEPOSIT SWEEP ACCOUNT Cetera may modify the terms and conditions of the IDSA at any time upon notice to you. All activity with respect to your Insured Deposit Sweep Account will appear on your periodic Cetera Account statements issued by Pershing, including the total of your opening and closing Insured Deposit Sweep Account balances, the interest earned, and the interest rate for the reinvestment period. You should retain the Cetera Account statements for your records. As always, you should notify us immediately of any unauthorized activity in your Insured Deposit Sweep Account or any concerns you may have with respect to the Insured Deposit Sweep Account. information on your Insured Deposit Sweep Account. If you have online access to your account, you may also view your IDSA information online. sweep-account.
Item 13.
STAFF REPORT
January 28, 2026
TO: Honorable Mayor and City Council Members
FROM: Lincoln Bogard, Finance Director
Yolanda Lopez, Human Resources
SUBJECT: Resolution No. 2026-08 Approving a Contract with The Baldwin Group to Conduct a Fiduciary Review of the City’s 457 Deferred Compensation Plan STAFF RECOMMENDATION:
Staff recommends that the City Council approve Resolution 2026-08, authorizing the City Manager, or designee, to enter into an agreement with The Baldwin Group, a qualified fiduciary consulting firm, to conduct an independent review of the City’s 457 deferred compensation plan.
The results of this analysis will be presented to the City Council upon completion.
BACKGROUND:
The City offers employees a voluntary 457 deferred compensation plan as part of its comprehensive benefits package. The plan supports employees in building long-term retirement savings through tax-advantaged contributions and a variety of investment options. As fiduciary expectations and industry standards evolve—including best practices for governance, investment oversight, fee transparency, and participant communication—periodic independent review has become a widely recognized best practice for public agencies.
While the City and its plan administrator provide ongoing monitoring, partnering with The Baldwin Group will ensure the plan remains competitive, compliant, and aligned with the City’s responsibility to act in the best interests of plan participants. The Baldwin Group specializes in fiduciary consulting for governmental retirement programs and brings expertise in plan benchmarking, fee assessment, and investment oversight.
DISCUSSION/ANALYSIS:
The Baldwin Group will perform an objective and comprehensive analysis of the City’s 457 deferred compensation plan. Their scope of work includes:
• Plan Governance Review: Evaluation of administrative procedures, oversight processes, and fiduciary documentation.
• Investment Menu Evaluation: Review of investment performance, diversification, and benchmarking relative to industry standards.
Item 14.
• Fee and Cost Assessment: Analysis of provider fees, revenue-sharing practices, share classes, and overall fee transparency.
• Service and Vendor Review: Assessment of participant education, communication materials, technology tools, and service standards.
• Fiduciary Best Practices: Recommendations to strengthen plan governance, improve participant outcomes, and enhance long-term oversight.
This independent review will support the City’s commitment to maintaining a high-quality, costeffective retirement program for employees.
ALTERNATIVES:
1. Approve the action.
2. Do not approve the action.
FISCAL IMPACT:
There is no cost to the City for engaging The Baldwin Group. All consulting fees will be paid from the plan’s existing fee structure and allocated proportionally across participant accounts.
Additionally, any expense savings or fee reductions identified through the review will be passed directly to plan participants, improving their long-term retirement outcomes and reducing their overall cost of participation.
Attachments:
Resolution 2026-08
Benefits of Engaging The Baldwin Group as Fiduciary Consultant for the City’s 457 Deferred Compensation Plans
Sample Non-ERISA Plan Agreement
Item 14.
RESOLUTION NO. 2026-06
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COACHELLA,
CALIFORNIA, APPROVING A PROFESSIONAL SERVICES AGREEMENT
WITH THE BALDWIN GROUP
WHEREAS, this Agreement is Between the City of Coachella and The Baldwin Group, a qualified fiduciary consulting firm, to conduct an independent review of the City’s 457 deferred compensation plan; and
WHEREAS, the results of this analysis will be presented to the City Council upon completion; and
WHEREAS, the City offers employees a voluntary 457 deferred compensation plan as part of its comprehensive benefits package and the plan supports employees in building long-term retirement savings through tax-advantaged contributions and a variety of investment options; and WHEREAS, as fiduciary expectations and industry standards evolve—including best practices for governance, investment oversight, fee transparency, and participant communication—periodic independent review has become a widely recognized best practice for public agencies; and WHEREAS, partnering with The Baldwin Group will ensure the plan remains competitive, compliant, and aligned with the City’s responsibility to act in the best interests of plan participants; and
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Coachella as follows:
Section 2. Adopt Resolution No. 2026-08 Approving a Contract with The Baldwin Group to Conduct a Fiduciary Review of the City’s 457 Deferred Compensation Plan with no direct cost to the City.
Section 3. Authorize the City Manager to make any non-substantive changes to the contract as may be recommended by City Attorney and agreed to by The Baldwin Group.
PASSED, APPROVED and ADOPTED this 28th day of January 2026. ___________________________________
Steven A. Hernandez
Mayor
ATTEST:
Item 14.
Resolution No. 2026-06
___________________________________
Angela M. Zepeda
City Clerk
APPROVED AS TO FORM:
BEST, BEST & KRIEGER
___________________________________
City Attorney
Item 14.
Resolution No. 2026-06
STATE OF CALIFORNIA
COUNTY OF RIVERSIDE
CITY OF COACHELLA
)
) ss.
)
I HEREBY CERTIFY that the foregoing Resolution No. 2026-06 was duly adopted by the City Council of the City of Coachella at a regular meeting thereof, held on the 28 th day of
January 2026, by the following vote of Council:
AYES:
NOES:
ABSENT:
ABSTAIN:
___________________________________
Delia Granados
Deputy City Clerk
Item 14.
Benefits of Engaging The Baldwin Group as Fiduciary Consultant for the City’s 457 Deferred Compensation Plans
Engaging The Baldwin Group as an independent fiduciary consultant is expected to enhance oversight, improve plan governance, and strengthen participant outcomes across the City’s 457 deferred compensation plans. As a fiduciary acting solely in the interest of plan participants, The Baldwin Group would provide objective analysis, industry benchmarking, and best-practice recommendations without conflicts tied to product sales or proprietary platforms.
Fee Oversight and Suppression
A primary benefit of fiduciary engagement is enhanced fee transparency and cost discipline. Currently, Nationwide’s recordkeeping expenses range between approximately 0.95% and 0.70%, depending on the investment option, while Mission Square’s recordkeeping expense is approximately 0.80%. The Baldwin Group’s fiduciary review will include a comprehensive benchmarking of recordkeeping and investment-related fees relative to comparable public-sector plans. This independent analysis is expected to help identify opportunities to suppress overall plan expenses, promote fee reasonableness, and ensure participants are not paying more than necessary for administrative and investment services.
Improvement of Investment Selection and Oversight
The Baldwin Group will bring a third-party fiduciary perspective to the investment selection and monitoring process, which is intended to mitigate potential conflicts of interest that can arise when plans rely exclusively on provider-affiliated recommendations. At present, both plans utilize investment lineups comprised solely of proprietary funds, and there is no formalized, documented due diligence process governing fund selection or removal. A fiduciary review by The Baldwin Group is expected to introduce a structured evaluation framework, independent performance analysis, and documented decision-making practices designed to strengthen investment oversight and align the plans more closely with fiduciary best practices.
Enhanced and Coordinated Financial Education
Participant education is a critical component of plan success and long-term retirement readiness. Currently, financial education is delivered on an ad hoc, “at-will” basis rather than through a coordinated strategy aligned with participant needs and plan objectives.
As fiduciary advisor, The Baldwin Group is expected to help evaluate current education efforts and recommend a more consistent, structured, and outcomes-focused approach.
This may include aligning education with plan design, participation trends, and common participant challenges, with the goal of improving engagement and decision-making without promoting specific investment products.
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Conclusion
While no specific outcomes can be guaranteed, adding The Baldwin Group as a fiduciary consultant is reasonably expected to improve fee oversight, investment governance, and participant education through independent analysis and best-practice guidance. Collectively, these enhancements support the City’s commitment to prudent plan management and to acting in the best interests of its employees participating in the 457 deferred compensation plans.
Item 14.
INVESTMENT FIDUCIARY & RETIREMENT PLAN CONSULTING AGREEMENT
NAME OF PLAN:
NAME OF EMPLOYER/PLAN SPONSOR:
This Investment Fiduciary & Retirement Plan Consulting Agreement (this “Agreement”) is made by and between The Baldwin Group Wealth Advisors (“Adviser”) and the Employer/Plan Sponsor (“Sponsor”) of the above-referenced retirement plan for the benefit of the Plan further described in the attached profile at Appendix A (the “Plan”). The effective date of this Agreement is the date provided in Section 13 of this Agreement ("Effective Date"). All appendices attached to this Agreement are herein incorporated as of the Effective Date.
Sponsor is the sponsor of and maintains the Plan, which is subject to its governing documents (the “Governing Documents”) and the following: (check all that apply)
Coverage under Title I of the Employee Retirement Income Security Act of 1974 (“ERISA”): Yes No Investment Direction Provided By: Trustee(s) Participants Established/Maintained as a Multiple Employer Plan (“MEP”): Yes No
1. SERVICES
Adviser will provide the Fiduciary Services and / or Consulting Services (both as defined below) selected below by Sponsor (collectively, the “Services”) to assist Sponsor in meeting its requirements to prudently administer and manage the Plan and, if applicable, to educate the Plan’s participants (the “Participants”) to help them maximize their benefits through the Plan.
When providing any Non-discretionary Fiduciary Services, as selected below by Sponsor, Adviser will solely be making recommendations to Sponsor, and Sponsor retains full discretionary authority or control over assets of the Plan. When providing any Discretionary Fiduciary Services, Adviser will exercise discretionary authority over the Plan assets covered under each Discretionary Fiduciary Service selected below by Sponsor.
Adviser will provide the following investment fiduciary services (the “Fiduciary Services”): (check all that apply) INVESTMENT FIDUCIARY SERVICES: PLAN-LEVEL (Select Services in Only One Column) Non-discretionary Fiduciary Services Discretionary Fiduciary Services INVESTMENT POLICY STATEMENT (IPS):
Advisor will review with Sponsor the investment objectives, risk tolerance and goals of the Plan. If the Plan does not have an investment policy statement (“IPS”), Advisor will provide recommendations to Sponsor to assist with establishing an IPS. If the Plan has an existing IPS, Advisor will review it for consistency with the Plan’s objectives. If the IPS does not represent the objectives of the Plan, Advisor will recommend to Sponsor revisions to align the IPS with the Plan’s objectives.
OR IPS provided upon commencement of
Discretionary Fiduciary Services
INVESTMENT ADVICE:
Based on the Plan’s IPS, Advisor will review the investment options available to the Plan and will make recommendations to assist Sponsor with selecting investments that meet the IPS criteria. Once Sponsor selectsthe investment(s), Advisor will, on a periodic basis and/or upon reasonable request, provide reports and information to assist Sponsor with monitoring the investment(s). If the IPS criteria require any investment(s) to be replaced, Advisor will provide recommendations to assist Sponsor with replacing the investment(s).
OR
INVESTMENT MANAGEMENT:
Advisor will review with Sponsor the investment objectives, risk tolerance and goals of the Plan and provide to Sponsor an IPS that contains criteria from which Advisor will select, monitor and replace the Plan’s investments. Once approved by Sponsor, Advisor will review the investment options
available to the Plan and will select the Plan’s investments in accordance with the criteria set forth in the IPS. On a periodic basis, Advisor will monitor and evaluate the investments and replace any investment(s) that no longer meet the IPS criteria.
Item 14.
INVESTMENT FIDUCIARY & RETIREMENT PLAN CONSULTING AGREEMENT
ADVICE RE THIRD-PARTY MANAGERS:
Based on the Plan’s IPS or other investment guidelines
established by the Plan, Advisor will review the third-party investment managers available to the Plan and will make recommendations to assist Sponsor with selecting a manager to manage some or all of the Plan’s investments. Once
Sponsor approves the manager(s), Advisor will provide
reports, information and recommendations, on a periodic basis, designed to assist Sponsor with monitoring the
managers. If the IPS criteria require any manager to be removed, Advisor will provide recommendations to assist Sponsor with evaluating replacement managers.
OR
MANAGEMENT OF THIRD-PARTY MANAGERS:
Advisor will review with Sponsor the investment objectives, risk tolerance and goals of the Plan and provide to Sponsor an IPS or other documentation that contains criteria from which Advisor will select, monitor and replace the Plan’s third-party investment managers. Once the IPS is approved, Advisor will select appropriate managers to manage all or a portion of the Plan’s investments. Advisor will monitor the manager(s) in accordance with the IPS and will replace any manager(s) that is no longer meeting the IPS criteria. Advisor must have a limited power of attorney in order to hire any managers on behalf of the Plan.
Adviser will provide the Plan consulting services (the “Consulting Services”) identified below: (check all that apply)
RETIREMENT PLAN CONSULTING SERVICES
Administrative Support
Assistance, as needed, with reviewing plan objectives and features available through the plan Review Plan committee structure and administrative policies/procedures Oversight of Relationship with Service Provider
Assist with process to select, monitor and replace service providers Review of service providers disclosures and fee benchmarking Provide reports and/or information designed to assist plan sponsor with monitoring service providers.
Vendor transition support and coordination of Plan conversion Assist with preparation and review of Requests for Proposals (RFPs) and/or Information (RFI) upon request* Investments
Coordinate committee meetings to monitor investment performance Deliver updates to committee regarding market and economic conditions as necessary or upon request Review of investment objectives and/or IPS as needed or upon request Educate Plan committee members, as needed, regarding available investment options and strategies * Additional Project-Based Fees may apply; please see Appendix B.
Excluded Items
Sponsor acknowledges and agrees that the only responsibility of Adviser is to render the Services hereunder. Adviser will not be responsible for any of the following:
a) providing any services to, any other plan other than the Plan unless delegated to and accepted in writing by Adviser under a separate agreement or the appendices hereto;
b) any Services other than in connection with a class of investments to the extent selected above and will not be responsible for providing recommendations or advice concerning other investments (e.g., employer securities, unallocated accounts, mutual fund windows or brokerage accounts, etc.); c) arranging for the execution of securities transactions through a broker-dealer the Sponsor believes can provide best execution;
d) the administration of the Plan or for the interpretation of Plan documents, the determination of Participant eligibility, benefits, vesting, distribute notices to Participants, the approval of the distributions to be made by the Plan, or any other action with respect to the management, administration or any other aspect of the Plan; e) Adviser does not provide the Services as a fiduciary to an investment contract, product or entity that holds the Plan’ assets; nor does it perform recordkeeping or brokerage services to the Plan; f) the duties of a trustee or plan administrator;
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INVESTMENT FIDUCIARY & RETIREMENT PLAN CONSULTING AGREEMENT
g) maintaining or restoring (as applicable) the compliance of the Plan with the Internal Revenue Code of 1986, as amended (the “Code), and other applicable law, or for other service providers’ compliance with applicable law, including but not limited to the Code;
h) any obligation or authority to take any action or render any advice with respect to the voting of proxies solicited by or with respect to issuers of securities held by the Plan or with respect to any legal proceedings, including class action lawsuits or bankruptcies, it being understood that such responsibilities lie with either Sponsor or another party appointed by Sponsor—irrespective of the Plan’s provisions; i) providing legal or tax advice to Sponsor, the Plan or the Participants (and Sponsor agrees to seek the advice of its own legal and tax advisors as to all Plan matters).
2. FEES
2.1 Amount and Billing Mode
Sponsor agrees to pay Adviser a fee covering all charges for Services (the “Fees”). Sponsor agrees to pay Adviser for its Services rendered hereunder, in accordance with the fee schedule attached hereto as Appendix B. Adviser receives no direct or indirect compensation related to the assets of the Plan, which has not been disclosed in Appendix B.
2.2 Direct Debit of Fees
Unless Adviser agrees to invoice Sponsor directly for its Fees, as noted in this Section 2, Sponsor hereby authorizes Adviser to invoice the Plan’s custodian for the Fee and directs and authorizes the custodian to deduct the Fee from the Plan’s Account.
Sponsor hereby directs and authorizes Adviser to instruct the custodian to send Sponsor a statement, at least quarterly, indicating all amounts disbursed from the Account including the Fee paid from the Account. Sponsor acknowledges that it is Sponsor’s responsibility to verify the accuracy of the calculation of the Fee and that the custodian will not determine whether the Fee is accurate or properly calculated.
2.3 Additional Fees and Adjustments
The Plan may also incur certain charges imposed by unaffiliated third parties. Such charges include, but are not limited to, custodial fees, brokerage commissions, transaction fees, charges imposed directly by a mutual fund, index fund, or exchange traded fund purchased for the Plan, which shall be disclosed in the fund’s prospectus (e.g., fund management fees and other fund expenses), certain deferred sales charges, odd-lot differentials, transfer taxes, wire transfer and electronic fund fees, and other fees and taxes on brokerage accounts and securities transactions.
Unless Adviser agrees otherwise, no adjustments or refunds will be made in respect of any period for (i) appreciation or depreciation in the value of the Account during that period or (ii) any partial withdrawal of assets from the Account during that period. If this Agreement is terminated by Adviser or by Sponsor, Adviser will refund certain Fees to Sponsor to the extent provided in Section 8 of this Agreement. Unless Adviser agrees otherwise, all Fees shall be based on the total value of the assets in the Account without regard to any debit balance.
