Colton City Council
June 7, 2022

fees. See the attached detailed worksheet that lists last year’s fees alongside recommendations for FY 2022-23. Recommended fee increases are in direct correl ation to the increase required to provide the service or program to the community and there are no significant changes to the Fee Schedule.

The proposed updated Fee Schedule was presented at the Recreation and Parks Commission meeting on January 19, 2022 for discussion and brought back to the Commission on March 16, 2022 where it was approved and recommended to City Council . No changes were made to Library or Early Care & Education programs. Staff recommends the approval of the fees listed on Exhibit A of Resolution R-41-22, to be effective June 8, 2022.

FISCAL IMPACTS

If all fees are approved as recommended, we anticipate an increase in revenue in correlation to the increase in labor and supply costs.

ALTERNATIVES

Provide alternative direction to staff.

ATTACHMENT

1. R-41-22 RESO - CSD Fee Update

2. FY 22-23 Fee Recommendations Final.HRS

1.4 Packet Pg. 125

1 2

3 4

5 6

7 8

9 10

11 12

13 14

15 16

17 18

19 20

21 22

23 24

25 26

27 28

RESOLUTION NO. R-41-22

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COL TON

UPDATING THE MASTER FEE SCHEDULE FOR SERVICES PERFORMED BY

THE COMMUNITY SERVICES DEPARTMENT

WHEREAS, the City Council has previously approved a Master Fee Schedule for the Community Services Department on May 18, 2021; and

WHEREAS, with the rising cost of supplies and equipment and the increase in staffing costs mandated by minimum wage laws , updated fees are necessary to meet the same service levels; and

WHEREAS, a properly noticed public hearing was held on May 3, 2022 to receive public comments on the proposed changes to the Community Services Department fees and charges.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF COLTON DOES HEREBY RESOLVE AS FOLLOWS:

SECTION 1: Adoption of Fees and Charges . The fees and charges set forth in Exhibit “A” attached hereto and incorporated herein by reference shall take effect and be in force according to law.

SECTION 2: Effective Date of Resolution. The Mayor shall sign this Resolution and the City Clerk shall attest thereto, and thereafter this Resolution shall take effect immediately.

PASSED, APPROVED AND ADOPTED this 7th day of June 2022.

________________________________________
FRANK J. NAVARRO, Mayor

ATTEST:

CAROLINA R. PADILLA, City Clerk

1.4.a
Packet Pg. 126
Attachment: R-41-22 RESO - CSD Fee Update (3585 : Fee Update - Community Services Department Fees)

RECREATION DESCRIPTION RESIDENT NON-RESIDENT RESIDENT NON-RESIDENT DETAILS Adult Sports Adult Sport- Returning 320 320 368 368
Adult Sports Adult Sport - New 350 350 403 403
Aquatics Daily Recreation Swim - Children 2 2 3 3
Aquatics Daily Recreation/ Lap Swim - Adult 5 5 6 6
Aquatics Summer Recreational Swim Pass- Youth (0-17 years)-25 Sessions 60 75 60 68 Aquatics Summer Rec/Lap Swim Pass- Adult- 25 Sessions 100 130 120 135 Aquatics Swim Lessons 61 76 70 87
Aquatics Pre-Competition Level 80 99 92 114
Aquatics Adult Swim Class 71 89 82 102
Aquatics Semi-Private Swim Lesson (up to 3 participants) 91 112 105 129 Aquatics Private Swim Lesson 136 169 156 194
Classes FA/CPR/AED 67 72 67 72
Classes Contract Class Fees Vary Vary Vary Vary
Day Camp Weekly Fee (5 days) - Youth (ages 6-14) 102 128 117 147 Day Camp Weekly Fee (5 days) - Tots (ages 3-5) 80 95 92 109 Day Camp Youth Camp - 9 week package 789 981 907 1128
Day Camp Youth Camp - 4 consecutive weeks package 370 461 426 530 Day Camp Tot Camp - 6 week package 410 479 472 551
Day Camp Tot Camp - 4 consecutive weeks package 288 388 331 446 Day Camp Youth Camp - Extended Care Fee 35 35 40 40
Day Camp Youth Camp - Daily Fee 30 35 35 40
Day Camp Extended Care-Swim Lessons Bundle 53 53 61 61
Excursions Trip Fee Range ($20-60) add $5 ($20-60) add $5 Membership Daily Pass 3 5 4 6
Increased due to Part Time Staff wage
increase and Supply Cost increase.