2.4 Valuation
In determining the value of the Account for purposes of calculating any asset-based Fees, Adviser may rely upon the valuation of assets provided by Sponsor or the Plan’s custodian or recordkeeper without independent verification. If, however, there are circumstances which, in the Adviser’s judgment, render the custodian’s valuation inappropriate, Adviser will value securities listed on any national securities exchange at the closing price on the principal exchange on which they are traded (unless there are circumstances which in Adviser’s judgment render a different method of valuation more appropriate), and will value any other securities in a manner determined in good faith by Adviser to reflect fair market value. In all events, Sponsor acknowledges that any such valuation will not be any guarantee of the market value of any of the assets in the Plan.
3. NON-EXCLUSIVITY
Sponsor understands that Adviser may give advice or take actions for other clients that differ from the advice given or the timing or nature of any action taken for the Account. In addition, Adviser may, but is not obligated to, purchase or sell or recommend for purchase or sale any security, which Adviser may purchase or sell for their own accounts or the account of any other client. Adviser has no obligation to advise Sponsor in the same manner as it may advise any of its other clients.
Item 14.
INVESTMENT FIDUCIARY & RETIREMENT PLAN CONSULTING AGREEMENT
4. CUSTODY OF ASSETS AND OTHER SERVICES
Custody of all Plan assets will be maintained with a third party custodian selected by Sponsor (“Custodian”), and Adviser will not have custody of any Plan assets. Plan recordkeeping will be provided by a third party recordkeeper selected by Sponsor, and Sponsor will be solely responsible for paying all fees or charges of the Custodian and recordkeeper. Adviser will not be responsible or liable for recommendations or services rendered by third party service providers (“other provider”) or the other provider’s compliance with applicable laws, including the Code and ERISA.
Adviser will not act as custodian for the Assets, but may issue such instructions to the Custodian as may be appropriate in connection with the performance and/or settlement of transactions authorized by the Sponsor under the terms of this Agreement. Instructions of the Sponsor to Adviser and/or Custodian shall be made in writing unless the Adviser, in its sole discretion, determines that an instruction may be given orally. Adviser reserves the right to require the Sponsor to confirm oral instructions via first class mail, e-mail or facsimile as soon as practical following receipt of oral instructions. Adviser shall instruct all brokers, dealers, investment companies, insurance companies, etc. executing orders on behalf of the Plan to forward to the Sponsor and/or Custodian copies of all confirmations promptly after execution of transactions.
5. REPRESENTATIONS, WARRANTIES AND COVENANTS OF SPONSOR Sponsor represents, warrants and covenants with Adviser as follows:
a) Sponsor is solely responsible for determining whether or not to enter into any arrangement(s) in connection with the Plan (including this Agreement) that are deemed by Sponsor to be necessary for the management and operation of the Plan and for determining whether or not any such arrangement(s) are reasonable and appropriate with respect to compensation paid for and conflicts of interest(s) arising in connection with the Services and/or products provided.
Sponsor acknowledges that it has received and read this Agreement and the Services and Fees disclosed herein prior to entering into, renewing or extending this Agreement and that it has made an independent determination that the fees payable pursuant to this Agreement are reasonable. b) This Agreement is binding on Sponsor and does not violate any prior obligation or agreements, and the Governing Documents (and related custodial or annuity documents) permit payment of the Fees out of Plan assets. c) Sponsor is solely responsible for the Plan’s compliance (both in form and operation) with all applicable federal and state laws, rules and regulations, including Sponsor’s obligation to obtain and maintain for the period of this Agreement any bond in the requisite amount which may be required and all federal and state privacy and information security laws governing the use, disclosure and safeguarding of nonpublic personal information which may apply to the Plan or the Sponsor.
d) Sponsor is solely responsible for monitoring whether any class action lawsuits have been filed pertaining to investment recommendations, investment purchases, or investment sales, in determining whether the Plan is eligible to participate and whether it is in the best interest of the Plan to participate in such class action lawsuits. e) Sponsor will cooperate fully with Adviser in providing the Services. Sponsor authorizes Adviser to deliver documents and communicate with Plan and Participants or beneficiaries through the use of electronic means, including electronic mail and posting to a website. Sponsor, and not Adviser, is responsible for determining whether the use of such electronic communication complies with the applicable law. f) Any individual signing this Agreement on behalf of the Sponsor represents that he/she: (i) is independent of and unrelated to Adviser or any of its affiliates; and (ii) has the power and authority under the Governing Documents to appoint investment advisors, managers and consultants under the terms of the Plan and to enter into contractual arrangements with third parties to assist in the discharge of these and related duties in accordance with applicable law.
g) Sponsor agrees to promptly provide Adviser with any amendments to the Plan’s Governing Documents that are reasonably expected to alter or affect Adviser in the performance of Services under this Agreement in accordance with Section 10.
h) Sponsor acknowledges that investments fluctuate in value, and the value of investments when sold may be more or less than when purchased, and that past investment performance does not necessarily guarantee any level of future investment performance.
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INVESTMENT FIDUCIARY & RETIREMENT PLAN CONSULTING AGREEMENT
i) Sponsor acknowledges that Adviser may share the Plan’s information among registered investment advisor affiliates which may have supervisory responsibilities over Adviser, only to the extent necessary. j) If Sponsor has directed Adviser to use a certain broker-dealer, Adviser is not responsible to seek best execution for transactions in the Account and the Plan may pay higher brokerage fees than if Adviser were authorized to direct transactions to another broker-dealer that could provide best execution. k) Sponsor understands that Adviser will have no responsibility for the diversification of all of the Plan’s investments, and will have no duty, responsibility or liability for Plan assets that Adviser has not been engaged hereunder to provide Discretionary Fiduciary Services for.
l) With respect to any Discretionary Fiduciary Services, Sponsor has duly appointed Adviser in accordance with the applicable provisions of the Governing Documents to manage the assets of the Plan. m) No person or entity other than Sponsor has, or will exercise, the discretionary authority to appoint or terminate Adviser or to negotiate this Agreement, and each individual who can exercise such authority is exclusively employed by or associated with Sponsor or its affiliates.
n) Neither Sponsor nor any subsidiary or affiliate of Sponsor is affiliated with any counterparty that could reasonably be expected to be involved with investment transactions for the Plan. o) The Plan is offered only in conjunction with one or more third party administrators or other providers that have adequate operational capabilities.
6. REPRESENTATIONS OF ADVISER
Adviser represents as follows:
a) Adviser is registered as an investment adviser under the Investment Advisers Act of 1940, as amended (the “Advisers Act”), and will maintain such registration.
b) Adviser has the power and authority to enter into and perform this Agreement, and will obtain and/or maintain any authorizations, permits, certifications, licenses, filings, registrations, approvals or consents, which must be obtained by it from any third party, including any governmental authority, in connection with this Agreement. c) Adviser agrees to comply with all applicable federal and state privacy and information security laws governing the use, disclosure and safeguarding of nonpublic personal information. d) In providing IRA rollover educational information, Adviser may provide general information to Participants on retirement plan distributions. Any Services to Participants that include discussions about individual distributions or how to invest the proceeds of a distribution will be performed under a separate agreement with the Participant.
7. STANDARD OF CARE; INDEMNIFICATION; LIMITS ON LIABILITY; DATA DISCLOSURE
7.1 Standard of Care
The sole standard of care imposed on Adviser in performing any investment fiduciary service(s) is to act with the care, prudence, and diligence under the circumstances then prevailing that a prudent man acting in a like capacity and familiar with such matters would use in the conduct of an enterprise of like character and with like aims, provided, however, that nothing in this Agreement will be deemed to limit any responsibility that Adviser may have to Sponsor to the extent such limitation would be inconsistent with applicable laws, including securities laws.
7.2 Indemnification
Sponsor agrees that the only responsibilities of Adviser hereunder are to render the Services specifically selected in Section 1 of this Agreement. Adviser agrees to indemnify and hold Sponsor harmless from any and all liabilities and claims, including damages, court costs, reasonable legal fees and costs of investigation, which arise directly from Adviser’s intentional misconduct, gross negligence, breach of fiduciary duty with respect to the Services hereunder or representations by Adviser contained in Section 6 of this Agreement; provided, Adviser is not liable for any indirect, special, consequential or exemplary damages.
Item 14.
INVESTMENT FIDUCIARY & RETIREMENT PLAN CONSULTING AGREEMENT
Sponsor agrees to defend, indemnify and hold Adviser harmless from any and all liabilities and claims, including damages, court costs, reasonable legal fees and costs of investigation which arise from: (i) directly or indirectly, any investment loss experienced by the Plan or Plan participants or beneficiaries; (ii) Adviser’s reliance or any action taken by Adviser in reliance upon any instruction(s) and/or information received by Adviser from Sponsor; (iii) any breach of Sponsor’s representations and warranties set forth in this Agreement; (iv) any cause of action brought by the Sponsor, Plan participant(s) or beneficiaries and/or the Plan’s service providers with respect to the Services hereunder, provided that such losses or damages are not directly caused by Adviser’s intentional misconduct, gross negligence or breach of fiduciary duty; (v) any cause of action brought by a third party related to any other employee benefit plans sponsored by Sponsor which is not covered by this Agreement; (vi) any cause of action brought by a third party related to the Plan or any plan which arose as a result of actions or conduct prior to the Effective Date of this Agreement; and (vii) any breach of data security or any breach by the Sponsor, its directors, officers, employees, agents and/or service providers with respect to confidentiality and/or data security obligations. Liabilities and claims to which the indemnification in this paragraph applies would include, by way of example but not limitation, investment losses suffered as a result of a general market decline, investment losses arising in situations in which Sponsor fails to follow Adviser’s recommendation(s) or in which Sponsor or a third party fails to properly implement such recommendation(s), and Plan participant or beneficiary claims arising out of an alleged claim of breach of fiduciary duty on the part of Sponsor or other Plan fiduciaries.
If Adviser is required to provide documents or testimony in connection with a legal proceeding involving the Plan, Sponsor will pay Adviser’s reasonable costs, including the costs of its personnel and counsel, unless Adviser is a party to such proceeding and is found to have engaged in intentional misconduct, gross negligence or breach of fiduciary duty.
If Sponsor stock is held by or offered as an investment option under the Plan, or if Participants may invest the assets in their accounts through individual brokerage accounts, a mutual fund window or other similar arrangement, Adviser shall have no responsibility or liability with respect thereto.
7.3 Limits on Liability
In no event shall Advisor be liable for special, indirect, punitive, incidental, or consequential damages of any kind whatsoever, including lost profits. Further, neither party shall be liable for damages of any nature whatsoever in excess of the total amount paid or due and payable by Sponsor under this Agreement.
7.4 Data Disclosure; Information from Sponsor and Third Parties Sponsor will promptly notify Adviser of any errors in completeness in any of the data, analyses, opinions, or other information it provides to Adviser in connection with the rendering of Services hereunder. Adviser will not be responsible for any payment or contribution to the costs, fees, taxes, or penalties that the Sponsor, Participants or beneficiaries, or other Plan fiduciary incur as a result of any valuation or payment.
Adviser will use reasonable efforts to ensure that the data, analysis, opinion, and other information it provides in connection with the Services are correct. Although gathered from sources believed to be reliable, Sponsor acknowledges that Adviser cannot guarantee the accuracy of the information received by Sponsor or third parties used to provide the Services. The completeness and timeliness of all data and information used to provide the Services is dependent upon the sources of such data and information, which are outside of Adviser’s control.
The Services provided by Adviser are based in part on information provided by Sponsor, Sponsor’s representatives, and Sponsor’s other service providers. Sponsor acknowledges that Adviser is entitled to rely upon all information necessary for it to carry out its duties under this Agreement that is provided by Sponsor’s representatives or Sponsor’s other service providers without independent verification by Adviser. Sponsor represents that all such information provided to Adviser is and shall be true, correct, timely and complete in all material respects. Sponsor agrees to promptly notify Adviser in writing of any material change in the information provided to Adviser and to promptly provide any such additional information as may be reasonably requested by Adviser.
Adviser is authorized by Sponsor to obtain all information from the Plan’s other service providers, including recordkeepers, investment managers, the Plan's trustee and Plan’s administrator as Adviser may reasonably require. Sponsor authorizes plan custodian, product vendor, trustee or any third party responsible for any aspect of plan operation to promptly release said information to Adviser immediately upon request.
Item 14.
INVESTMENT FIDUCIARY & RETIREMENT PLAN CONSULTING AGREEMENT
8. TERM; TERMINATION
This Agreement and the authorizations provided herein are continuous and shall remain in full force and effect and be relied upon until either party terminates this Agreement. Either party may terminate this Agreement upon thirty (30) days prior written notice to the other party and Adviser will be entitled to a pro-rata amount of compensation. Any unearned fees paid in advance will be refunded. Such termination will not, however, affect the liabilities or obligations of the parties arising from transactions initiated prior to such termination, and such liabilities and obligations (together with the provisions of Sections 7, 11 and 10) will survive any expiration or termination of this Agreement. Upon termination, Adviser will have no further obligation under this Agreement to act or advise Sponsor with respect to the Services except as agreed to by the parties at the time of termination. Sponsor may cause the Agreement to terminate immediately if Sponsor does not implement Adviser’s recommendations.
9. PROXIES; CLASS ACTION LAWSUITS
Sponsor acknowledges and agrees that Sponsor expressly retains the right and obligation to vote proxies, and agrees that Adviser is precluded from voting proxies for the Plan. Adviser will not be obligated to take action or render any advice involving legal action on behalf of Sponsor with respect to securities or other investments held by the Plan, or the issuers thereof, which become the subject of legal notices or proceedings, including bankruptcies. Sponsor is solely responsible for monitoring whether any class action lawsuits have been filed pertaining to investment recommendations, investment purchases, or investment sales, in determining whether the Plan is eligible to participate and whether it is in the best interest of the Plan to participate in such class action lawsuits. Sponsor further acknowledges that Adviser will not be responsible for prospectus delivery.
10. NOTICES
All written notices to any party under this Agreement shall be sent to such party by hand, first class mail, facsimile transmission, e-mail, or by certified mail, return receipt requested, at the address set forth on the signature page, or such other address as such party may designate in writing to the other, or by such other means as may be agreed to by the parties from time to time.
11. GOVERNING LAW
This Agreement shall be construed under the laws of the State of Florida, without regard to the conflicts of laws provisions thereof. Any disputes relating to this Agreement between the parties hereto shall be adjudicated in Hillsborough County, Florida.
12. ARBITRATION
All disputes, actions or controversies between Sponsor and Adviser or its affiliates, including any of Adviser’s present or former officers, directors, agents or employees, which may arise out of or relate to any of the Services provided by Adviser under this Agreement, or the construction, performance or breach of this or any other agreement between Adviser or an affiliate and Sponsor, whether entered into prior to, on or subsequent to the date hereof, will be resolved by negotiation of the parties acting in good faith.
If the parties are unable to resolve their differences through negotiation, the parties will engage in non-binding mediation, using the services of an impartial, neutral mediator selected by mutual agreement of the parties. Mediation is voluntary once commenced, and either party may withdraw from the mediation process at its sole discretion at any time. The fees of the mediator will be shared equally by the parties.
If the parties are unable to agree on a single mediator or to resolve the issues through mediation, to the extent permitted by law, then the matter will be settled by binding arbitration under JAMS. Unless the parties can agree on a single arbitrator, the matter will be heard by a panel of three arbitrators, one selected by each party and the third selected by the two arbitrators selected by the parties. Judgment upon any award rendered by the arbitrator(s) will be final, and may be entered into any court having jurisdiction. In agreeing to binding arbitration, Sponsor is aware that:
a) Arbitration is final and binding on the parties.
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INVESTMENT FIDUCIARY & RETIREMENT PLAN CONSULTING AGREEMENT
b) The parties are waiving their right to seek remedies in court, including the right to jury trial, except to the extent the waiver would violate applicable law.
c) Pre-arbitration discovery is generally more limited than and potentially different in form and scope from court proceedings.
d) The arbitration award is not required to include factual findings or legal reasoning and any Party’s right to appeal or to seek modification of rulings by the arbitrators is strictly limited. e) The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry.
Sponsor understands that this Agreement to arbitrate does not constitute a waiver of its right to seek a judicial forum where such waiver would be void under federal or applicable state securities laws.
13. ACKNOWLEDGEMENT
Sponsor acknowledges that before this Agreement was entered into, Advisor provided to Sponsor information regarding Services, compensation, fiduciary obligations and conflicts of interest, including Advisor's Form ADV Part 2, and any supplements required by law; Advisor's Privacy Policy (if applicable); and this Agreement. Sponsor acknowledges that it received such information sufficiently in advance of entering into this Agreement to make an informed decision in determining the Services to be: (i) necessary for the operation of the Plan; and (ii) reasonable and appropriate based upon the compensation to be paid for the Services.
The “Effective Date” of this Agreement shall be the date it is signed by the Sponsor below, unless a different date is specified:
The Effective Date shall be: , .
14. MISCELLANEOUS PROVISIONS
15.1 Captions
Section headings are for convenience only and are not of substantive effect providing.
15.2 Severability
It is understood by the parties that if any provision, duty, obligation or undertaking herein contained is held by the courts to be unenforceable or illegal or in conflict with applicable law, the validity of the remaining portions shall not be affected, and the rights and obligations of the parties shall be construed and enforced as if such invalid or unenforceable provision was not contained herein.
15.3 Entire Agreement
This Agreement is the entire understanding between the parties and supersedes all prior oral or written statements dealing with this subject.
15.4 Assignability
No assignment of this Agreement shall be made without the express written consent of all parties in accordance with the Act.
15.5 Effect
This Agreement will be binding upon and will inure to the benefit of the parties and their respective heirs, successors, survivors, administrators and permitted assigns.
15.6 Modification
The Agreement may be modified, including without limitation the Services to be provided by Adviser or the Fees charged by Adviser: (i) by written agreement between Adviser and Sponsor; or (ii) the Adviser may propose to increase or otherwise change the Fees charged, to change the Services provided, to assign the Agreement or otherwise modify this Agreement by
Item 14.
INVESTMENT FIDUCIARY & RETIREMENT PLAN CONSULTING AGREEMENT
giving Sponsor at least 60 days advance notice of the proposed change. The notice will be given in the manner described in Section 11 above. The notice will: (i) explain the proposed modification of the Fees, Services, assignment or other provisions; (ii) fully disclose any resulting changes in the Fees to be charged as a result of any proposed change in the Services or other changes to this Agreement; (iii) identify the effective date of the change; (iv) explain Sponsor’s right to reject in writing the change or terminate this Agreement; and (v) state that pursuant to the provisions of this Agreement, if Sponsor fails to object to the proposed change(s) before the date on which the change(s) become effective Sponsor will be deemed to have consented to the proposed change(s).
If Sponsor rejects any change to this Agreement proposed by Adviser, then Adviser will not be authorized to make the proposed change. In that event Sponsor will have an additional 60 days from the proposed effective date (or such additional time beyond 60 days as may be agreed by Adviser) to locate a service provider in place and instead of Adviser. If at the end of such additional 60-day period (or such additional time period as agreed by Adviser), the parties have not reached agreement, this Agreement will automatically terminate.
15.7 Waiver of Limitation
Nothing in this Agreement will in any way constitute a waiver or limitation of any rights which the Sponsor or the Plan or any other party may have under federal or state securities laws.
IN WITNESS WHEREOF, Adviser and Sponsor hereby execute this Agreement:
ACCEPTANCE BY OFFICER OF ADVISOR
By:
Print Name: Darin Gibson
Title: Managing Director
Date:
ADVISOR
By:
Print Name: Taylor Boyd
Title: Senior Partner
Street Address 1: 2050 Main Street
Street Address 2: Suite 510
City, State, Zip: Irvine, CA 92614
Email Address: [email protected]
Date:
SPONSOR
By:
Print Name:
Title:
Street Address 1:
Street Address 2:
City, State, Zip:
Email Address:
Date:
Item 14.
INVESTMENT FIDUCIARY & RETIREMENT PLAN CONSULTING AGREEMENT
APPENDIX A: PLAN PROFILE
Legal Name of Plan
Company Tax ID #
Company Name
Company Address
Plan Type
Plan Inception Date
Plan Sponsor
Name of Plan Administrator(s)
Address
Primary Contact Phone
Email
Corporate Trustee
Company Name
Corporate Trustee Address
Primary Contact Phone
Email
Item 14.
INVESTMENT FIDUCIARY & RETIREMENT PLAN CONSULTING AGREEMENT
Appendix B: Fee Schedule
The Fees will be determined in one of the following ways for the Assets (and if applicable, for the DB Assets):
Assets Under Management: Advisor will bill the Plan quarterly, in arrears (as applicable under the Billing Mode elected below), an asset-based fee for providing the Services. Sponsor agrees that the Fees will be based upon the value of assets held in custody by the Plan’s custodian (such assets being referred to herein as the “Account”) excluding the value of any assets invested in Plan participants’ self-directed brokerage accounts, using closing prices at quarter end (or the asset value of a specified date, in the event Fees are calculated on a prorated basis), at one-quarter of the annual rates set forth below:
Amount: Advisor’s Fee will represent a pro rata portion of an annual fee: (check one of the following) Equal to % of the value of the Account; or
Determined according to the schedule below.
Plan Assets Fees
$0 to $1,000,000 $7,500
$1,000,001 to $3,000,000 75 basis points
$3,000,001 to $10,000,000 50 basis points
$10,000,001 to $20,000,000 35 basis points
$20,000,001 to $40,000,000 25 basis points
$40,000,001 to $75,000,000 15 basis points
$75,000,001 to $150,000,000 10 basis points
$150,000,001 + negotiable
Fees will be payable in full within thirty (30) days in accordance with the elected billing mode. The above schedule, if applicable, will provide for the Fee to be the stated amount or percentage corresponding to the total Account value (such that all of the Account assets are subject to the lowest annual fee corresponding to the Account value), unless the Sponsor makes the following election for the Fee to be:
blended, such that each tier of assets is subjected to the indicated Fee rate and such rates are blended to determine a percentage of the Account value.
Billing Mode:
Fees will be charged quarterly in advance;
Fees will be charged quarterly in arrears; or
Determined according to Recordkeeper policies.
Flat Fee: $ per year flat annual fee, payable quarterly, in advance/arrears (as applicable under the Billing Mode elected above) of the period for which Services are to be rendered. The stated annual fee may be increased each year with a cost of living adjustment.
Project-Based Fee: If applicable, Advisor will charge as a one-time, Project-Based Fee to provide one or more of the above-referenced Services or, alternatively, for:
_____________________________________________ as follows:
Amount Due Date Due
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INVESTMENT FIDUCIARY & RETIREMENT PLAN CONSULTING AGREEMENT
$ or Payable upon delivery.
Advisor has received, or expects to receive, the following non-cash compensation in connection with Adviser’s rendering of the Services (include nature, value and source, if applicable):
None
Sponsor authorizes Advisor to bill all invoices for Services under this Agreement by: (check one of the following) Invoice third-party directly. (Must complete third-party’s required form) Invoice Sponsor directly. (invoice will be sent to address noted in Sponsor’s signature below unless notice is provided otherwise)
Sponsor agrees and acknowledges that billing invoices to a third-party will be for the convenience of the parties to this Agreement and will not relieve Sponsor of its full responsibility for the payment of all amounts due to Advisor under this Agreement. Sponsor further agrees to pay all billed amounts that are not paid on Sponsor’s behalf in a timely manner.
Sponsor is urged to review all invoices and to verify the accuracy of the calculation of all amounts billed and paid under this Agreement.
In the event that Sponsor instructs Advisor to bill the Plan directly, but the Plan fails to pay any invoice within thirty (30) days of the date thereof, Sponsor authorizes Advisor to bill the Plan’s custodian with respect to that invoice in the manner set forth herein. The fees set forth herein do not cover any execution, custody, clearing or settlement services provided by Advisor or Advisor’s affiliates or investment management fees of investment managers retained by Sponsor.
Item 14.
STAFF REPORT
1/28/2026
TO: Honorable Mayor and City Council Members
FROM: Andrew Simmons, P.E., Public Works Director/City Engineer SUBJECT: Award Amendment #1 to the maintenance agreement with BRC Construction for As Needed Block Wall and Wrought Iron Fence Repairs for the Landscape and Lighting Maintenance Districts Project No. 081122B.
STAFF RECOMMENDATION:
Award Amendment #1 to the maintenance agreement with BRC Construction for As Needed Block Wall and Wrought Iron Fence Repairs for the Landscape and Lighting Maintenance Districts Project No. 081122B.
EXECUTIVE SUMMARY:
The City published a Request for Proposals (RFP) for As Needed Block Wall and Wrought Iron Fence Repairs for the Landscape and Lighting Maintenance Districts Project No. 081122B. This RFP closed on September 14, 2022 at 2pm and the City received one response.
The RFP was published to obtain a general contractor that can complete fence and masonry wall repairs throughout the LLMDs; these repairs are required from time to time due to traffic collisions that affect these improvements, vandalism or age of improvement. City Council authorized a maintenance agreement with BRC Construction on October 12, 2022 for a term from October 15, 2022 – October 14, 2025 for a not-to-exceed amount of $450,000. City staff recommends awarding Amendment #1 for a two-year term for a not-to-exceed amount of $300,000.
FISCAL IMPACT:
The recommended action will not have a negative impact on the budget. The award amount is allocated in the LLMD Budget.
ATTACHMENTS:
1. Amendment #1
Item 15.
FIRST AMENDMENT TO THE AS NEEDED BLOCK WALL AND WROUGHT IRON
FENCE REPAIRS FOR THE LANDSCAPE AND LIGHTING DISTRICTS
AGREEMENT BETWEEN THE CITY OF COACHELLA
AND BRC CONSTRUCTION
THIS FIRST AMENDMENT ("Amendment") is made and entered into as of January 28, 2026 by and between the City of Coachella ("City”) and BRC Construction ("Contractor"). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows:
1. RECITALS. This Amendment is made with the respect to the following facts and purposes:
a. On or about October 12, 2022 the City and Contractor entered into that certain agreement entitled "As Needed Block Wall and Wrought Iron Fence Repairs for the Landscape and Lighting Maintenance Districts City of Coachella Maintenance Services Agreement" between the City and Contractor to provide as needed block wall and wrought iron fencing repair in the amount of $450,000.
b. The parties now desire to amend the Agreement as set forth in this Amendment.
2. AMENDMENT.
3.1.2 Term. Section 3.1.2 of the Agreement is hereby amended to go into effect on October 15, 2025 contingent upon approval by City, and Consultant shall commence work after notification to proceed by City’s Agreement Administrator. The Agreement shall end on October 14, 2027, unless extended by Agreement Amendment.
3.3 Allowable Costs and Payments. Section 3.3.1 of the Agreement is hereby amended to increase the compensation, including authorized reimbursements, for all services rendered under this Agreement as set forth in EXHIBIT “B” attached hereto and incorporated herein by reference.
The method of payment in Sections 3.3.1.A and B of the Agreement are hereby amended to actual cost plus a ten percent (10%) fixed fee. City will reimburse Contractor for actual costs (including labor costs, employee benefits, travel, equipment rental costs, overhead and other direct costs; plus ten percent fixed fee) incurred by Consultant in performance of the work. The total authorized compensation for the Amendment No. 1 is in the amount not to exceed Three Hundred Thousand Dollars and no Cents ($300,000).
The amended total compensation shall not exceed Seven Hundred Fifty Thousand Dollars and no Cents ($750,000.00) without written approval of the City’s representative. Extra Work may be authorized, as described below, and if authorized, will
Item 15.
be compensated at the rates and manner set forth in this agreement.
3.4 Continuing Effect of Agreement. Except as amended by this Amendment, all provisions of the Agreement shall remain unchanged and in full force and effect. From and after the date of this Amendment, whenever the term "Agreement" appears in the Agreement, itshall mean the Agreement as amended by this Amendment.
3.5 Adequate Consideration . The parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment.
3.6 Counterparts. This Amendment m a y be executed in duplicate originals, each of which is deemed to be an original, but when taken together shall constitute but one and the same instrument.
Item 15.
IN WITNESS THEREOF, the parties have executed this Amendment as of the day and year first set forth above, which date shall be considered by the parties to be the effective date of this Amendment.
CITY OF COACHELLA BRC CONSTRUCTION
Approved by:
___________________________________
William B. Pattison Jr. Branden Rickard
City Manager Owner
Approved as to Form:
BEST, BEST & KRIEGER
___________________________________
City Attorney
Attest:
___________________________________
Angela M. Zepeda
City Clerk
Item 15.
STAFF REPORT
1/28/2026
TO: Honorable Mayor and City Council Members
FROM: Andrew Simmons, P.E., Public Works Director/City Engineer SUBJECT: Award Amendment #1 to the maintenance agreement with BRC Construction for As Needed Miscellaneous Repair Work for the Landscape and Lighting Maintenance Districts Project No. 081122.
STAFF RECOMMENDATION:
Award maintenance agreement to BRC Construction for As Needed Miscellaneous Repair Work for the Landscape and Lighting Maintenance Districts Project No. 081122.
EXECUTIVE SUMMARY:
The City published a Request for Proposals (RFP) for As Needed Miscellaneous Repair Work for the Landscape and Lighting Maintenance Districts Project No. 081122. This RFP closed on September 14, 2022 and the City received one response.
The RFP was published to obtain a general contractor that can complete minor jobs as needed throughout the LLMDs; examples of work assignments include: cleanup of disposed items, sign repair, playground equipment repair/replacement. City Council authorized a maintenance agreement with BRC Construction on October 12, 2022 for a term from October 15, 2022 – October 14, 2025 for a not-to-exceed amount of $450,000. City staff recommends awarding Amendment #1 for a two-year term for a not-to-exceed amount of $300,000.
FISCAL IMPACT:
The recommended action will not have a negative impact on the budget. The award amount is allocated in the LLMD Budget.
ATTACHMENTS:
1. Amendment #1
Item 16.
FIRST AMENDMENT TO THE AS NEEDED MISCELLANEOUS REPAIR WORK FOR
THE LANDSCAPE AND LIGHTING DISTRICTS AGREEMENT BETWEEN THE CITY
OF COACHELLA
AND BRC CONSTRUCTION
THIS FIRST AMENDMENT ("Amendment") is made and entered into as of January 28, 2026 by and between the City of Coachella ("City”) and BRC Construction ("Contractor"). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows:
1. RECITALS. This Amendment is made with the respect to the following facts and purposes:
a. On or about October 12, 2022 the City and Contractor entered into that certain agreement entitled "As Needed Miscellaneous Repair Work for the Landscape and Lighting Maintenance Districts City of Coachella Maintenance Services Agreement" between the City and Contractor to provide as needed block wall and wrought iron fencing repair in the amount of $450,000.
b. The parties now desire to amend the Agreement as set forth in this Amendment.
2. AMENDMENT.
3.1.2 Term. Section 3.1.2 of the Agreement is hereby amended to go into effect on October 15, 2025 contingent upon approval by City, and Consultant shall commence work after notification to proceed by City’s Agreement Administrator. The Agreement shall end on October 14, 2027, unless extended by Agreement Amendment.
3.3 Allowable Costs and Payments. Section 3.3.1 of the Agreement is hereby amended to increase the compensation, including authorized reimbursements, for all services rendered under this Agreement as set forth in EXHIBIT “B” attached hereto and incorporated herein by reference.
The method of payment in Sections 3.3.1.A and B of the Agreement are hereby amended to actual cost plus a ten percent (10%) fixed fee. City will reimburse Contractor for actual costs (including labor costs, employee benefits, travel, equipment rental costs, overhead and other direct costs; plus ten percent fixed fee) incurred by Consultant in performance of the work. The total authorized compensation for the Amendment No. 1 is in the amount not to exceed Three Hundred Thousand Dollars and no Cents ($300,000).
The amended total compensation shall not exceed Seven Hundred Fifty Thousand Dollars and no Cents ($750,000.00) without written approval of the City’s representative. Extra Work may be authorized, as described below, and if authorized, will
Item 16.
be compensated at the rates and manner set forth in this agreement.
3.4 Continuing Effect of Agreement. Except as amended by this Amendment, all provisions of the Agreement shall remain unchanged and in full force and effect. From and after the date of this Amendment, whenever the term "Agreement" appears in the Agreement, itshall mean the Agreement as amended by this Amendment.
3.5 Adequate Consideration . The parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment.
3.6 Counterparts. This Amendment m a y be executed in duplicate originals, each of which is deemed to be an original, but when taken together shall constitute but one and the same instrument.
Item 16.
IN WITNESS THEREOF, the parties have executed this Amendment as of the day and year first set forth above, which date shall be considered by the parties to be the effective date of this Amendment.
CITY OF COACHELLA BRC CONSTRUCTION
Approved by:
___________________________________
William B. Pattison Jr. Branden Rickard
City Manager Owner
Approved as to Form:
BEST, BEST & KRIEGER
___________________________________
City Attorney
Attest:
___________________________________
Angela M. Zepeda
City Clerk
Item 16.
STAFF REPORT
1/28/2026
TO: Honorable Mayor and City Council Members
FROM: Cástulo R. Estrada, Utilities Director
SUBJECT: Authorize the City Manager to Approve a Professional Services Agreement with Aspen Rentals Inc., in the Amount not to Exceed $125,000.00 for the Rental of a Belt-Press Dewatering Unit.
STAFF RECOMMENDATION:
Authorize the City Manager to Approve a Professional Services Agreement with Aspen Rentals Inc., in the Amount not to Exceed $125,000.00 for the Rental of a Belt-Press Dewatering Unit.
BACKGROUND:
The City of Coachella sewer system also known as the Coachella Sanitary District consists of sewers that collect local flows generated from the City’s residential, commercial, and industrial areas and other areas outside the city limits and discharge to the City’s wastewater treatment plant on Avenue 54 with a capacity of 4.5 million gallons per day.
DISCUSSION/ANALYSIS:
There are a total of twenty-two (22) sludge drying beds at the wastewater treatment plant. The sludge drying beds are part of a dewatering process that removes water from sludge through a combination of drainage and evaporation. The process involves spreading a layer of sludge over the drying beds, allowing the liquid to percolate through a porous media, while the solids remain on top to dry out over time.
Fourteen (14) drying beds were installed in 2007 and eight (8) additional beds were added in 2011.
The drying bed efficiency has declined over time. These conditions worsen during wet and cold months. Staff recommends performing maintenance and rehabilitation of the drainage systems at the drying beds to improve drying efficiencies.
The rental of a portable sludge-handling unit is required to set sludge drying beds offline while staff conducts maintenance and rehabilitation activities including cleaning, inspection, flushing of drain lines, and replacement of sand, gravel, and filter fabric media at drain trenches.
Staff solicited proposals from three vendors. Based on the proposals received, staff recommends an agreement with Aspen Rentals.
Item 17.