Military Banner New Banner 475 475 475 475
Military Banner Replacement Banner 200 200 200 200
Military Banner Relocation 120 120 120 120
Miscellaneous Brochure Fee 1 1 1 1
Miscellaneous Active.com Transaction Fee Incresed Credit Card Fees From Vendor Miscellaneous Non Resident Fee - Contract Classes (+25%) (+25%) Miscellaneous P/T Staff Fee (per hour/ per staff) 22 28 25 32 Based on ONE PT staff-Full Cost Recovery Miscellaneous Coupons / Promotions
Miscellaneous City Employee Discount Individual fees only, not teams or packages Miscellaneous Gift Certificates
CCC Adaptive Recreation Course or Trip
RED Text- Change in fee NEW FEE
(as needed) (as needed)
$10-$100 $10-$100
Increased due to Part Time Staff wage
increase and Supply Cost increase.

Black Text - NO change REMOVED FEE
5% off Resident Rate
Increased due to Part Time Staff wage
increase and Supply Cost increase.

RECOMMENDED
FEES

CITY OF COLTON
Community Services Department - Fee Schedule
City Council Approved
2021
(+) 6.0% each transaction (+) 6.5% each transaction
(as needed) (as needed)

1.4.b
Packet Pg. 127
Attachment: FY 22-23 Fee Recommendations Final.HRS (3585 : Fee Update - Community Services

RECREATION DESCRIPTION RESIDENT NON-RESIDENT RESIDENT NON-RESIDENT DETAILS Reservations Reservation Application Fee 50 80 50 80
Reservations Banquet Event - Gonzales / Luque 75 113 86 130 Reservations Banquet Event - Hutton Main Room / Hutton Patio 94 141 108 162 Reservations Banquet Event- Gymnasium/ Boxing Gym (Minimum - 3 hours) 127 191 146 220 Reservations Gymnasium - Athletic use (per court-per hour) 65 98 75 113 Reservations Food Service Equipment (Coffee Pot, Drink Dispenser & Etc.) Reservations Funeral Discount - During Business Hours (Maximum of 2 hours) 0 Staff Time 0 Staff Time Reservations Funeral Discount - Outside of Business Hours Staff Time Staff Time Reservations Meeting - Gonzales/ Luque 60 90 69 104
Reservations Meeting - Hutton Main Room/ Hutton Patio 84 126 97 145 Reservations Kitchen - Gonzales/ Teen Center (per day) 45 68 52 78 Reservations Warming Kitchen - Hutton/ Luque (per day) 65 98 75 113 Reservations Hutton Center Patio - add on to Main Room Rental 40 60 46 69 Reservations ROR Party Package A (two hours/15 participants) 200 300 230 345 Reservations ROR Party Package B (two hours/30 participants) 250 375 288 431 Reservations ROR Party Package (Additional Hours) 80 120 92 138 Reservations ROR Party Package (Additional Staff-per additional 15 persons) 22 28 25 32 Reservations ROR Party Package - Picnic Shelter Add On 50 80 58 92 Reservations Recreation Party Package A (two hours/15 participants) 175 262 201 301 Reservations Recreation Party Package B (two hours/30 participants) 225 338 259 389 Reservations Recreation Party Package (Additional Hours) 70 98 81 113 Reservations Recreation Party Package (Additional Staff-per additional 15) 22 28 25 32 Reservations Teen Center - Party Package (2 hours/15 persons) 250 370 288 426 Reservations Teen Center Party Package (Additional Hours) 100 150 115 172 Reservations Teen Center Party Package (Additional Staff- per additional 15) 22 28 25 32 Reservations Aquatic Facility - (2 hours with 4 lifeguards) 307 491 353 565 Reservations Aquatic Facility - Additional Hours
Reservations Aquatic Facility - Additional Staff
Reservations Athletic Field Allocation Fee- per league per season 300 650 300 650 Applies to all leagues whose fees are waived Reservations Athletic Field Usage - Youth Groups (Non-Profit) Does not apply to existing youth groups Reservations Athletic Field Usage - Youth Groups (For Profit) 12 26 14 30 Reservations Athletic Field Usage (per hour) - Adult Groups 29 58 33 67 Reservations Athletic Field Lighting Fee (per hour) 18 36 21 41 Does not apply to existing youth groups Reservations Picnic Shelter (per day) 65 103 75 118
Reservations Fleming Park Bandshell (per day) 250 350 288 403 RED Text- Change in fee NEW FEE
Does not include Refundable Deposit or
Additional Amenities
25 141
Black Text - NO change REMOVED FEE
141
25 Community Services Department - Fee Schedule City Council Approved 2020

RECOMMENDED
FEES PAGE 2
Increased due to Part Time Staff wage
increase and Supply Cost increase.
162
162
Increased due to Part Time Staff wage
increase and Supply Cost increase.

Increased due to Part Time Staff wage
increase and Supply Cost increase.
50% Discount 50% Discount
Increased due to Part Time Staff wage
increase and Supply Cost increase.