VENDOR MONTHLY RATE
Aspen Rentals $16,000
Sebright Product $17,800
Ferrum Process Systems $20,000
FISCAL IMPACT:
$100,000.00 has been approved in the FY25/26 Operations Budget. An additional $25,000.00 is requested from undesignated reserves in the Sanitary Operations Fund (Machinery & Equipment).
ATTACHMENTS:
1. Draft Aspen Rental PSA
Item 17.
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BB&K (2021) -1- PROFESSIONAL SERVICES AGREEMENT
CITY OF COACHELLA
PROFESSIONAL SERVICES AGREEMENT
1. PARTIES AND DATE.
This Agreement is made and entered into this _______ day of _______________, 2026, by and between the City of Coachella, a municipal corporation organized under the laws of the State of California with its principal place of business at 53462 Enterprise Way, Coachella, CA 92236 County of Riverside, State of California ("City") and Aspen Rentals, Inc. an incorporated company, with its principal place of business at 23603 N. Hwy 288, Angleton, TX 77515 ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."
2. RECITALS.
2.1 Consultant.
Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement.
Consultant represents that it is experienced in providing engineering services to public clients, is licensed in the State of California, and is familiar with the plans of City.
2.2 Project.
City desires to engage Consultant to render such professional services for a Belt-press Sludge Handling Equipment Unit at the Coachella Sanitary District Wastewater Treatment Plant ("Project") as set forth in this Agreement.
3. TERMS.
3.1 Scope of Services and Term.
3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional engineering consulting services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.
3.1.2 Term. The term of this Agreement shall be from March 1, 2026 to March 1, 2027, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines.
The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the Services.
3.2 Compensation.
3.2.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth
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in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation shall not exceed One Hundred Twenty-Five Thousand Dollars and No Cents ($125,000.00) without written approval of the City Council or City Manager, as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.
3.2.2 Payment of Compensation. Consultant shall submit to City a monthly invoice which indicates work completed and hours of Services rendered by Consultant. The invoice shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the invoice.
City shall, within 30 days of receiving such invoice, review the invoice and pay all non-disputed and approved charges. If the City disputes any of Consultant's fees, the City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein. Payment shall not constitute acceptance of any Services completed by Consultant. The making of final payment shall not constitute a waiver of any claims by the City for any reason whatsoever.
3.2.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City, or included in Exhibit "C" of this Agreement.
3.2.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.
Consultant shall not perform, nor be compensated for, Extra Work without written authorization from the City.
3.3 Responsibilities of Consultant.
3.3.1 Independent Contractor; Control and Payment of Subordinates. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee.
Any personnel performing the Services on behalf of Consultant shall not be employees of City and shall at all times be under Consultant's exclusive direction and control. Neither City, or any of its officials, officers, directors, employees or agents shall have control over the conduct of Consultant or any of Consultants officers, employees or agents, except as set forth in this Agreement. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law.
Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance.
3.3.2 Schedule of Services. Consultant shall perform the Services in a prompt and timely manner and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services expeditiously. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.
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3.3.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City.
3.3.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. The key personnel for performance of this Agreement are as follows:
Christian Martinez and Brandon Booth.
3.3.5 City's Representative. The City hereby designates the Cástulo Estrada, or his/her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant but not the authority to enlarge the Scope of Services or change the total compensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Services or change the Consultant's total compensation subject to the provisions contained in this Agreement.
Consultant shall not accept direction or orders from any person other than the Cástulo Estrada, City's Representative or his/her designee.
3.3.6 Consultant's Representative. Consultant hereby designates, or his/her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.
3.3.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times.
3.3.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subconsultants shall have sufficient skill and experience to perform the Services assigned to them. Consultant represents that it, its employees and subconsultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its subconsultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform
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any of the Services or to work on the Project.
3.3.9 Period of Performance.
3.3.9.1 Consultant shall perform and complete all Services under this Agreement within the term set forth in Section 3.1.2 above (“Performance Time”). Consultant shall also perform the Services in strict accordance with any completion schedule or Project milestones described in Exhibits “A” or “B” attached hereto, or which may be separately agreed upon in writing by the City and Consultant (“Performance Milestones”). Consultant agrees that if the Services are not completed within the aforementioned Performance Time and/or pursuant to any such Performance Milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged and agreed that the City will suffer damage.
3.3.9.2 Neither City nor Consultant shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the non-performing Party. For purposes of this Agreement, such circumstances include a Force Majeure Event. A Force Majeure Event shall mean an event that materially affects a Party’s performance and is one or more of the following: (1) Acts of God or other natural disasters; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the services); (4) strikes and other organized labor action occurring at the site and the effects thereof on the services, only to the extent such strikes and other organized labor action are beyond the control of Consultant and its subcontractors, and to the extent the effects thereof cannot be avoided by use of replacement workers; and (5) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of a public agency applicable to the services and Agreement.
3.3.9.3 Should a Force Majeure Event occur, the non-performing Party shall, within a reasonable time of being prevented from performing, give written notice to the other Party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement. Force Majeure Events and/or delays, regardless of the Party responsible for the delay, shall not entitle Consultant to any additional compensation.
Notwithstanding the foregoing in this section, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement.
3.3.10 Laws and Regulations; Employee/Labor Certification.
3.3.10.1 Compliance with Laws. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement. All violations of such laws and regulations shall be grounds for the City to terminate the Agreement for cause.
3.3.10.2 Employment Eligibility; Consultant. Consultant certifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time and shall require all subconsultants
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and sub-subconsultants to comply with the same. Consultant certifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement, and shall not violate any such law at any time during the term of the Agreement.
3.3.10.3 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.
3.3.10.4 Air Quality. To the extent applicable, Consultant must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the South Coast Air Quality Management District (SCAQMD) and/or California Air Resources Board (CARB). Consultant shall indemnify City against any fines or penalties imposed by SCAQMD, CARB, or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Consultant, its subconsultants, or others for whom Consultant is responsible under its indemnity obligations provided for in this Agreement.
3.3.10.5 Water Quality Management and Compliance. Consultant shall keep itself and all subcontractors, staff, and employees fully informed of and in compliance with all local, state and federal laws, rules and regulations that may impact, or be implicated by the performance of the Services including, without limitation, all applicable provisions of the City’s ordinances regulating water quality and storm water; the Federal Water Pollution Control Act (33 U.S.C. § 1251, et seq.); the California Porter-Cologne Water Quality Control Act (Water Code § 13000 et seq.); and any and all regulations, policies, or permits issued pursuant to any such authority. Consultant must additionally comply with the lawful requirements of the City, and any other municipality, drainage district, or other local agency with jurisdiction over the location where the Services are to be conducted, regulating water quality and storm water discharges. City may seek damages from Consultant for delay in completing the Services caused by Consultant’s failure to comply with the laws, regulations and policies described in this Section, or any other relevant water quality law, regulation, or policy.
3.3.10.6 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed.
3.3.11 Insurance.
3.3.11.1 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. Failure to provide and maintain all required insurance shall be grounds for the City to terminate this Agreement for cause.
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3.3.11.2 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 00 01, 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 (cross-liability); (3) products/completed operations liability; or (4) 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 00 01 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 five (5) years from termination or expiration of this Agreement.
3.3.11.3 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: (1) 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.
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. (2) Cancellation: Required insurance policies shall not be canceled or the coverage
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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. (1) 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.
(C) Professional Liability (Errors & Omissions): (1) 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. (2) 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. (D) Workers' Compensation: (1) 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. (2) 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.
3.3.11.4 Primary and Non-Contributing Insurance. All policies of Commercial General Liability and Automobile Liability insurance shall be primary and any other insurance, deductible, or self-insurance maintained by the City, its officials, officers, employees, agents, or volunteers shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions.
3.3.11.5 Waiver of Subrogation. All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to waiver of subrogation in favor of 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 City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
3.3.11.6 Deductibles and Self-Insured Retentions. Any deductible or selfinsured 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.
3.3.11.7 Evidence of Insurance. The Consultant, concurrently with the execution of the Agreement, and as a condition precedent to the effectiveness thereof, 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
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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.
3.3.11.8 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.
3.3.11.9 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.
3.3.11.10 Requirements Not Limiting. Requirement of specific coverage or minimum limits contained in this Section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance.
3.3.11.11 Additional Insurance Provisions
(A) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification.
(B) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, 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.
(C) The City may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project. (D) Neither the City nor any of its officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement.
(E) The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Further the limits set forth herein shall not be construed to relieve the Consultant from liability in excess of such coverage, nor shall it limit the Consultant’s indemnification obligations to the City and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law.
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(F) Consultant shall report to the City, in addition to Consultant’s insurer, any and all insurance claims submitted by Consultant in connection with the Services under this Agreement.
3.3.11.12 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.
3.4 Labor Code Requirements.
3.4.1 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. It is the intent of the parties to effectuate the requirements of sections 1771, 1774, 1775, 1776, 1777.5, 1813, and 1815 of the Labor Code within this Agreement, and Consultant shall therefore comply with such Labor Code sections to the fullest extent required by law. Consultant shall defend, indemnify and hold the City, its officials, officers, employees, agents, and volunteers free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.
3.4.2 Registration/DIR Compliance. If the Services are being performed on a public works project of over $25,000 when the project is for construction, alteration, demolition, installation, or repair work, or a public works project of over $15,000 when the project is for maintenance work, in addition to the foregoing, then pursuant to Labor Code sections 1725.5 and 1771.1, the Consultant and all subconsultants must be registered with the Department of Industrial Relations (“DIR”). Consultant shall maintain registration for the duration of the Project and require the same of any subconsultants.
3.4.3 Compliance Monitoring. This Project may also be subject to compliance monitoring and enforcement by the DIR. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements, including the submission of payroll
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records directly to the DIR. Any stop orders issued by the DIR against Consultant or any subconsultant that affect Consultant’s performance of services, including any delay, shall be Consultant’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Consultant caused delay and shall not be compensable by the City. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the DIR against Consultant or any subconsultant.
3.4.4 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.
3.5 Termination of Agreement.
3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those Services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. The rights and remedies of the City provided in this section shall not be exclusive and are in addition to any other rights and remedies provided by law, equity or under this Agreement.
3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request.
3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.
3.6 Indemnification.
3.6.1 To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant’s Services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney’s fees and other related costs and expenses except such loss or damage caused by the sole negligence or willful misconduct of the City. Consultant's obligation to indemnify shall survive expiration or termination of this Agreement and shall not be restricted to insurance proceeds, if any, received by Consultant, the City, its officials, officers, employees, agents, or
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volunteers.
3.6.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.
3.7 General Provisions.
3.7.1 Accounting Records. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.
3.7.2 Independent Contractors and Subcontracting.
3.7.2.1 Use of Consultants. Consultant is aware of statutory and case law regarding classification of workers as independent contractors, including California Labor Code Section 2750.3 and Dynamex Operations West, Inc. v. Superior Court, 4 Cal. 5th 903 (2018). To ensure that Consultant is in compliance with the California Labor Code, Consultant shall only utilize its employees to provide the Services. Consultant may not provide the services through any independent contractor, subcontractor or subconsultant (“Subcontractor(s)”) unless approved by the City as set forth in Section 3.7.2.2 below. Consultant represents and warrants that all personnel who perform the Services on Consultant’s behalf are Consultant’s employees, and that Consultant complies with all applicable laws, rules and regulations governing its employees, including, but not limited to, the California Labor Code, Unemployment Insurance Code and all applicable Industrial Welfare Commission Wage Orders.
3.7.2.2 Prior Approval Required. Consultant shall not use any Subcontractor to provide the Services, or any portion of the work required by this Agreement, without prior written approval of City. In the event that City authorizes Consultant to use a Subcontractor, Consultant shall enter into a written agreement with the Subcontractor, which must include all provisions of the Agreement, including a restriction on the Subcontractor’s use of further independent contractors, subcontractors or subconsultants without the City’s prior written consent.
3.7.3 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:
Consultant: Aspen Rentals, Inc.
23603 N. Hwy. 288
Angleton, TX 77515 ATTN: Christian Martinez
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City: City of Coachella
53462 Enterprise Way
Coachella, CA 92236
ATTN: Castulo Estrada
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.
3.7.4 Ownership of Materials and Confidentiality.
3.7.4.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). All Documents & Data shall be and remain the property of City, and shall not be used in whole or in substantial part by Consultant on other projects without the City’s express written permission. Within thirty (30) days following the completion, suspension, abandonment or termination of this Agreement, Consultant shall provide to City reproducible copies of all Documents & Data, in a form and amount required by City. City reserves the right to select the method of document reproduction and to establish where the reproduction will be accomplished. The reproduction expense shall be borne by City at the actual cost of duplication. In the event of a dispute regarding the amount of compensation to which the Consultant is entitled under the termination provisions of this Agreement, Consultant shall provide all Documents & Data to City upon payment of the undisputed amount. Consultant shall have no right to retain or fail to provide to City any such documents pending resolution of the dispute. In addition, Consultant shall retain copies of all Documents & Data on file for a minimum of fifteen (15) years following completion of the Project, and shall make copies available to City upon the payment of actual reasonable duplication costs. Before destroying the Documents & Data following this retention period, Consultant shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.
3.7.4.2 Subconsultants. Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or its subconsultants, or those provided to Consultant by the City.
3.7.4.3 Right to Use. City shall not be limited in any way in its use or reuse of the Documents and Data or any part of them at any time for purposes of this Project or another project, provided that any such use not within the purposes intended by this Agreement or on a project other than this Project without employing the services of Consultant shall be at City’s sole risk. If City uses or reuses the Documents & Data on any project other than this Project, it shall remove the Consultant’s seal from the Documents & Data and indemnify and hold harmless Consultant and its officers, directors, agents and employees from claims arising out of the negligent use or re-use of the Documents & Data on such other project. Consultant shall be
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responsible and liable for its Documents & Data, pursuant to the terms of this Agreement, only with respect to the condition of the Documents & Data at the time they are provided to the City upon completion, suspension, abandonment or termination. Consultant shall not be responsible or liable for any revisions to the Documents & Data made by any party other than Consultant, a party for whom the Consultant is legally responsible or liable, or anyone approved by the Consultant.
3.7.4.4 Indemnification. Consultant shall defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, for any alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any other proprietary right of any person or entity in consequence of the use on the Project by City of the Documents & Data, including any method, process, product, or concept specified or depicted.
3.7.4.5 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.
3.7.4.6 Confidential Information. The City shall refrain from releasing Consultant’s proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietary Information.
Consultant shall have five (5) working days after receipt of the release notice to give City written notice of Consultant's objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney’s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of an objection notice unless either: (1) Consultant fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information.
3.7.5 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.
3.7.6 Entire Agreement. This Agreement contains the entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements.
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3.7.7 Attorneys’ Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorneys’ fees and all costs of such action.
3.7.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Riverside County. In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Consultant must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Consultant. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Consultant shall be barred from bringing and maintaining a valid lawsuit against the City.
3.7.9 Time of Essence. Time is of the essence for each and every provision of this Agreement.
3.7.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.
3.7.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.
3.7.12 Assignment or Transfer. Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination.
Consultant shall not subcontract any portion of the Services required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.
3.7.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.
3.7.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.
3.7.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit,
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privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.
3.7.16 No Third-Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.
3.7.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
3.7.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
3.7.19 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.
3.7.20 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.
3.7.21 Survival. All rights and obligations hereunder that by their nature are to continue after any expiration or termination of this Agreement, including, but not limited to, the indemnification obligations, shall survive any such expiration or termination.
3.8 Federal Provisions. With respect to any conflict between such Federal Requirements and the terms of this Agreement and/or the provisions of state law, the more stringent requirement shall control.
[SIGNATURES ON NEXT PAGE]
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SIGNATURE PAGE TO PROFESSIONAL SERVICES AGREEMENT
BETWEEN THE CITY OF COACHELLA AND
ASPEN RENTALS, INC.
IN WITNESS WHEREOF, each of the Parties has caused this Agreement to be executed on the day and year first above written.
CITY OF COACHELLA Aspen Rentals, Inc.
By:
Its: Sales Engineer
Printed Name: Christian Martinez
By:
Its:
Printed Name:
Approved By:
William B. Pattison Jr.
City Manager
Approved as to Form:
BEST BEST & KRIEGER
_____________________________________
City Attorney
Attest:
Angela M. Zepeda
City Clerk
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BB&K (2021) Exhibit “A”- 1 PROFESSIONAL SERVICES AGREEMENT EXHIBIT "A"
SCOPE OF SERVICES
Contract #: 25-1120-001
Date: 11/20/25
RENTAL AGREEMENT
Section 1: PARTIES OF THIS AGREEMENT
This Equipment Rental Agreement (“Agreement”) is entered into by and between Aspen Rentals, Inc., a Texas corporation with its principal place of business located at 23603 N. Highway 288, Angleton, Texas 77515 (“Lessor”), and The City of Coachella, with a principal address at ___________________________ (“Lessee”).
Section 2: GENERAL RENTAL TERMS
This Agreement shall commence on the date the equipment departs from the Lessor’s facility in Angleton, Texas (the “Commencement Date”), which is anticipated to be on or about [XX/XX/2026], and shall terminate on or about [XX/XX/2026] (the “Expiration Date”), unless earlier terminated in accordance with the provisions of this Agreement.
Lessee may request an extension or renewal of the rental term by providing Lessor with verbal or written notice no less than ten (10) calendar days prior to the Expiration Date. If Lessor consents to such extension, rental charges shall continue on a daily, weekly, or long-term prorated basis, calculated by dividing the applicable monthly rental rate by thirty (30), unless otherwise agreed in writing.