1.4.b
Packet Pg. 128
Attachment: FY 22-23 Fee Recommendations Final.HRS (3585 : Fee Update - Community Services

RECREATION DESCRIPTION RESIDENT NON-RESIDENT RESIDENT NON-RESIDENT DETAILS Reservations Equipment Rental - Tablecloths (each/per day) 7 10 7 10 Reservations Equipment Rental - Decorative Arch. Podium/Easel (each/per day) Reservations Non-Profit Discount- Rentals during open hours 50% 25% 50% 25% Reservations Non-Profit Discount- Rentals outside of open hours Reservations Cleaning Fee (all facilities/equipment)
Increased due to Supply Costs & Part Time Staff
wage increase.

Reservations Security Deposit (Parks)
Reservations Security Deposit (Centers)
Reservations Equipment Rental - Stage Rental (per day)
Reservations Equipment Rental- Audio-Visual Equipment (as available/per hr) Reservations Pipe & Drape Walls Based on number of installed panels.

Senior (50+) Dances
Senior (50+) BINGO Daily Fee (1 card)
Senior (50+) Membership Fee - Quarterly 20 25 20 25 Waived until return to full service.

Senior (50+) Membership Fee- Quarterly- Veterans 16 21 16 21 Waived until return to full service.

Senior (50+) Daily 50+ Club Fee 2 4 2 4 Waived until return to full service.

Senior (50+) Senior Sport 106 131 122 151
Special Event Application Fee 150 250 175 285
Special Event Application Fee (Non Profit) 75 100 75 100 Special Event Vendors - Food (Event attendance 50-2,000) 33 33 33 33 Special Event Vendors - Business/ Corporations (Event attendance 50-2,000) 54 54 54 54 Special Event Vendors - Nonprofit (Event attendance 50-2,000) 0 0 0 0 Special Event Vendors - Arts/Crafts/Small Business (Event attendance 50-2,000) 0 28 0 28 Special Event Street Closure (Per Street) 119 226 137 260 Special Event Access to Electricity 119 226 137 260
Tiny Tots Fee Per Class Session 12 15 12 15
Youth Sports Basketball / Football (10 Game Season) 89 112 102 129 Youth Sports Teen Basketball (8 Game Season) 79 96 91 110 Youth Sports Late fee for registration established deadline 10 10 10 10 Youth Sports Sports Clinic 53 65 61 75
Youth Sports Youth Sports Class/ Program (6 Week Session) 65 75 75 86 RED Text- Change in fee NEW FEE
Increased due to Part Time Staff wage
increase and Supply Cost increase.62
Increased due to Part Time Staff wage
increase and Supply Cost increase.

Increased due to Part Time Staff wage
increase and Supply Cost increase.
245
Black Text - NO change REMOVED FEE
$20-$250
$7-$15
215
54 $7-$15
250
25 25
$20-$250

0.50 0.50
100
200
288
Staff Time Cost
100
Community Services Department - Fee Schedule City Council Approved 2020

RECOMMENDED
FEES PAGE 3
Increased due to Part Time Staff wage
increase and Supply Cost increase.

Increased due to Part Time Staff wage
increase and Supply Cost increase.

Staff Time Cost
200

1.4.b
Packet Pg. 129
Attachment: FY 22-23 Fee Recommendations Final.HRS (3585 : Fee Update - Community Services

RECREATION DESCRIPTION RESIDENT NON-RESIDENT RESIDENT NON-RESIDENT DETAILS

CHILDCARE DESCRIPTION
Registration Fee (per family, at enrollment) 35 35 Childcare Field Trip (Optional) 25 25 Late Pick-up Charge (for every 1-15 minutes late) 8 8 Late Payment Charge (after the 25th of each month) 25 25 Part-Time Care Rate .25 - 6.25 hours per day 20 20 Full-Time Care Rate 6.5 or more hours per day 30 30 Sibling Discount (for additional family members)
RED Text- Change in fee NEW FEE

City Council Approved
2021

RECOMMENDED
FEES
15% of all "per-child" 15% of total bill
PAGE 4
Black Text - NO change REMOVED FEE
Community Services Department - Fee Schedule

1.4.b
Packet Pg. 130
Attachment: FY 22-23 Fee Recommendations Final.HRS (3585 : Fee Update - Community Services

ITEM NO. 5

STAFF REPORT

DATE: JUNE 7, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: CAROLINA PADILLA, CITY CLERK
SUBJECT: APPROVAL OF MINUTES FOR THE CITY COUNCIL REGULAR MEETING HELD ON MAY 17, 2022.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Approval of Minutes for the City Council Regular Meeting Held on May 17, 2022.

BACKGROUND

Minutes for the City Council Regular Meeting Held on May 17, 2022.