Payment terms under this Agreement are as follows:
Rental equipment and labor charges: Net thirty (30) days from the invoice date. Labor is billed on a bi-weekly basis.
Transport and mobilization charges: Net ten (10) days from the invoice date.
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BB&K (2021) Exhibit “A”- 1 PROFESSIONAL SERVICES AGREEMENT Section 3: NOTICES AND CONTACTS
Any notice, payment, or document required or permitted to be delivered there under, except for the notice of payment required to pursuant to the terms hereof, shall be deemed to be delivered whether actually received or not when deposited in the United States Mail, postage prepaid, Certified Mail, addressed to the parties hereto at:
LESSOR:
Mail
Aspen Rentals, Inc.
23603 N. Hwy. 288
Angleton, TX. 77515
Sales Engineer
Christian Martinez
[email protected]
(713) 447-1487 – Mobile
Transportation and Logistics
Christian Martinez
[email protected]
(713) 447-1487 – Mobile
Operations Manager – for all aspects of a project once they are contracted.
Brandon Booth
[email protected]
(979) 201-1329 – mobile
Billing Questions
Robi Booth – V.P. Robin Bryant Controller-AP/HR Director [email protected] [email protected]
(979) 201-9515 – mobile (979) 201-3748 - Mobile
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BB&K (2021) Exhibit “A”- 1 PROFESSIONAL SERVICES AGREEMENT LESSEE:
Billing Address: Shipping Address:
AP Contact: Phone:
Email:
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BB&K (2021) Exhibit “A”- 1 PROFESSIONAL SERVICES AGREEMENT Section 4: RENTAL EQUIPMENT
Unless otherwise agreed in writing, the following terms and conditions shall apply to all equipment rented under this Agreement:
Payment Terms: Payment for rental equipment and labor shall be due Net thirty (30) days from the date of invoice. Labor is billed bi-weekly. Charges for transportation and mobilization services are due Net ten (10) days from the date of invoice. Rental Period and Rates: Standard rental rates are based on a 30-day billing cycle, unless otherwise specified in writing. Rent is billed in advance and payable in accordance with the terms stated above.
Technician Rates: Field technicians will be invoiced bi-weekly for work performed during the previous two-week period. A minimum daily labor charge of $1,400 applies.
Any technician time exceeding twelve (12) hours per day shall be billed at $135.00 per additional hour.
Belt Damage: In the event any belts are damaged or contaminated to the extent that they are rendered unusable, Lessee shall be responsible for payment of $5,800.00 per set.
Emergency Belt Sets (if applicable): Each emergency belt set is billed at $5,800.00. If unopened and unused, belts may be returned for a refund, less a 20% restocking fee.
Refunds are subject to inspection and approval by Aspen Rentals. Specialty Belts: Charges for non-standard or specialty belt types will be determined and invoiced on a case-by-case basis, depending on usage and availability. Cleaning Charges: A cleaning fee of up to $2,500.00 per press may be invoiced if the equipment is returned in a condition that requires post-rental cleaning by Aspen Rentals personnel.
*** Please see following tables for agreed upon equipment requested and pricing that was agreed upon
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BB&K (2021) Exhibit “A”- 1 PROFESSIONAL SERVICES AGREEMENT “Equipment Rates”
** Prices are per month, per unit** ** Rental Prices are billed Portal to Portal Pricing for Rental Unit
For 12 hour/Day Units Select
Market
Price per
unit
Belt Press(es) 1 ☒ $16,000
Centrifuge(s) 0 ☐ $14,500
GBT(s) 0 ☐ $12,000
Optional Ancillary Equipment Units Select Price
4” Skid Mounted Filtrate Pump w/VFD 0 ☐ $2,560
4” Positive Displacement Pump 0 ☐ $3,870
6” Skid Mounted Filtrate Pump w/VFD 0 ☐ $2,900
Submersible Electric Pump 0 ☐ $2,560
40’ Belt Conveyor w/Stand and Electrical Controls 0 ☐ $3,175 Automated Emulsion Polymer Make Down System 0 ☐ $2,070
Polymer Tank and Mixer Make Down System 0 ☐ $2,070
15 GPM Polymer Dosing Pump w/VFD and Stand 0 ☐ $1,800
50 GPM Polymer Dosing Pump w/VFD and Stand 0 ☐ $2,070
In Line Grinder w/VFD Skid 0 ☐ $3,175
4” Camlock, 25’Hose (4 hoses come w/each rental) 0 ☐ $120 2” Camlock, 25’Hose (2 hoses come w/each rental) 0 ☐ $95 ¾” Camlock, 25’Hose 0 ☐ $60
Total Monthly Charges $16,000
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Technicians
Daily Rate – 12 hours $1,400/man/day
Holiday Rate – 12 hours Double time
Additional hours over 12 $135/hr
Shop Rate $91.66/hr
Prevailing wages To be determined by location
Standby Rate To be determined by job
Technicians swap out rate $2,500 (One Time Charge per Event) ** Technician times are billed Portal to Portal
“Transportation Rates”
Mobilization/Demobilization Rate
Mobilization to jobsite Based on rate +20% at time of move Demobilization from jobsite Based on rate +20% at time of move ***Lessee has option to waive Aspen Rentals transport and schedule transportation at their own cost
Aspen Rentals to arrange transportation ☒ Lessee will arrange transportation ☐
ACCEPTED BY:
Printed Name and Title:
____________________________________________________________ Signature________________________________ Date: _________________ *** Purchase Order shall be issued by lessee for each job based on these accepted rates.
P.O. # assigned ____________________________________________
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BB&K (2021) Exhibit “A”- 1 PROFESSIONAL SERVICES AGREEMENT Or similar unit (Trailer or Skid mounted) to be determined ASH-2008 2.2 M Ashbrook (Skid Press)
Stainless Steel Catwalks
Standard Gravity Zone
Pumps and press have electronic VFD controls.
Automated emulsion Polymer make down system.
4″ Sludge Feed pump
12′ extension for Conveyor cake discharge (20′ overall) Comes with its own step deck trailer for low profile or trailer mounted applications. 11′ 11″ Wide x 48′ Long x 13′ Height
Weight: 49,000 lbs.
BP-4400 Trailer: Year-1999, Make/Model-TALB
VIN#-40FL04821X1018728
License Plate-121C305
Note: Belts will be in good condition.
Aspen will provide a minimum of 50’ of SO cord.
Aspen will provide (4) 4” Hoses, 25’ Long Each (100’ Total) for sludge feed. Aspen will provide (2) 2” Hoses, 25’ Long Each (50’ Total) for water.
Section 5: EXECUTION OF CONTRACT AGREEMENT
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BB&K (2021) Exhibit “A”- 1 PROFESSIONAL SERVICES AGREEMENT By executing this Agreement, the undersigned acknowledges that they have read, understood, and agreed to be bound by all terms and conditions set forth herein, including those contained in the attached Standard Terms and Conditions and the “Entire Agreement” section appearing on the final page of this document.
Lessee:
Please Sign:
Please Print:
Title:
Date: / /
Lessor: Aspen Rentals, Inc.
Please Sign:
Please Print: Christian Martinez
Title: Sales Engineer
Date: / /
Please submit the following items with the executed contract:
Proof of Insurance
Tax Certificate (if applicable)
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BB&K (2021) Exhibit “A”- 1 PROFESSIONAL SERVICES AGREEMENT
STANDARD TERMS
1. This Agreement shall commence on the date the unit departs from Lessor’s facility in Angleton, Texas, subject to Lessor’s written or expressed approval (the “Commencement Date”), and shall expire upon return and acceptance of the unit at Lessor’s facility in Angleton, Texas (the “Expiration Date”).
2. Lessee may request a renewal or extension of the rental term by notifying Lessor at least ten (10) calendar days prior to the Expiration Date. Any such renewal shall be subject to Lessor’s sole discretion. If granted, all terms and conditions of this Agreement shall remain in full force and effect, and rental charges shall continue to accrue on a daily or weekly prorated basis, calculated by dividing the applicable monthly rate by thirty (30), unless otherwise agreed in writing.
3. In the event of any renewal or extension, Lessee agrees to promptly pay all sums invoiced by Lessor in accordance with the extended term and reaffirms that all provisions of this Agreement shall remain binding and enforceable without the need for further execution or amendment.
DELIVERY AND INSTALLATION
Upon the Commencement Date, Lessee shall be solely responsible, at its own cost and risk, for transporting the unit to the project site. Lessee shall likewise be responsible, at its sole expense, for returning the unit to Lessor’s designated facility in Angleton, Texas no later than the Expiration Date or the final day of any approved extension period.
Unless otherwise agreed in writing, Lessor shall not be responsible for installation, removal, or transport of the unit. Any delays, damages, or additional charges arising from Lessee’s failure to timely return the unit may result in additional fees as set forth herein or invoiced separately.
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BB&K (2021) Exhibit “A”- 1 PROFESSIONAL SERVICES AGREEMENT
RENTAL RATES, LATE CHARGES, AND COSTS
1. Rental Commencement and Billing
Lessee agrees to remit payment to Lessor for the rental of the unit and any ancillary equipment selected in this Agreement (collectively referred to herein as the “Equipment”). Rental shall commence on the date the unit departs from Aspen Rentals’ facility and shall continue until the unit is returned to and accepted by Aspen Rentals at its Angleton, Texas facility, following completion of inspection. Inspections shall be performed promptly upon return. The first month’s rent and all mobilization charges are due prior to shipment. The second month’s rent shall be invoiced upon shipment of the unit.
2. Method of Payment
All payments shall be made by Lessee in the form of certified funds or electronic payment. ACH transfer is the preferred method of payment.
3. Late Charges and Enforcement Rights
a) Lessee expressly authorizes Lessor to (i) assess interest on any past due balances at the rate of twelve percent (12%) per annum, or the maximum rate allowed by applicable law, whichever is less; (ii) contact Lessee’s bank(s) and trade references to obtain credit information; and (iii) rely upon Lessee’s acceptance of Lessor’s terms and conditions as binding.
b) All outstanding amounts due to Lessor must be paid in full prior to pickup of the unit for return.
c) In the event of damage charges exceeding any deposit or prepaid amount, rental charges shall continue to accrue until all outstanding balances are paid in full. d) Lessor retains the right to enter any project site where its unit or Equipment is in use for the purpose of shutting down operations due to unsafe conditions, late payment, or non-payment, without liability, provided such access is conducted in a safe and commercially reasonable manner.
4. Technician Training Requirement
Lessee agrees that any technician engaged to operate the unit shall be properly and thoroughly trained in its operation and safe use. Lessor shall not be liable for any damages, losses, or injuries arising from operator error or inadequate training provided by Lessee.
5. Sales Tax Exemption
If Lessee asserts exemption from sales tax, Lessee must furnish a valid exemption certificate at the time of contract execution. Failure to provide such documentation shall result in Lessee being fully liable for all applicable state and local sales taxes.
6. Unit Selection
Lessee shall refer to Section 4 of this Agreement for a list of selected Equipment. Only the Equipment specifically selected and listed shall be included in the rental. All other items are deemed optional and are available upon separate request and approval.
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OPTIONAL SERVICES
7. Optional – Belt Press Technician Services
If requested, Aspen Rentals provides field technicians at the following rates and terms:
A minimum daily rate per technician, per shift applies. A “shift” is defined as any period up to twelve (12) hours. A 24-hour period constitutes two shifts. Technician time is calculated port-to-port, beginning when the technician departs from Aspen Rentals and ending upon return.
Services are charged seven (7) days per week, per technician, per shift. Holiday shifts are billed at double the standard daily rate. Recognized holidays include all U.S. federal holidays.
The daily rate includes all time spent on-site, in transit, on standby, and covers lodging, meals, vehicle use, and per diem.
Airfare, if required, is billed at cost plus 20%.
Technicians are provided subject to availability.
Technicians will arrive equipped with standard personal protective equipment (PPE), including hard hats, steel-toe boots, high-visibility vests, and safety glasses. Any additional safety gear, certifications, training, or insurance requirements will be billed to Lessee at cost plus 20%.
8. Optional – Transportation Services
a) Mobilization and demobilization services are available through Aspen Rentals using third-party carriers. These services are billed at cost plus a 20% markup. b) Lessee may elect to coordinate transportation independently using a carrier with verified and acceptable insurance coverage to avoid the 20% markup. c) Lessee must provide ten (10) days’ written notice of demobilization to avoid additional rental charges caused by delay or holiday-related transport constraints. d) Mobilization and demobilization charges are due Net 30 from the date of the respective invoice.
e) Transportation quotes remain valid for fourteen (14) calendar days from the date of this Agreement.
If Lessee elects to handle demobilization independently, Lessee assumes full responsibility for all associated costs and liabilities, including but not limited to:
o Tire damage or replacement
o Permits and regulatory compliance
o DOT violations or citations
o Fines, tickets, and demurrage fees
o Crane rental fees (if required)
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BB&K (2021) Exhibit “A”- 1 PROFESSIONAL SERVICES AGREEMENT TILE TO “EQUIPMENT”
1. Ownership of Equipment
o Lessee acknowledges and agrees that the unit and all ancillary equipment provided under this Agreement (collectively, the “Equipment”) shall at all times remain the sole and exclusive property of Lessor. Nothing in this Agreement shall be construed as conveying to Lessee any right, title, or interest in or to the Equipment, except for the limited right of use expressly granted herein and subject to the terms and conditions of this Agreement.
2. Waiver of Liens and Claims
o By executing this Agreement, Lessee expressly acknowledges Lessor’s full ownership of and title to the Equipment, and hereby waives, releases, and disclaims any and all lien rights, encumbrances, or other claims or interests of any nature in or to the Equipment, whether arising by statute, contract, or otherwise
3. Authority to Rent
o Lessor represents and warrants that it holds all rights, titles, and interests necessary to lease the Equipment to Lessee pursuant to the terms and conditions of this Agreement, and that such lease will not infringe upon or violate any thirdparty rights
REMOVAL, INSPECTION, AND RETURN
1. Restrictions on Relocation and Inspection Rights
The unit and all ancillary Equipment shall not be removed from the initial installation location without the prior written consent of Lessor. Lessee shall grant Lessor, its agents, and representatives reasonable access to the project site and to all rented Equipment at any time for the purpose of inspection, examination, or assessment of the Equipment’s condition or use.
2. Right to Remove and Shut Down Equipment
Lessor reserves the right to shut down or remove any Equipment from Lessee’s site under the following circumstances:
More than ten (10) calendar days have passed since Lessee was provided written notice of late payment;
The contractual Expiration Date, or any approved extension thereof, has lapsed and the Equipment has not been returned; or
Lessee is in default under any term of this Agreement.
In such cases, Lessor may, without further notice or liability, access the project site to safely deactivate and retrieve the Equipment. Lessee shall remain liable for all accrued rent, late charges, and per diem charges until the Equipment is returned or recovered. While in Lessee’s possession, Lessee shall maintain the Equipment in a safe and operable condition pending return or removal
3. Cleaning and Decontamination Requirements
Item 17.
80237.00000\34369632.1
BB&K (2021) Exhibit “A”- 1 PROFESSIONAL SERVICES AGREEMENT Lessee shall be solely responsible for fully decontaminating and cleaning the Equipment prior to its return to Lessor. All cleaning and decontamination must comply with all applicable U.S. Department of Transportation (DOT) and Environmental Protection Agency (EPA) regulations concerning the transport and cleanliness of industrial equipment and waste-handling trailers.
4. Return Condition and Damage Assessment
Prior to returning the Equipment, Lessor shall have the right to inspect the Equipment for proper decontamination, cleaning, and damage. If Equipment is damaged, other than routine wear is found, Lessee shall immediately be financially liable to Lessor for all parts and labor necessary to restore the Equipment to its pre-rent condition. The listed price of the belts above is set for the term of this contract. There will be an adjustment to this price (in writing) if the specifications for the type of belt or material changes during the term of this contract. The existence and extent of damage and the necessity of repair and/or replacement of the Equipment and belts shall be at Lessor’s sole discretion.
INDEMNITY AND LIMITATION OF LIABILITY
1. Lessee Indemnity
To the fullest extent permitted by law, Lessee shall defend, indemnify, and hold harmless Lessor, its officers, directors, employees, agents, and affiliates, from and against any and all claims, demands, causes of action, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees and court costs) arising out of or related to:
Lessee’s use, operation, or possession of the unit or Equipment; Lessee’s presence and activities at the project site; or Any negligent act or omission of Lessee, its employees, subcontractors, or agents; except to the extent caused by the negligence or willful misconduct of Lessor.
2. Lessor Indemnity
To the extent permitted by law, Lessor shall defend, indemnify, and hold harmless Lessee, its officers, directors, employees, agents, and affiliates, from and against any claims, demands, damages, or liabilities arising out of bodily injury or property damage caused solely by the negligence or willful misconduct of Lessor, and not contributed to by any act or omission of Lessee or its representatives.
3. Limitation of Liability
Notwithstanding anything to the contrary in this Agreement, in no event shall either Party be liable to the other for any incidental, consequential, punitive, special, or exemplary damages, including but not limited to loss of profits, business interruption, or loss of use, whether arising in contract, tort, strict liability, or otherwise—even if such damages were foreseeable or either Party was advised of the possibility thereof.
Each Party’s total liability under this Agreement shall be limited to actual direct damages, and in the case of Lessee, shall not exceed the replacement or repair cost of
Item 17.