FISCAL IMPACTS

None

ATTACHMENT

1. 05-17-2022 Draft Minutes
5 Packet Pg. 131
2022 MAY 17 CC/CUA/CPFA/CHA MEETING 1 -

CITY COUNCIL/COLTON UTILITY AUTHORITY/

COLTON PUBLIC FINANCING AUTHORITY AND COLTON HOUSING AUTHORITY

CLOSED SESSION MINUTES

May 17, 2022

Closed Session Meeting held on the above given date at 5:00 p.m., in City Hall, located at 650 North La Cadena Drive, Colton, California with Mayor Navarro presiding.

CITY COUNCIL ROLL CALL
Councilmembers present were Toro (appeared at 5:59 p.m.) , Cisneros, Koperski, González, Echevarria, Suchil; and Mayor Navarro.

STAFF PRESENT
City Manager Smith, City Attorney Campos, and City Clerk Padilla.

PUBLIC COMMENT
None

CLOSED SESSION
City Attorney Campos announced the City Council would meet in Closed Session to Discuss Item A/B/C.

A. CONFERENCE WITH LEGAL COUNSEL- EXISTING LITIGATION
City of Colton, et al. vs. Calwest Yards, LLC, et al.

Pursuant to Government Code Section 54956.9(d)(1)
San Bernardino Superior Court, Case No. CIVSB2123916

B. CONFERENCE WITH LEGAL COUNSEL- ANTICIPATED LITIGATION Significant Exposure to Litigation, Pursuant to Government Code Section 4956.9(d)(2)/(e)(1) One (1) Potential Case

C. CONFERENCE WITH LABOR NEGOTIATORS
Pursuant to Government Code Section 54957.6
Agency designated representatives: Tom Cody, Human Resources Director Employee Groups: International Brotherhood of Electric Workers, Local 47 - Electric Division

Mayor Navarro adjourned the meeting to Closed Session at 5:01 p.m. and at 6:01 p.m., the meeting reconvened, with all members present heretofore.

City Attorney Campos announced that the City Council did meet in Closed Ses sion and discussed Item A/B; with direction to staff and no reportable action; Item C not discussed.

***************************************************************************

CITY COUNCIL/COLTON UTILITY AUTHORITY/

COLTON PUBLIC FINANCING AUTHORITY AND COLTON HOUSING AUTHORITY

REGULAR MEETING MINUTES

May 17, 2022

Regular Meeting held on the above-given date at 6:02 p.m. in City Hall, located at 650 North La Cadena Drive, Colton, California with Mayor Navarro presiding.

5.a
Packet Pg. 132
Attachment: 05-17-2022 Draft Minutes (3641 : Draft Minutes 05-17-2022) 2022 MAY 17 CC/CUA/CPFA/CHA MEETING 2 -

INVOCATION: Pastor Eric Strutz - The Door Church
FLAG SALUTE: Fire Marshall Ray Bruno (Veteran)

CITY COUNCIL ROLL CALL

Council Members Present Staff Present
Frank J. Navarro, Mayor William R. Smith, City Manager David J. Toro Carlos Campos, City Attorney
Ernest R. Cisneros Carolina R. Padilla, City Clerk Kenneth J. Koperski, Mayor Pro Tem
Dr. Luis S. González
John R. Echevarria
Isaac T. Suchil

Council Members Absent
None

CEREMONIAL MATTERS
Presentations, Awards, Proclamations

 Certificates- Youth Leadership Recognition
CM González presented Certificates of Youth Leadership Recognition for 2022 to the following designees:

Natali Caceres; Brooke Carlson; Erin Dallatorre and Sadie Larios

 Proclamation- Colton Student Leadership Day – May 17, 2022 CM González announced and proclaimed May 17, 2022 as Colton Student Leadership Day.

***************************************************************************

MAYOR AND COUNCIL ITEMS

POSSIBLE CONFLICT OF INTEREST DISCLOSURES FOR THE COUNCIL MEETING OF MAY 17, 2022.

GIFT DISCLOSURES
Mayor Navarro asked the members present if there were any agenda items that were a conflict of interest pursuant to CMC Section 2.04.030. None disclosed.

AB 1234 ORAL REPORTS
Mayor Navarro asked the members present if there were any brief repor ts on meetings attended at the expense of the City. (GC Section 53232.3(d).

Mayor Navarro (Delegate)/CM Cisneros (Alternate Delegate) attended the SCAG 2022 Regional Conference & General Assembly on May 5-6, 2022, held at the Desert Springs Resort & Spa.

APPOINTMENTS

 D6 Code Compliance and Housing Appeals Board- Hugh Forbes CM Echevarria nominate Hugh Forbes to serve on the Code Compliance and Housing Appeals Board for District 6.

5.a
Packet Pg. 133
Attachment: 05-17-2022 Draft Minutes (3641 : Draft Minutes 05-17-2022) 2022 MAY 17 CC/CUA/CPFA/CHA MEETING 3 -
Full Consensus; no objection; so ratified;

MAYOR AND COUNCIL DISCUSSION ITEMS

 Transactions & Use Tax - Ballot Measure Arguments - Discussion and Possible Direction to Staff Regarding Appointees to Write Arguments for the November Election Transactions & Use Tax Ballot Measure.

Staff Presentation
City Manager Smith introduce the agenda item for discussion and direction to staff regarding appointees to write arguments for the Transactions and Use Tax Ballot Measure; Attorney Priest from BB&K present for questions and clarification.

Council Discussion
Discernment and discussion between Mayor and Councilmembers present, with clarification provide by staff:

City Manager Smith and Attorney Priest.

Full consensus by Mayor and Councilmembers ; the sub -committee will be comprised of the (5) following selected members to write the arguments:
(1) CM Echevarria; and
(2) CM Echevarria will select a member of the public, in addition (3) Mayor Navarro; and
(4) Mayor Navarro will select a member of the public, in addition (5) City Treasurer De La Torre.

 Term Limits Discussion - Discussion and Possible Direction to Staff Pertaining to the Enaction of Term Limits for Elected Officials.

Staff Presentation
City Manager Smith presented the agenda item for discussion; Attorney Priest from BB&K was available for questions and clarification.

Council Discussion
Discernment and discussion between Mayor and Councilmembers present, with clarification provide by staff:

City Manager Smith and Attorney Priest.

Direction to Staff
Consensus to move forward for discussion and action after the first of the year for placement of a M easure regarding Term Limits by election in 2024.

*************************************************************************** Public Comment
The following community members addressed the Council: Elvira Martinez; Christina Per ris; Mark Garcia and Pam Lemos.

***************************************************************************

CONSENT CALENDAR
Mayor Navarro presents the Consent Calendar Items 1 through 11.

Motion and Second by CM González/CM Suchil to approve the consent calendar Item 1 through 11.

Vote: Unanimous

5.a
Packet Pg. 134
Attachment: 05-17-2022 Draft Minutes (3641 : Draft Minutes 05-17-2022) 2022 MAY 17 CC/CUA/CPFA/CHA MEETING 4 -

(1) Minutes - Approval of Minutes for the City Council Special Meeting Held on April 27, 2022, the City Council Regular Meeting Held on May 3, 2022 and the City Council Special Meeting Held on May 4, 2022, on file in the Office of the City Clerk.

(2) Warrants - Approve voucher numbers 198647 to 198761 dated 04/21/2022 and totaling $496,968.51; voucher numbers 198764 to 198847 dated 04/27/2022 and totaling $76,395.10; voucher numbers 198762, 198763, 198848 to 198962 dated 04/28/2022 and totaling $2,347,060.54.

(3) City Treasurer's Report - Receive and File City Treasurer's Report for February 2022.

(4) Budget Adoption - FY2022-23 - Approve and Adopt the Fiscal Year 2022 -23 Budget and the Annual GANN Limit for FY2022-23, RESOLUTION NO. R-49-22, R-50-22, CHA-02-22, CUA-02-22.

(5) Contract Award - HBT Energy Management LLC - Approve Contract Award to HBT Energy Management, LLC for Resource Planning Consulting Services.

(6) Contract Award - SWCA Environmental Co nsultants: Cultural Resources Element and Historic Preservation Code Updates - Approve Contract Award to SWCA Environmental Consultants for Cultural Resources Element and Historic Preservation Code Updates.

(7) Contract Amendment - GK & Associates - Approve the Second Amendment to the Professional Services Agreement with GK & Associates for Engineering Support Services.

(8) Contract Award - All Seasons Insulation - Approve Contract Award to All Seasons Insulation for the Corporate Yard Roofing Replacement.

(9) Contract Amendment - First Carbon Solutions - Approve and Adopt a First Amendment to the Agreement for Environmental Services with First Carbon Solutions, Inc. for the Agua Mansa Logistics Center Project, RESOLUTION NO. R-48-22.

(10) Emergency Upd ate - M Street Line Repair - Approve M Street Line Repair Emergency Update and Continuance of Emergency.

(11) Settlement Agreement and Release - Sunmeadows and Cadena Creek - Approve Settlement Agreement and Release by and between Sunmeadows LLC (Roquet R anch), Colton Coalition for the Environment (Cadena Creek) and City of Colton.

MAYOR AND COUNCIL ORAL REPORTS AND COMMENTS
Comments from Mayor, Council and City Treasurer on various issues and activities throughout the community.

CITY MANAGER'S REPORTS
City Manager Smith acknowledged the support of Mayor and Councilmembers in their approval of the Budget Resolutions; the City has a balanced budget; and acknowledged the efforts of Finance Director Dabbs.

ADJOURNMENT
At 7:00 p.m.. Mayor Navarro adjourned t he Regular Council Meeting in Memorium of Susan Nile Smith (Mother of City Manager Bill Smith) and Frank Granado.