80237.00000\34369632.1
BB&K (2021) Exhibit “A”- 1 PROFESSIONAL SERVICES AGREEMENT the damaged unit or Equipment.
To the extent permitted by law, any statutory remedies inconsistent with the terms of this section are hereby expressly waived.
4. Regulatory Compliance – Onsite Equipment
Where any skid-mounted belt press or Equipment is maintained or operated on a trailer at the project site, Lessee assumes full responsibility for ensuring that the use, access, and maintenance of such Equipment complies with all applicable Occupational Safety and Health Administration (OSHA) and Mine Safety and Health Administration (MSHA) regulations.
This includes, without limitation, compliance with safety requirements related to:
Guardrails and fall protection;
Enclosures and access points;
Electrical safety and grounding;
Proper tie-off and fall arrest systems.
Lessor shall have no obligation to inspect or monitor regulatory compliance at the project site, and any failure by Lessee to adhere to such standards shall constitute a material breach of this Agreement.
Item 17.
80237.00000\34369632.1
BB&K (2021) Exhibit “A”- 1 PROFESSIONAL SERVICES AGREEMENT
OPERATION, MAINTENANCE, AND REPAIR
1. Lessee shall comply with and conform to all Municipal, State, and Federal laws, including without limitation all environmental laws, relating to maintenance, operation, and repair of the Equipment. Lessee shall maintain the Equipment in good condition and running order at all times during the term of this Agreement and any extensions thereof but shall not be responsible for normal wear and tear, save and except filter belts and damage caused by Lessee’s operations, for which Lessee shall be responsible.
2. Routine maintenance of this unit is the sole responsibility of Lessee. Specifically, Lessee shall be responsible for washdowns, lubrication, and operational inspections. a. Following the first 72 hours of operational run time of units Lessee will fill out a Customer Belt Press Acceptance Checklist (Page 16 of this Rental Agreement) outlining any issues with the press. Aspen will then address those issues. This form will be returned to [email protected]. If no form is sent within 72 hours of runtime it will be understood that there are no issues. b. Following the initial 72 hour run time period all maintenance and parts will be the responsibility of the Lessee.
3. If damage is caused by Lessee, Lessee will be responsible for repair costs. Examples of possible damage by Lessee would include electrical spike, overloading and stretching belts, not performing greasing of bearings as directed.
4. All additions, attachments, accessories, and repair parts at any time placed in or on the Equipment shall be purchased by Lessee from Lessor and shipped the next day to Lessee’s location for immediate repair to facilitate limited downtime for repairs.
5. Lessee agrees and understands that the Equipment shall only be used on non-hazardous sludge. Lessee further acknowledges and confirms that Lessee is responsible for damage to the filters or rollers if damaged by overloading.
RISK OF LOSS AND INSURANCE
1. All risk or loss or damage of the Equipment shall be borne by Lessee from and including the arrival date of this Equipment on Lessee’s property through and including the exiting Lessee’s property.
2. In the event that the Lessee arranges, contracts and/or provides transportation for the listed Equipment, it will be the Lessee’s responsibility to ensure that all suitable insurance, as defined by attached rider specifications, is in place from the date the Equipment leaves Lessor’s property to the time that it is returned to the Lessor’s property at the end of the term of this contract.
3. At all times upon arrival of the Equipment at the project location, Lessee shall have and maintain insurance with respect to the Equipment against risks of casualty, for (including so-called extended coverage), theft, and all other insurable risks, in the amounts specified Exhibit “A” attached hereto and incorporated herein by reference. All such policies shall name the Lessor as an additional insured as respects liability arising for work or operations performed by or on behalf of Lessee (excluding Workers’ Compensation/Employer’s Liability coverage), but only to the extent losses are caused by: (1) operations performed by or on behalf of the named insured, and (2) Lessee’s negligence or willful act or
Item 17.
80237.00000\34369632.1
BB&K (2021) Exhibit “A”- 1 PROFESSIONAL SERVICES AGREEMENT omission. Lessee shall deliver to Lessor a certificate of insurance, the policies themselves, or other evidence of insurance satisfactory to Lessor on or before the Commencement Date. Lessee covenants and warrants not permitting such insurance to lapse and, should such a lapse occur, to promptly notify Lessor and reinstate such insurance coverage.
DAMAGE, DESTRUCTION, OR THEFT
If Equipment is damaged by acts of God, vandalism, or theft while on the project site; Lessee will file insurance claim and Lessee agrees to continue to pay the amounts set forth in Section 6. In every such instance, Lessor will reimburse Lessee for the cost of repair to the extent Lessor recovers any insurance proceeds covering such damage. In the event the Equipment is destroyed, stolen, or damaged beyond repair, Lessee shall forthwith pay to Lessor the agreed upon replacement value for the Equipment less (a) the salvage value, if any, of the Equipment, and (b) any insurance proceeds received but Lessor. The parties hereto agree that the replacement value of the Equipment during the term of this Agreement and any extension or renewal period that is specified in Section 18, Article #2 of this contract.
ASSIGNMENT AND SUBRENT BY LESSEE
Lessee may not assign the Agreement or sub rent the Equipment without the prior written consent of Lessor. In the event Lessor consents to any such assignment or subletting, such assignment or subletting shall not relieve Lessee of its obligation under this Agreement unless otherwise agreed to by Lessor in writing.
ASSIGNMENT BY LESSOR; RIGHTS OF ASSIGNEE
The Lessor shall have the right to sell or assign this Rental Agreement, including its rights, title, and interest to the Equipment and the rent and other charges reserved herein, without notice to or the consent of Lessee. In the event of any such assignment by the Lessor, the Lessee acknowledges that the assignee shall there upon acquire all of the rights and remedies possessed by or available to the Lessor. Upon receiving written notice of any such assignment, the Lessee shall thereafter make rental payments as therein directed.
Item 17.
80237.00000\34369632.1
BB&K (2021) Exhibit “A”- 1 PROFESSIONAL SERVICES AGREEMENT
EVENTS OF DEFAULT AND REMEDIES
1. The following events shall be deemed to be events of default by the Lessee under this Agreement:
a) Lessee shall fail to pay any installment of the rent or any of the other amounts owing under Section 6 when due and payable, and such failure shall continue for a period of thirty (30) days.
b) Lessee fails to comply with any other term, provision, or covenant of this Rent Agreement and does not cure such failure within thirty (30) days after receipt of written notice thereof by the Lessor.
c) A change of control within Lessee occurs. For purposes hereof, the term “Change in Control” shall be deemed to occur if (1) there shall be any sale, lease, exchange, or other transfer ( in one transaction or a series of related transactions) of all, or substantially all, of the assets of the Lessee, or (2) the directors or partners of any entity of the Lessee shall approve any plan or proposal for liquidation or dissolution of the Lessee, or (3) any person shall become the beneficial owner of 51% or more of the outstanding interests of any entity of the Lessee other than those persons who are, as of the date of this Agreement, beneficial owners of any entity of the Lessee.
d) Lessee becomes insolvent or unable to meet its obligations as they mature, make a general assignment for the benefit of creditors, or consent to the appointment of a trustee or a receiver, or admit in writing its ability to pay its debts as they mature. e) The appointment of a trustee or receiver for the Lessee or for a substantial part of the properties of the Lessee without the consent of the Lessee. f) The commencement of bankruptcy, reorganization, arrangement, insolvency, or liquidation proceedings by or against the Lessee and, if instituted against it, the same being consented to by the Lessee or remaining undismissed for a period of ninety (90) days.
2. Under the occurrence of any event(s) of default, the Lessor shall have the right to declare the balance of the rental and other charges payable hereunder to be immediately due and payable and shall have the immediate right to retake and retain the Equipment. Lessor shall further have any and all other rights afforded to it by law or at equity. Lessee and each surety, endorser, and guarantor, if any, waive all demand for payment, notice of intention to accelerate maturity, notice of acceleration of maturity, protest, and notice of protest, to the extent permitted by law. In the event a lawsuit is necessary to enforce and protect Lessor’s rights and interest under his Agreement, Lessee agrees to pay Lessor’s attorneys’ fees and legal costs.
Item 17.
80237.00000\34369632.1
BB&K (2021) Exhibit “A”- 1 PROFESSIONAL SERVICES AGREEMENT
SUCCESSORS, HEIRS, AND ASSIGNS
The terms, provisions, covenants, and conditions contained in this Rent Agreement shall apply to, inure to the benefit of, and be binding upon the parties hereto and upon their respective heirs, representatives, successors, and permitted assigns except as otherwise expressly provided.
CHOICE OF LAW AND JURISDICTION
In the event of a dispute regarding the terms, provisions, construction, or enforcement of this Agreement, the parties agree that Texas law shall apply, and Lessee hereby submits itself to the sole jurisdiction of courts in Comal County, Texas, for purposes of resolving such a dispute.
ASPEN RENTALS INSURANCE REQUIREMENTS FOR LESSEE
1. Comprehensive General Liability
a. With limits not less than:
Bodily injury
o $1,000,000.00 any one occurrence
o $1,000,000.00 aggregate
Property damage
o $1,000,000.00 aggregate
b. Including the following:
Contractual liability applying to the liability assumed by the Lessee under this contract.
Projects/Completed Operations Coverage
Lessee’s Protective Liability, insuring work sub-let. Personal Injury.
Lessor shall be included as an additional insured.
2. Property Equipment Coverage for the unit and conveyor Coverage for the rental “Equipment” of $550,000.00 (per unit) for primary Equipment.
Coverage for the rental “Equipment” of $25,000.00 (per unit) for portable pumps. Coverage for the rental “Equipment” of $25,000.00 (per unit) for polymer systems.
Coverage for the rental “Equipment” of $35,000.00 (per unit) for stacking conveyor.
3. Workers’ Compensation
a. Statutory requirement for State in which work is performed.
Employer’s Liability with $100,000.00 limits.
Item 17.
80237.00000\34369632.1
BB&K (2021) Exhibit “A”- 1 PROFESSIONAL SERVICES AGREEMENT
ENTIRE AGREEMENT
This instrument contains the entire Agreement between the parties. This Agreement may not be amended, altered, or changed except by an instrument in writing signed by both parties hereto. **Per OPERATION, MAINTENANCE, AND REPAIR (Section 2a on Page 12) This document must be signed and returned to [email protected] once the unit has been run for 72 hours once startup operation has begun.
Item 17.
80237.00000\34369632.1
BB&K (2021) Exhibit “A”- 1 PROFESSIONAL SERVICES AGREEMENT Customer Belt Press Acceptance Checklist
This checklist is provided for our customers to inspect the belt press for all items that were shipped with the belt press. You will have 72 hours from delivery of belt press to your project site to inspect the press to determine that all items shipped were actually received. Failure to return this form within 72 hours will constitute acceptance on your behalf that all items that were shipped with the belt press, were received, and accounted for on delivery.
Customer: ____________________________ Location: _______________________________ Unit - ________________________________ Employee:_______________________________ Date: __________________________________ Signature: _______________________________ Checklist:
100’ of 4” Hose #_______ Auger Assembly operational
50’ of 2” Hose #____ Auger extension received
Belts in good repair Polymer System operational
Sludge Pump operational Handrails # ____________
Boost water Pump operational Catwalks operational.
Paddles Tied (Remove them) Belt Motor operational.
Tire Pressure (All tires checked) Visibly Inspected Tires & Hubs Landing Gear operational Control Panel operational
Any additional Equipment sent with Unit:
______________________________________________________________________ ______________________________________________________________________ ______________________________________________________________________ Comments:____________________________________________________________ ______________________________________________________________________ ______________________________________________________________________
Item 17.
80237.00000\34369632.1
BB&K (2021) Exhibit “B”- 1 PROFESSIONAL SERVICES AGREEMENT EXHIBIT "B"
SCHEDULE OF SERVICES
March 1, 2026 – March 1, 2027
Item 17.
80237.00000\34369632.1
BB&K (2021) Exhibit “C”-1 PROFESSIONAL SERVICES AGREEMENT EXHIBIT "C"
COMPENSATION
Not to Exceed One Hundred Twenty-Five Thousand Dollars and No Cents ($125,000.00)
Item 17.
STAFF REPORT
1/28/2026
TO: Honorable Mayor and City Council Members
FROM: Andrew Simmons, P.E., Public Works Director/City Engineer SUBJECT: Award Amendment No. 3 to Vintage Associates, Inc for Landscape Maintenance Services for Grapefruit Blvd Medians and Parkway Project No. 121421; increasing term of agreement by one-year and compensation by $73,934.12.
STAFF RECOMMENDATION:
Award Amendment No. 3 to Vintage Associates, Inc for Landscape Maintenance Services for Grapefruit Blvd Medians and Parkway Project No. 121421; increasing term of agreement by one year and compensation by $73,934.12.
EXECUTIVE SUMMARY:
The City published a Request for Proposals (“RFP”) for Landscape Maintenance Services for Grapefruit Blvd Medians and Parkway. This RFP closed on January 12, 2022 and in February 2022 was awarded to Vintage Associates, Inc. The original award was for a two-year term for $135,240.00 and allowed for two additional one-year terms with annual increases based on Consumer Price Index (CPI). On June 12, 2024, Council awarded Vintage Associates, Inc Amendment No. 1 increasing their term for one additional year. On March 12, 2025, Council authorized Amendment No. 2 increasing their term for one additional year through February 2026.
Staff recommends to award Amendment No. 3 extending the term of the agreement for the second one-year term extension; CPI from January 2025-January 2026 was 3%. This additional one-year term extension would increase the contract amount by $73,934.12 (includes a 3% CPI increase); the new total compensation for the five year contract would now reflect a total not to exceed amount of $348,574.82.
FISCAL IMPACT:
The recommended action will not have a fiscal impact as it is budgeted in the existing budget.
ATTACHMENTS:
1. Amendment No. 3
Item 18.
1 ORANGE\CCAMPOS\34530. 2 BBK: MARCH 2007
Amendment No. 3 to the Maintenance Services Agreement
Between the City of Coachella
and
Vintage Landscape Project No. 121421
1. Parties And Date.
This Amendment No. 3 to the Maintenance Services Agreement ("Amendment No.3 ") is made and entered into this 28th day of January, 2026 by and between the City of Coachella ("City") and Vintage Landscape, ("Contractor"). City and Contractor are sometimes individually referred to as "Party" and collectively as "Parties" in this Amendment No.3.
2. Recitals.
2.1 Agreement. City and Contractor entered into that certain Agreement for Landscape Maintenance Service for Grapefruit Blvd Median and Parkway Project No. 121421 ("Agreement"), en tered into on February 9, 2022 and Amended for the first time on June 12, 2024.
2.2 Amendment. On or about March 12, 2025, the City and Contractor entered into Amendment No. 2.
2.3 Amendment. City and Contractor desire to amend the Agreement for the third time to amend the term of the Agreement as set forth in this Amendment No. 3.
3. Amendments.
3.1. Compensation. Section 3.1.2 and 3.3.1, of the Agreement are hereby deleted in their entirety and replaced with the following:
3.1.2 Term. The term of the Agreement shall be from February 14, 2022 to February 13, 2027, unless earlier terminated as provided herein. The City shall have the unilateral option. Contractor shall complete the Services within the term of the Agreement, and shall meet any other established schedules and deadlines. The Parties may be mutual written consent extend the term of this Agreement if necessary to complete the Services
3.3.1 Compensation. Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit ”C” attached hereto and incorporated herein by reference. The total compensation shall not exceed Three Hundred Forty-Eight Thousand Five Hundred Seventy-Four Dollars and Eighty-two cents ($348,574.82) without written approval of City’s City Council. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.
3.2 Exhibit C. Exhibit C are hereby deleted and replaced with a revised Exhibit C attached hereto.
3.3 Continuing Effect of Agreement. Except as amended by this Amendment No.3, all
Item 18.
2 ORANGE\CCAMPOS\34530. 2 BBK: MARCH 2007
provisions of the Agreement shall remain unchanged and in full force and effect. From and after the date of this Amendment No.3, whenever the term "Agreement" appears in the Agreement, it shall mean the Agreement as amended by this Amendment No.3.
3.4 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No.3.
3.5 Counterparts. This Amendment No.3 may be executed in duplicate originals, each of which is deemed to be an original, but when taken together shall constitute but one and the same instrument.
IN WITNESS WHEREOF, the parties have executed this Amendment. No. 3 as of the date first written above.
THE CITY OF COACHELLA VINTAGE LANDSCAPE
By:
_____________________________ By:__________________________ William B. Pattison, Jr.
City Manager
Attest:
____________________________
City Clerk
Approved as to Form:
____________________________
BB&K, City Attorney
Item 18.
3 ORANGE\CCAMPOS\34530. 2 BBK: MARCH 2007
EXHIBIT “C”
COMPENSATION
Monthly = $5,357.55
Annual = $64,290.54 + 15% contingency = NTE $73,934.12 Five Year Term NTE = $348,574.82
Item 18.
CITY OF COACHELLA, CA
COMMUNITY BASED GRANT PROGRAM
APPLICATION FOR FUNDS REQUEST
Please Type Information and Print
Information entered in the provided spaces cannot be saved. (Attach additional pages as needed, however applicants are encouraged to be brief.)
1. Application Funding Cycle: Date:
July 1, 20 - June 30, 20
2. Total Amount Requested: $
If requesting waiver of City fees or charges, please indicate the City service for which the waiver is being requested.