5.a
Packet Pg. 135
Attachment: 05-17-2022 Draft Minutes (3641 : Draft Minutes 05-17-2022) 2022 MAY 17 CC/CUA/CPFA/CHA MEETING 5 -

_________________________________
Carolina R. Padilla
City Clerk

5.a
Packet Pg. 136
Attachment: 05-17-2022 Draft Minutes (3641 : Draft Minutes 05-17-2022)

ITEM NO. 6

STAFF REPORT

DATE: JUNE 7, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: STACEY DABBS, FINANCE DIRECTOR
SUBJECT: APPROVE US BANK VOUCHER DATED 04/21/2022 AND
TOTALING $64,855.73; VOUCHER NUMBERS 198963 TO 199064
DATED 05/05/2022 AND TOTALING $2,431,368.27; VOUCHER
NUMBERS 199065 TO 199180 DATED 05/12/2022 AND TOTALING
$899,061.86; VOUCHER NUMBERS 199181 TO 199292 DATED
05/19/2022 AND TOTALING $2,207,379.28; A PAYROLL
DISBURSEMENT LISTING DATED 03/19/2022 TO 04/01/2022 AND TOTALING $898,923.89 AND A PAYROLL DISBURSEMENT
LISTING DATED 04/02/2022 TO 04/15/2022 AND TOTALING
$959,725.90.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Approve US Bank voucher dated 04/21/2022 and totaling $64,855.73; voucher numbers 198963 to 199064 dated 05/05/2022 and totaling $2,431,368.27; voucher numbers 199065 to 199180 dated 05/12/2022 and totaling $899,061.86; voucher numbers 199181 to 199292 dated 05/19/2022 and totaling $2,207,379.28; a payroll disbursement listing dated 03/19/2022 to 04/01/2022 and totaling $898,923.89 and a payroll disbursement listing dated 04/02/2022 to 04/15/2022 and totaling $959,725.90.

BACKGROUND

The California Government Code requires that the legislative body ratify all vouchers issued in the course of conducting City business.

ISSUES/ANALYSIS

6 Packet Pg. 137
Staff Report to the Mayor and City Council
Warrants - Accounts Payable
June 7, 2022

All vouchers and related backup documentation have been reviewed by the City Treasurer.

FISCAL IMPACTS

None.

ALTERNATIVES

1. Provide alternative direction to staff.

ATTACHMENT

1. Fund Number and Title Legend

2. Voucher lists

3. Payroll Registers
6 Packet Pg. 138
City of Colton
Fund Number and Title Legend
Fund Title Fund Title
100 GENERAL FUND 701 LLMD #2
150 TREASURERS ACCOUNT GROUP 702 LLMD #1
206 COMMUN ITY CHILD CARE 703 CFO 87-1 DEBT SERV ICE
209 DSF FLY CONSERVATION 704 CFO 87-1 CONSTRUCT ION
210 SPECIAL GAS TAX 707 CFO 88-1 DEBT SERV ICE
211 LIBRARY GRANT FUND 708 CFO 88-1 CONSTRUCTION
212 STATE TRAFFIC RELIEF FUND 709 DSF FLY CONSERVATION
213 S.Y.E.T .P. GRANT 722 STORM WATER
214 POLLUT ION REDUCT ION FUND 733 CFO 89-1 CONSTRUCT ION 215 COMMUNITY DEV ACT FUND 734 CFO 89-2 CONSTRUCT ION
216 CDBG HOUS ING REHAB FUND 744 CFO 89-1 DEBT SERV ICE 217 DRUG/GANG INTERVENTION 745 CFO 89-2 DEBT SERV ICE
218 MEASURE I FUND 750 AQUA MANSA CFO
219 STATE AID- CAPITAL PROJECTS 754 SB COUNTY HOSPITAL
220 Vi Tep 762 TRUST AND AGENCY
225 MISC GRANTS 766 DEFERRED COMPENSAT ION
240 HOST CITY FEES - CIP 781 CFO 90-1 DEBT SERVICE
247 Quimby In Lieu Fees 782 CFO 90-1 CONSTRUCT ION
248 PARK DEVELOPMENT FUND 850 Redeve lopment Obligation Retirement Fund 249 TRAFF IC IMPACT FUND 851 Successor Agency Administration 250 NEW FAC ILITIES DEVELOPMENT FEE 855 Hous ing Auth - RM PARK DEVELOPMENT 251 CIVIC CENTER DEVELOPMENT FEE 856 Housing Auth - RANCHO MED BOND PROCEEDS 252 FIRE FAC ILITY DEVELOPMENT FEE 857 LMI Asset Fund
253 POLICE FACILITY DEVELOPMENT FEE 864 Housing Auth - LOW/MOD BOND PROCEEDS 261 ASSET FORFEITURE 865 Housing Auth - RANCHO MED CHFA 326 AD 94-1 DEBT SERVICE 866 ECONOM IC DEVELOPMENT
332 1971 SEWER BONDS, A & C 867 Consolidation Proj_08 -09 350 PFA Debt Fund 870 Housing Auth - RM PARK OPERAT IONS 357 POB-Non Enterprise 871 Successor Agcy-RANCHO/M ILL PROJECT AREA 358 PENS ION OBLIGATION DEBT SERV ICE 872 Succe ssor Agcy-RANCHO/MILL DEBT SERV ICE 359 CORP YARD DEBT SERV ICE 873 Successor Agcy-RDA II PROJECT FUND 363 1978-2 ASSESSMENT DIST . 874 Housing Auth - LOW/MOD DEBT SERV ICE 364 WATER IMPRVMNT DIST A 875 Housing Auth - LOW/MOD BOND PROCEEDS 379 AD 1979-1 DEBT SERV ICE 876 Successor Agcy-SANTA ANA RIV BND PROCEED 427 AD 94-1 CONSTRUCT ION 877 Successor Agcy-SANTA ANA RIVER CIP 450 Capita l Improvement Project s 878 RDA FIXED ASSETS GROUP 451 Colton Crossing Fund 879 Successor Agcy-WEST VALLEY CIP 453 STREET IMPROVEMENTS PRGM 881 Successor Agcy-MT VERNON BOND PROCEEDS 457 CAP ITAL IMPROVEMENT 882 Successo r Agcy-MT VERNON CIP 469 EQU IPMENT REPLACEMENT 885 Successor Agcy -MT VERNON DEBT SERV ICE 520 ELECTR IC UTILITY 886 RDA ADM INISTRAT ION
521 WATER UTILITY 887 COOLEY RANCH - now 894
522 WAS TEWATER UTILITY 888 MT VERNON - now 882
523 SOLID WASTE 889 WEST VALLEY - now 879
524 CEMETERY 890 Successor Agcy-RDA - LONG TERM DEBT GRP 525 RECYCLING 891 Successo r Agcy-RDA I DEBT SERV ICE FUND 526 PUBLIC BENEFIT FUND 892 Successor Agcy-RDA I - CAP ITAL PROJECTS 527 WASTEWATER UTILITY - GRAND TERRACE 893 Successor Agcy -RDA II DEBT SERV ICE FUND 551 WATER DEVELOPMENT 894 Successor Agcy -COOLEY RANCH PRO JECT 552 SEWER DEVELOPMENT 895 Successor Agcy-COOLEY RANCH DEBT SERV 560 CEMETARY ENDOWMENT CARE 896 SANTA ANA RIVER - now 877 605 Facility & Equipment Maintenance Fund 897 Successor Agcy-SANTA ANA RIVER DEBT SVC 606 INFORMATION SERV ICES FUND 898 Housing Auth - LOW/MOD CAPITAL PROJECTS 607 INSURANCE FUND 899 Successor Agcy-WEST VALLEY PRJ - DBT SV 608 AUTOMOT IVE SHOP 941 GENERAL LONG -TERM DEBT
610 AUTOMOT IVE SHOPS 958 GENERAL FIXED ASSETS
990 GASB 34

6.a
Packet Pg. 139
Attachment: Fund Number and Title Legend (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 140
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 141
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 142
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 143
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 144
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 145
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 146
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 147
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 148
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 149
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 150
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 151
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 152
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 153
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 154
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 155
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 156
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 157
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 158
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 159
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 160
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 161
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 162
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 163
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 164
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 165
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 166
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 167
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 168
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 169
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 170
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 171
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 172
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 173
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 174
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 175
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 176
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 177
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 178
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 179
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 180
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 181
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 182
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 183
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 184
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 185
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 186
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 187
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 188
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 189
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 190
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 191
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 192
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 193
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 194
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 195
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 196
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 197
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 198
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 199
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 200
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 201
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 202
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 203
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 204
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 205
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 206
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 207
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 208
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 209
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 210
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 211
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 212
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 213
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 214
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 215
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 216
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 217
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 218
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 219
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 220
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 221
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.b
Packet Pg. 222
Attachment: Voucher lists (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 223
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 224
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 225
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 226
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 227
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 228
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 229
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 230
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 231
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 232
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 233
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 234
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 235
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 236
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 237
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 238
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 239
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 240
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 241
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

6.c
Packet Pg. 242
Attachment: Payroll Registers (3573 : Warrants - Accounts Payable)

ITEM NO. 7

STAFF REPORT

DATE: JUNE 7, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: AURELIO DE LA TORRE, CITY TREASURER
SUBJECT: RECEIVE AND FILE CITY TREASURER'S REPORT FOR MARCH 2022.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Receive and File City Treasurer’s Report for March 2022.