3. Proposed Program/Service of Funding Request:
4. Agency/Organization:
5. Mailing Address:
City: Zip:
6. Telephone:
Fax:
7. Official Contact Person:
Name:
Title:
Telephone:
Fax:
E-mail:
1/13/2026
25 25
1,000
Coachella Little Arabs
85190 Avenida Reforma
Coachel 92236
(760) 641-2386
Adan rodriguez
President
(760) 641-2386
[email protected]
None
Coachella little Arabs funding for program
Item 19.
8. Does this organization have a non-profit status with the Internal Revenue Service (IRS)? Yes No (Attach documentation)
9. How long has this organization been in existence?
10. Has the organization previously received funding from the City of Coachella? Yes No
If yes, please identify the program/service, total prior grant allocation, and the fiscal year in which the funds were received.
11. Is this request for a New or Existing program/service within the City?
12. What is the anticipated time frame to provide the proposed program/service and the expenditure of the requested funds?
13. Describe briefly how the requested funds will be used.
14. Will the program/service require additional funding sources? If so, identify all funding sources and provide the steps taken to acquire funding.
15. If the program/service is planned to continue beyond the period provided by this grant, what funding plans are there to sustain the program/service?
16. How will the proposed program/service serve City of Coachella residents? Will the proposed program/service also serve non-Coachella residents? Please describe.
17. Describe the characteristics of the clients the proposed program/service anticipates to serve (i.e. age group, gender, income level, ethnicity, etc.)
18. Attach a proposed budget for requested funds.
Authorized Official: Title:
Signature: Adan Rodriguez Date: 01/12/2026
Program has been around for over 15 years now
I believe we got a sponsorship for $1,500 in 2024
Our season went from the month of June all the way to the month of December with one of our teams, competing in nationals in Florida
Sponsorship will be used for also potentially sponsoring kids who will be needing help this year Field equipment refurbishing of Helmets.
Are fees and fundraising will help with cause for the remaining season We will be fundraising throughout the season to keep up with expenses, if season is extended, we will need more fundraising
Our football program is committed to the City Of Coachella and we always try to recruit kids within our area. Like all middle school schools in Coachella all elementary schools Our troops are from the age of nine to the age of 13 middle class income, mostly Hispanic families that live in the eastern side of the valley
Adan Rodriguez President
Item 19.
Letter 947 (Rev. 2-2020)
Catalog Number 35152P
Department of the Treasury
Internal Revenue Service
Tax Exempt and Government Entities
P.O. Box 2508
Cincinnati, OH 45201
COACHELLA LITTLE ARABS
C/O ADAN RODRIGUEZ
85190 AVENIDA REFORMA
COACHELLA, CA 92236
Date:
05/20/2025
Employer ID number:
33-3632545
Person to contact:
Name: Mrs. Harbin
ID number: 0777240
Telephone: 877-829-5500
Accounting period ending:
December 31
Public charity status:
170(b)(1)(A)(vi)
Form 990 / 990-EZ / 990-N required:
Yes
Effective date of exemption:
February 24,2025
Contribution deductibility:
Yes
Addendum applies:
No
DLN:
26053485006925
Dear Applicant:
We're pleased to tell you we determined you're exempt from federal income tax under Internal Revenue Code (IRC) Section 501(c)(3). Donors can deduct contributions they make to you under IRC Section 170. You're also qualified to receive tax deductible bequests, devises, transfers or gifts under Section 2055, 2106, or 2522. This letter could help resolve questions on your exempt status. Please keep it for your records.
Organizations exempt under IRC Section 501(c)(3) are further classified as either public charities or private foundations. We determined you're a public charity under the IRC Section listed at the top of this letter.
If we indicated at the top of this letter that you're required to file Form 990/990-EZ/990-N, our records show you're required to file an annual information return (Form 990 or Form 990-EZ) or electronic notice (Form 990-N, the e-Postcard). If you don't file a required return or notice for three consecutive years, your exempt status will be automatically revoked.
If we indicated at the top of this letter that an addendum applies, the enclosed addendum is an integral part of this letter.
For important information about your responsibilities as a tax-exempt organization, go to www.irs.gov/charities.
Enter "4221-PC" in the search bar to view Publication 4221-PC, Compliance Guide for 501(c)(3) Public Charities, which describes your recordkeeping, reporting, and disclosure requirements.
Sincerely,
Stephen A. Martin
Director, Exempt Organizations
Rulings and Agreements
Item 19.
Coachella Little Arabs
C/O Adan Rodriguez
85190 Avenida Reforma
Coachella, CA 92236
City of Coachella Request
Line Item Description Line Item Explanation Request Line Item Total Equipment-Helmets Safety helmets ($120 ea. X
5 helmets)
$600
Equipment Shoulder
Pads
Shoulder pads for
players ($55 ea. X 10 sets)
$550
Total Project Cost $1,150.00
Item 19.
Evidence of Leveraging
Item 19.
STAFF REPORT
1/28/2026
TO: Honorable Mayor and City Council Members
FROM: Mary Rodriguez, Grants Manager
SUBJECT: Authorize a Community-Based Grant to Coachella Valley Little Arabs in the Amount of $1,000 to Support their Youth Football Program STAFF RECOMMENDATION:
Staff recommends that the City Council consider awarding a Community-Based Grant to the Coachella Valley Little Arabs to support their youth football programming in the amount of $1,000 for the purchase of equipment refurbishment, participant sponsorships, and end-of-season activities.
BACKGROUND:
The Community Based Grant Program was established in 2010 and allows the City of Coachella to offer financial assistance to local nonprofit organizations, schools, youth-serving organizations, and other community-based organizations that provide essential services, programs and activities to residents in Coachella. Applicant organizations are only eligible to submit one application for consideration each fiscal year and must be legally established with non-profit or tax-exempt status, be based in the Coachella Valley, or provide direct service to Coachella residents. The FY 25-26 budget includes an allocation of $15,000 for the Community Based Grant Program.
DISCUSSION/ANALYSIS:
Coachella Valley Little Arabs is a community-based youth football organization committed to serving children ages 9 to 13, primarily from middle-income Hispanic families residing on the eastern side of the Coachella Valley. The program actively recruits youth from City of Coachella elementary and middle schools and prioritizes participation from local residents.
The organization’s football season typically runs from June through December. During the most recent season, one of the organization’s teams achieved a historic milestone by qualifying for the National Championships in Florida, reflecting the program’s positive youth development outcomes and community impact. Requested grant funds will be used to sponsor youth participants in need, refurbish and replace essential field equipment, and support end-of-season awards. Specifically, funding would assist with the purchase of safety equipment, including
Item 19.
helmets and shoulder pads, as well as support fundraising efforts necessary to sustain the remainder of the season. Helmets are estimated at approximately $120 per unit, with a need for five new helmets, and shoulder pads are estimated at $55 per unit, with a need for ten new sets.
The organization plans to sustain the program beyond the grant period through continued fundraising efforts and community sponsorships, including private contributions such as a documented $1,000 sponsorship from Electrical Solutions.
ALTERNATIVES:
1. Authorize a Community-Based Grant to the Coachella Valley Little Arabs in the amount of $1,000.
2. Do not authorize a Community-Based Grant to the Coachella Valley Little Arabs.
FISCAL IMPACT:
Should the City Council approve the staff recommendation, the Community-Based Grant Program account will be reduced by $1,000.
ATTACHMENT(S):
Coachella Valley Little Arabs Grant Application Packet
Item 19.
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Item 20.
STAFF REPORT
1/28/2026
TO: Honorable Mayor and City Council Members
FROM: Mary Rodriguez, Grants Manager
SUBJECT: Authorize a Community-Based Grant to Green Room Theatre Company Coachella Valley in the Amount of $1,000 to Support the “Newish” Shakespeare Festival
STAFF RECOMMENDATION:
Staff recommends that the City Council consider awarding a Community-Based Grant to Green Room Theatre Company Coachella Valley (GRTCCV) in the amount of $1,000 to support performances of the “Newish” Shakespeare Festival during 2026, expanding access to live arts programming for Coachella residents.
BACKGROUND:
The Community Based Grant Program was established in 2010 and allows the City of Coachella to offer financial assistance to local nonprofit organizations, schools, youth-serving organizations, and other community-based organizations that provide essential services, programs and activities to residents in Coachella. Applicant organizations are only eligible to submit one application for consideration each fiscal year and must be legally established with non-profit or tax-exempt status, be based in the Coachella Valley, or provide direct service to Coachella residents. The FY 25-26 budget includes an allocation of $15,000 for the Community Based Grant Program.
DISCUSSION/ANALYSIS:
Green Room Theatre Company Coachella Valley (GRTCCV) submitted an application requesting $1,000 to support performances of the “Newish” Shakespeare Festival during 2026. The GRTCCV has provided bilingual, accessible, and culturally resonant professional theatre productions throughout the Coachella Valley for 16 years, including specialized performances for underserved communities.
GRTCCV proposes to use City grant funds to underwrite sets, design building materials for stage sets and props. and related production elements for a fully professional staging of two Shakespeare-based works performed in rotating repertory for desert audiences. Funds will ensure affordable access for Coachella residents, including “Pick-What-You-Pay” ticket options and if
Item 20.
enough funds are raised, possible performances at the Coachella Community Center on 6th Street.
The organization has a demonstrated history of service within Coachella and surrounding communities, including direct educational programming, touring productions, and collaborations with school districts and youth-serving organizations. As noted in its application, the organization has impacted more than 10,000 audience members and maintains an ongoing commitment to bilingual programming, mental health support through the arts, and providing professional pathways for local youth.
The total cost of the 2026 Festival is $62,000, with additional funding support leveraged from foundations, local governments, individual donors, and special events. The $1,000 request from the City would contribute toward core production expenses, helping ensure equitable access for families, youth, and agricultural worker households in Coachella.
ALTERNATIVES:
1. Authorize a Community-Based Grant to Green Room Theatre Company Coachella Valley in the amount of $1,000.
2. Do not authorize a Community-Based Grant to Green Room Theatre Company Coachella Valley.
FISCAL IMPACT:
Should the City Council approve the staff recommendation, the Community-Based Grant Program account will be reduced by $1,000.
ATTACHMENT(S):
1. Green Room Theatre Company Grant Application Packet
Item 20.
CITY OF COACHELLA, CA
COMMUNITY BASED GRANT PROGRAM
APPLICATION FOR FUNDS REQUEST
Please Type Information and Print
Information entered in the provided spaces cannot be saved. (Attach additional pages as needed, however applicants are encouraged to be brief.)
1. Application Funding Cycle: Date:
July 1, 20 - June 30, 20
2. Total Amount Requested: $
If requesting waiver of City fees or charges, please indicate the City service for which the waiver is being requested.
3. Proposed Program/Service of Funding Request:
4. Agency/Organization:
5. Mailing Address:
City: Zip:
6. Telephone:
Fax:
7. Official Contact Person:
Name:
Title:
Telephone:
Fax:
E-mail:
12/11/2025
25 26
1,000
CVUSD Valle Del Sol Elementary
51433 Education Way
Coachella 92236
(760) 398-1025
Gisela Olguin
Teacher
(760) 899-6120
[email protected]
To support CVUSD TK-K students field trip to the Children's Discovery Museum
Item 21.
8. Does this organization have a non-profit status with the Internal Revenue Service (IRS)? Yes No (Attach documentation)
9. How long has this organization been in existence?
10. Has the organization previously received funding from the City of Coachella? Yes No
If yes, please identify the program/service, total prior grant allocation, and the fiscal year in which the funds were received.
11. Is this request for a New or Existing program/service within the City?
12. What is the anticipated time frame to provide the proposed program/service and the expenditure of the requested funds?
13. Describe briefly how the requested funds will be used.
14. Will the program/service require additional funding sources? If so, identify all funding sources and provide the steps taken to acquire funding.
15. If the program/service is planned to continue beyond the period provided by this grant, what funding plans are there to sustain the program/service?
16. How will the proposed program/service serve City of Coachella residents? Will the proposed program/service also serve non-Coachella residents? Please describe.
17. Describe the characteristics of the clients the proposed program/service anticipates to serve (i.e. age group, gender, income level, ethnicity, etc.)
18. Attach a proposed budget for requested funds.
Authorized Official: Title:
Signature: Date: 12/11/25
✔
✔
✔
20 years, Coachella Valley Unified School District, Valle Del Sol Elementary School.
School year 2025-2026 field trip will take place March, funds will be used by the end of year.
Field trip for 89 TK-K students to the Children's Discovery Museum. Inspires personal growth by engaging curiosity and creativity through hands-on explorations of exhibits programs.
Yes, teachers will continue fundraising to require additional needed funds.
The Museum will be valuable community resource for students to experience the joy of learning about themselves and the world around them.
TK - Kindergarten students, ages 5-6 years old, female/male. Low-income. All ethnicity with 99% Hispanic.
Gisela Olguin Teacher
Item 21.
Item 21.
2025-2026 School Year Budget
CVUSD Valle Del Sol Elementary School
TK & Kindergarten
Programs & Field Trips
Children’s Discovery Museum of the Desert
Field Trip Date(s): 03/20/26
Total # of students: 89
# of Required Chaperones: 17
Grade Level: TK-K
QTY Description + Unit Price Total Price
89 students 2 HOUR FIELD TRIP ($15/STUDENT) $1,335.00
17 chaperones CHAPERONES INCLUDED IN THE 1:5 RATIO ($15/PERSON) $225.00 2 Trans buses 2 CVUSD transportation buses estimate $589.19 89 lunch CVUSD to provide school lunch for each student $0.00 Field trip total cost estimate $2,149.19
Item 21.
COACHELLA VALLEY UNIFIED
SCHOOL DISTRICT INVOICE
P O BOX 847 Invoice Date: 5/7/2025
THERMAL CA 92274-0000 Invoice Number: 2025 / 236
BILL TO: Contact Information:
VDS -ASB
ATTN: ASB ACCOUNT CLERK
P.O. BOX 847
THERMAL CA 92274
(760) 399-5137
Make check or warrant payable to: PO Number Terms Customer Message
COACHELLA VALLEY UNIFIED SCHOOL
DISTRICT
P O BOX 847
THERMAL, CA 92274-0000
Remit To: LYDIA VILLEGAS
Service Name Description Quantity Rate Amount
FIELD TRIPS TRANSPORTATION FEES TT#13176
4/1/25 CHILDREN DISCOVERY MUSEUM
1 589.19 589.19
Sales Tax: 0.00
TOTAL: 589.19
Accounting Information (Internal Only)
Account Type Amount Trans Type
03-000-0000-0-0000-3600-8699 A/R 589.19 2
FIELD TRIPS DUE ON RECEIPT PLEASE REFERNCE INVOICE NUMBER WITH PAYMENT.THANK YOU
Item 21.
STAFF REPORT
1/28/2026
TO: Honorable Mayor and City Council Members
FROM: Mary Rodriguez, Grants Manager
SUBJECT: Authorize a Community-Based Grant to Valle Del Sol Elementary School in the Amount of $1,000 to Support an Educational Field Trip for Students in TK– Kindergarten
STAFF RECOMMENDATION:
Staff recommends that the City Council authorize a Community-Based Grant to to Valle Del Sol Elementary School in the amount of $1,000 to support an educational field trip for students in TK– Kindergarten.
BACKGROUND:
The Community Based Grant Program was established in 2010 and allows the City of Coachella to offer financial assistance to local nonprofit organizations, schools, youth-serving organizations, and other community-based organizations that provide essential services, programs and activities to residents in Coachella. Applicant organizations are only eligible to submit one application for consideration each fiscal year and must be legally established with non-profit or tax-exempt status, be based in the Coachella Valley, or provide direct service to Coachella residents. The FY 25-26 budget includes an allocation of $15,000 for the Community Based Grant Program.
DISCUSSION/ANALYSIS:
Coachella Valley Unified School District (CVUSD) submitted a Community-Based Grant application requesting funding to support an educational field trip for approximately 89 TK– Kindergarten students from Valle Del Sol Elementary School to the Children’s Discovery Museum of the Desert. The proposed field trip is scheduled for March 20, 2026, and is designed to provide early learners with hands-on, age-appropriate educational experiences aligned with curriculum standards.
Project costs include museum admission, transportation, and related program expenses, with an estimated total cost of $2,149.19. Grant funds would be used to help offset these costs and reduce financial barriers for participating students and families.
Item 21.
Valle Del Sol Elementary School serves young students during a critical developmental period.
Exposure to experiential learning opportunities such as museum visits supports early literacy, problem-solving, and social development. The proposed program directly benefits City of Coachella residents by expanding access to high-quality educational enrichment opportunities.
ALTERNATIVES:
1. Authorize a Community-Based Grant to Valle Del Sol Elementary School in the Amount of $1,000 to Support an Educational Field Trip for Students in TK–Kindergarten
2. Do Not Authorize a Community-Based Grant to Valle Del Sol Elementary School in the Amount of $1,000 to Support an Educational Field Trip for Students in TK–Kindergarten FISCAL IMPACT:
Should the City Council approve the staff recommendation, the Community-Based Grant Program account will be reduced by $1,000.
ATTACHMENT(S):
1. CBG Application Packet - Valle Del Sol Elementary School
Item 21.
Item 22.
Item 22.
August 8, 2025
Habitat for Humanity of the Coachella Valley
72680 Dinah Shore Dr #6,
Palm Desert, California 92211
RE: Habitat for Humanity of the Coachella Valley - Tax Exempt Verification; EIN: 33-0370296
To whom it may concern:
The purpose of this letter is to confirm the tax-exempt status of the above-named Affiliate. The Affiliate is a subordinate of Habitat for Humanity International, Inc. (“HFHI” or “Parent”) under HFHI’s Group Exempt ruling with the Internal Revenue Service (“IRS”) and is therefore tax exempt under Section 501(c)(3) of the Internal Revenue Code (the “Code”).
The IRS mandates the Parent organization, which applied for and was granted the group exemption (rather than the IRS), determines which organizations are included as subordinates under its group exempt ruling (see IRS publication 4573 at https://www.irs.gov/pub/irs-pdf/p4573.pdf). Therefore, HFHI, as the Parent and holder of the group ruling, is authorized to issue letters of affirmation regarding subordinate affiliates.
The IRS has assigned group exempt number 8545 (“GEN 8545”) to HFHI and its list of subordinates.
Enclosed is a copy of the most recent determination letter provided by the IRS as evidence of HFHI’s tax exempt status as well as its group exemption. The determination letter, together with this letter, confirms the Affiliate’s inclusion under GEN 8545 and provides evidence of its tax-exempt status under Section 501(c)(3) of the Code.
I trust that you will find this letter sufficient verification of the Affiliate’s tax-exempt status. If the Affiliate requires an updated letter or has additional questions, please contact the U.S. Support Center at [email protected].
In partnership,
Aaron Lewis
Assistant Secretary and Deputy General Counsel
Enclosures
Item 22.
Item 22.
Habitat for Humanity of the Coachella Valley, Inc.
Request to the City of Coachella
Housing Insecurity Prevention Program
July 1, 2025 - June 30, 2026
Personnel Expenses Annual Cost % FTE Budget
Executive Director/Program Supervisor (D. Thornton) $140,000 40% $56,000 A Brush With Kindness Coordinator (V. Rosales) $65,520 100% $65,520 Project Field Coordinator (TBH) $24,960 100% $24,960
Program Assistant (M. Raymond) $24,960 100% $24,960
Volunteer Coordinator (T. Powers) $12,480 25% $3,120
Client Services Coordinator (K. Gutierrez) $43,680 50% $21,840 Subtotal Personnel $196,400
Benefits @ 23% $45,172
Total Personnel $241,572
Program Expenses
Facility expenses (leasing, utilities, & janitorial) $488,124 5% $24,406 Program & office supplies $45,000 10% $4,500
Printing, photocopying, & postage $5,880 10% $588
Outreach $64,000 10% $6,400
Vehicle expenses $63,048 10% $6,305
Staff mileage reimbursement $8,820 10% $882
Equipment repair, maintenance & purchase $25,200 10% $2,520 Telephone & Internet $10,800 10% $1,080
Volunteer expenses (food, incentives, supplies) $14,640 30% $4,392 Professional contractor repairs for low-income client
homes (i.e., HVAC, roofing, plumbing, etc.) $100,000 100% $100,000 Waste disposal $16,800 40% $6,720
Repair & maintenance $15,600 20% $3,120
Emergency Household Needs Assistance $30,000 100% $30,000 Home repair expenses, including building & yard materials, tools, & supplies $25,388 100% $25,388
Insurance $27,600 50% $13,800
Total Program Expenses $230,101
Personnel + Program Expenses $471,673
Indirect (@ 10%) $47,167
Total Program Budget $518,840
Revenues
ReStore Sales program allocation $230,000
Riverside County Department of Housing & Workforce
Solutions $24,996
Grants $240,000
Contributions & fundraising $22,844
Total $517,840
Request of the City of Coachella $1,000
Item 22.
Item 22.
Item 22.
1 City of Coachella Community Based Grant Program
Fiscal Year 2025-26 Application for Funds Request
Habitat for Humanity of the Coachella Valley Grant Attachment
13. Describe briefly how the requested funds will be used.
Habitat for Humanity of the Coachella Valley (HFHCV) requests support for the Housing Insecurity Prevention Program, which reduces low-income households’ risks of housing and financial insecurity through A Brush with Kindness; Emergency Household Needs Assistance; and Wellness Checks and Advocacy. Services are provided in English and Spanish to struggling families, isolated seniors, underserved communities of color, the disabled, and veterans. HFHCV will serve 350 low-income Coachella Valley residents during the grant period. Funds will benefit City of Coachella households. A Brush With Kindness provides free safety hazard and property damage repairs for low-income households that lack resources to implement repairs due to disability or financial challenges. We recently completed a neighborhood revitalization project in the City of Coachella. Volunteers repair and paint home exteriors; remove hazardous debris, yard debris and excess vegetation; install drought-resistant plants; and repair and replace fences and windows. We fund licensed contractors to repair Heating, Air Conditioning and Ventilation (HVAC) systems, roofing, electrical, and plumbing issues. Last year, we funded $174,058 in repair expenditures, averaging $4,144 per household. These costs are well beyond the means of lowincome households. Without our intervention, clients might have had to remain in an unsafe environment or incur unsustainable debt. Skyrocketing disaster-related payouts are leading insurance companies to threaten cancellation of vulnerable households’ policies. Uninsured homeowners face financial ruin if homes are significantly damaged. Seniors with reverse mortgages risk repossession of homes if coverage lapses. In 2024, we successfully advocated to prevent policy cancellation for an elderly woman disabled by a stroke. Damage from her mobile home’s leaky roof caused bathroom walls to decay and her bathtub to sink into the floor. Her home’s poor condition led to threat of policy cancellation. We replaced and regrouted damaged wall tiles; repaired and refortified the bathtub’s sunken foundation; refinished the tub; and repaired the roof leak. Her home environment became safer, and her insurance policy was renewed. We partner with Riverside County’s Department of Housing and Workforce Solutions (HWS) to perform property repair assessments for pre-qualified low-income households. HWS implements the work. Through Emergency Household Needs Assistance, we provide limited financial assistance or donate appliances, furniture, and other needs from our thrift store to improve quality of life. Last year, emergency needs assistance expenditures were $28,949, averaging $1,379 per household. A single Hispanic mother who had lost her home and possessions in a fire secured new “Section 8” housing. We donated bedroom, living room and dining room furniture and purchased new appliances. We perform Wellness Checks to ensure clients’ health and safety; identify immediate needs; and advocate to link them to vital community services.
Grant objectives include providing property repair assessments and implementing repairs internally or through HWS for 150 individuals in 70 households; emergency household needs assistance to 50 individuals in 20 households; and wellness check and advocacy to 150 individuals in 60 households.
14. Will the program/service require additional funding sources? If so, identify all funding sources and provide the steps taken to acquire funding.
To fully fund the Housing Insecurity Prevention Program budget of $518,840 additional funds are required.
To date we have secured $289,281 in revenues. Current grant awards for the July 1, 2025 – June 30, 2026 grant period total $205,000 to date and revenues from our ReStore Thrift Stores sales, fundraising events, and individual contributions amount to approximately $84,281 received to date allocated to the program.
Item 22.
2 Grants have been secured from the S. Mark Taper Foundation ($50,000), the Houston Family Foundation ($50,000), Yuhaaviatam of San Manuel Nation ($25,000), Bank of America ($10,000), Banc of California ($10,000), the Coeta & Donald Barker Foundation ($10,000), First Foundation ($5,000), the Morongo Band of Mission Indians ($5,000), and the cities of Palm Springs ($25,000), Indian Wells ($10,000), and Cathedral City ($5,000). Renewal applications for current or previous funders are pending with BIGHORN Cares, the Agua Caliente Band of Cahuilla Indians, and the City of Indio. Additional applications are pending with Costco, Nordstrom, the Champion Volunteers Foundation, and GAF Roofing.
15. If the program/service is planned to continue beyond the period provided by this grant, what funding plans are there to sustain the program/service? HFHCV began implementing housing insecurity prevention program components in 2010 and has demonstrated a long-term commitment to this program. To sustain and grow the program, we will seek support from municipal, corporate, and private foundation funders that have historically partnered with us and identify new funders to enhance sustainability. As current grants referenced above expire, we will apply for renewed support. Sustainability is strengthened by varied funding sources decreasing vulnerability to reduced support from any one funder, including grants, ReStore thrift store sales, and fundraising.
Volunteers assist with all facets of operations, including repair projects, reducing labor-related project costs.
In the 2024-25 fiscal year, 276 volunteers provided more than 8,347 service hours. Program support is enhanced through substantial in-kind donations or reduced prices of building supplies and materials from long-term vendors. Recently a vendor donated $7,000 of in-kind services to repair a senior’s mobile home.
These factors create a multiplier effect enabling us to leverage grant funds significantly beyond the contribution’s cash value. In addition, we have had a contract with Riverside County’s HWS Department since 2016 to perform repair assessments on low-income households.
16. How will the proposed program/service serve City of Coachella residents? Will the proposed program/service also serve non-Coachella residents? Please describe.
While our program serves the entire Valley, City of Coachella funds will only be used to provide services to the City’s low-income residents. We have a long history of service to the City of Coachella, including constructing two homes in 1999 that are now owned by low-income families who assumed affordable, income-based mortgages. In FY 2024-25, we served 43 Coachella residents through A Brush With Kindness, Emergency Household Needs Assistance, and Wellness Checks services. A 2025 Coachella neighborhood revitalization project benefited six low-income Hispanic families comprising 31 residents, including 15 children. The families live in adjacent homes and share a common block wall that serves as perimeter fencing. In 2023, Tropical Storm Hilary’s extreme flooding seeped under the wall, compromising the foundation’s integrity. We were contacted by one homeowner, a single mother, when a 30-foot section of the wall in her yard collapsed. She feared strangers from a nearby homeless encampment could enter her exposed yard, compromising her family’s safety. She could not afford repairs costs, which could potentially exceed $20,000. We installed temporary fencing to secure her yard. Our assessment revealed that the walls of five adjoining properties were leaning over and at risk of collapse. We worked with all six homeowners to develop a solution to fortify the fencing. We presented findings to City officials. Initial reconstruction estimates could potentially have exceeded $200,000. Working with our vendors, we developed a proposal to reduce costs by 60%. HFHCV funded over $13,000 towards costs. Our proposal was accepted and construction on 380 linear feet of the fortified perimeter wall was completed this summer.
The six families now have a safer and more secure environment. We also provided other repair and emergency assistance projects for City residents for which HFHCV expended additional funds of $5,662.
Item 22.
STAFF REPORT
1/28/2026
TO: Honorable Mayor and City Council Members
FROM: Mary Rodriguez, Grants Manager
SUBJECT: Authorize a Community-Based Grant to Habitat for Humanity of the Coachella Valley in the Amount of $1,000 to Support the Housing Insecurity Prevention Program
STAFF RECOMMENDATION:
Staff recommends that the City Council consider awarding a Community-Based Grant to Habitat for Humanity of the Coachella Valley (HFHCV) in the amount of $1,000 to support its Housing Insecurity Prevention Program for the period of July 1, 2025 through June 30, 2026.
BACKGROUND:
The Community Based Grant Program was established in 2010 and allows the City of Coachella to offer financial assistance to local nonprofit organizations, schools, youth-serving organizations, and other community-based organizations that provide essential services, programs and activities to residents in Coachella. Applicant organizations are only eligible to submit one application for consideration each fiscal year and must be legally established with non-profit or tax-exempt status, be based in the Coachella Valley, or provide direct service to Coachella residents. The FY 25-26 budget includes an allocation of $15,000 for the Community Based Grant Program.
DISCUSSION/ANALYSIS:
Habitat for Humanity of the Coachella Valley (HFHCV) has served the region since 1989 and submitted a request for $1,000 to support its Housing Insecurity Prevention Program. The program assists low-income households by reducing housing instability and addressing unsafe living conditions for vulnerable populations, including seniors, individuals with disabilities, veterans, families, and communities of color.
Program services include A Brush With Kindness home repair projects, Emergency Household Needs Assistance, and Wellness Checks and Advocacy. These services are provided in both English and Spanish and focus on preventing displacement and mitigating health and safety hazards in existing homes.
Item 22.
City of Coachella funds will be used exclusively to serve eligible households within the City.
During the grant period, HFHCV anticipates serving approximately 350 low-income Coachella Valley residents. The total program budget is approximately $518,840 and is supported through grants, local government contributions, fundraising, and ReStore thrift store revenues. The City’s contribution will help leverage additional funding and expand program reach.
ALTERNATIVES:
1. Authorize a Community-Based Grant to Habitat for Humanity of the Coachella Valley in the amount of $1,000 to Support the Housing Insecurity Prevention Program
2. Do not authorize a Community-Based Grant to Habitat for Humanity of the Coachella Valley at this time.
FISCAL IMPACT:
Should the City Council approve the staff recommendation, the Community-Based Grant Program account will be reduced by $1,000.
ATTACHMENT(S):
1. CBG Application Packet - Habitat for Humanity of the Coachella Valley
Item 22.
C:\Users\MeetingsOfficeUser14\AppData\Local\Temp\tmp360.tmp
CITY OF COACHELLA
ELECTED/APPOINTED OFFICIALS, BOARDS, COMMITTEES AND COMMISSIONS
LOCAL APPOINTMENTS LIST
CALENDAR YEAR 2026 – DRAFT
ELECTED OFFICIALS
City Council Meetings are held on the second and fourth Wednesday of each month in the Council Chamber of City Hall, beginning at 6:00 p.m.
ELECTED OFFICIALS TERM EXPIRES
Mayor Steven Hernandez November 2026
Mayor Pro Tem
Councilmember
Denise Delgado
Stephanie Virgen
November 2028
November 2026
Councilmember Dr. Frank Figueroa November 2026
Councilmember Yadira Perez November 2028
City Clerk Angela M. Zepeda November 2028
City Treasurer Mayra Perez November 2028
APPOINTED OFFICIALS
Interim City Manager Bill Pattison
City Attorney Ryan Guiboa
In compliance with the requirements of the Maddy Act, Government Code 54972, the following local appointments list shows all boards, commissions, and committees which are appointed by the legislative body of the local agency and the dates of their terms of office.
COACHELLA PLANNING COMMISSION – (Meets on the first and third Wednesday of each month at 6:00 p.m. at the Coachella Council Chambers of City Hall located at 1515 Sixth Street, Coachella.) The City Planning Commission shall consist of five regular members and one alternate member. Members of commissions shall be appointed for four-year terms or less. The term of each commission member shall continue for the term of the nominating council member and automatically terminate when the council member’s term ends. If a council member is reelected, that council member is entitled to make all new nominations or may choose to re-nominate the council member’s previous nominee.
APPOINTEE NOMINATED BY
(MEMBER OF COUNCIL)
ORIGINAL
APPOINTMENT
TERM EXPIRES
Vanessa Ordorica Councilmember Dr. Figueroa June 25, 2025 December 2026 Isela Murillo (Chair) Councilmember Virgen March 8, 2023 December 2026 Eva Lara Mayor Pro Tem Delgado February 26, 2025 December 2028 Oscar Fonseca (Vice Chair) Mayor Hernandez February 26, 2025 December 2026 Alyssa Torres Councilmember Perez June 25, 2025 December 2028
Item 23.
City of Coachella Page 2
Committee Membership – 2026
OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO THE COACHELLA REDEVELOPMENT AGENCY (HEALTH AND SAFETY CODE SECTION 34179-34181): – (Meetings held as needed.) The Oversight Board was created pursuant to California State law that dissolved the Coachella Redevelopment Agency, along with all 400 redevelopment agencies in California, on February 1, 2012. That law, known as AB X1 26, required the City of Coachella, as the successor agency to the Coachella Redevelopment Agency, to create a new Oversight Board to oversee certain fiscal management of former Agency funds and assets.
Oversight Boards direct the staff of the Successor Agency, have fiduciary responsibilities to holders of enforceable obligations, approves actions of the Successor Agency and establishes the Recognized Payment Obligation Payment Schedule. It takes a majority of the Oversight Board to constitute a quorum and to vote to take action.
The California Redevelopment Dissolution Laws mandated the dissolution of the 25 existing Oversight Boards within the County of Riverside and the creation of a single Consolidated Oversight Board overseeing all 25 successor agencies within the County commencing on July 1, 2018.
QUALIFICATIONS APPOINTEE ORIGINAL
APPOINTMENT
TERM EXPIRES
Authority to represent the Successor Agency
before the Countywide Oversight Board, the
Riverside County Auditor-Controller, the State
Controller, the California Department of
Finance, or any other public body with regards to
the Successor Agency business with the
Countywide Oversight Board.
Gabriel Martin
City Manager
December 8, 2021 Open
COACHELLA PARKS AND RECREATION COMMISSION – (Meets on the third Tuesday of each month at 4:30 p.m. in the upstairs conference room at the Coachella Council Chambers of City Hall located at 1515 Sixth Street, Coachella.)
The Coachella Parks and Recreation Commission shall consist of five regular members and one alternate member.
Members of commissions shall be appointed for four-year terms or less. The term of each commission member shall continue for the term of the nominating council member and automatically terminate when the council member’s term ends. If a council member is reelected, that council member is entitled to make all new nominations or may choose to re-nominate the council member’s previous nominee.
APPOINTEE NOMINATED BY
(MEMBER OF COUNCIL)
ORIGINAL
APPOINTMENT
TERM EXPIRES
Andrew Gallegos Mayor Hernandez April 26, 2023 December 2026 Marcos Granados Jr. (Vice C)
J. Carlos Ayala (Alternate)
Councilmember Virgen
Mayor Hernandez
April 26, 2023
April 26, 2023
December 2026
December 2026
Rosalio Avila (Chair) Councilmember Dr. Figueroa February 26, 2025 December 2026 Jesus Nunez Mayor Hernandez February 26, 2025 December 2026 Victor Alcantara Mayor Pro Tem Delgado February 26, 2025 December 2028