ATTACHMENT

1. Treasurer's Report March 2022
7 Packet Pg. 243

7.a
Packet Pg. 244
Attachment: Treasurer's Report March 2022 (3642 : Treasurer's Report)

7.a
Packet Pg. 245
Attachment: Treasurer's Report March 2022 (3642 : Treasurer's Report)

7.a
Packet Pg. 246
Attachment: Treasurer's Report March 2022 (3642 : Treasurer's Report)

7.a
Packet Pg. 247
Attachment: Treasurer's Report March 2022 (3642 : Treasurer's Report)

7.a
Packet Pg. 248
Attachment: Treasurer's Report March 2022 (3642 : Treasurer's Report)

7.a
Packet Pg. 249
Attachment: Treasurer's Report March 2022 (3642 : Treasurer's Report)

7.a
Packet Pg. 250
Attachment: Treasurer's Report March 2022 (3642 : Treasurer's Report)

7.a
Packet Pg. 251
Attachment: Treasurer's Report March 2022 (3642 : Treasurer's Report)

7.a
Packet Pg. 252
Attachment: Treasurer's Report March 2022 (3642 : Treasurer's Report)

7.a
Packet Pg. 253
Attachment: Treasurer's Report March 2022 (3642 : Treasurer's Report)

7.a
Packet Pg. 254
Attachment: Treasurer's Report March 2022 (3642 : Treasurer's Report)

ITEM NO. 8

STAFF REPORT

DATE: JUNE 7, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: TIM MCHARGUE, FIRE CHIEF
SUBJECT: APPROVE AND ADOPT A CONTRACT FOR WILDLAND
PROTECTION AGREEMENT WITH CAL FIRE, RESOLUTION NO.

R-55-22.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

It is recommended that City Council approve the Local Responsibility Area Wildland Protection Reimbursement Agreement, adopt Resolution No. R-55-22 and authorize the City Manager to execute this Agreement.

BACKGROUND

On July 1, 2012, the City of Colton entered into an agreement with Cal Fire to provide for the protection of 1,000 acres of wildland within the City of Colton in the Reche Canyon area.

Annual amendments are required to reflect any changes in Cal Fire’s cost for providing this service.

The Reche Canyon area of Colton is prone to wildfire. The magnitude of these wildfires, in terms of suppression efforts and response, far exceeds the capabilities of Colton on -duty fire crews. Local city fire departments routinely rely on mutual aid to assist each other in large -scale incidents. By definition, mutual aid is a like -for-like provision of resources without cost to the receiving agency.

The suppression of large -scale wildfires is enhanced by utilizing water and retardant -dropping aircraft, hand crews, dozers, and various overhead management positions. Colton Fire Department does not have the capacity to provide firefighting aircraft, han d crews, dozers, and 8 Packet Pg. 255
Staff Report to the Mayor and City Council
Agreement - Cal-Fire
June 7, 2022

enough overhead management to respond to large wildland fires on a mutual aid basis; therefore, we must provide compensation for these services.

The State of California realizes that fires in Reche Canyon are a mutual threat to State Responsibility Areas (SRA) and formulates available agreements with local agencies on a per acre fee.

ISSUES/ANALYSIS

If the City chooses to not renew the Local Responsibility Area Wildland Protection Reimbursement Agreement, then the actual cost of reta rdant dropping aircraft, hand crews, dozers, and various overhead management positions utilized to suppress wildland fires in Reche Canyon will be the responsibility of the City. Hourly rates for retardant dropping aircraft can exceed $6,000 per hour.

FISCAL IMPACTS

The cost for the Local Responsibility Area Wildland Protection Reimbursement Agreement for Fiscal Year 202 2-2023 is $3 0.82 per acre, plus a 12.01% administrative fee, or $ 34,521.

Sufficient appropriations for the contract are available in the Fiscal Year 2022-23 adopted budget in the General Fund Fire Department Professional Services Account # 100 -6090-6091-2350- 0000-000.

ALTERNATIVES

1. Provide alternative direction to staff.

ATTACHMENT

1. BDU Letterhead

2. LGW Signature Page

3. Resolution

4. R-55-22 Cal Fire Agreement
8 Packet Pg. 256

STATE OF CALIFORNIA-NATURAL RESOURCES AGENCY

DEPARTMENT OF FORESTRY AND FIRE PROTECTION
P.O. Box 944246
SACRAMENTO, CA 94244-2460
(916) 653-7772
Website: www.fire.ca.gov
Tim McHargue
303 East "E" St
Colton, CA 92324
Chief McHargue:

Please find the following documents enclosed:

Gavin Newsom, Governor
May 11, 2022
• (1) Full LG-W Agreement (Courtesy Copy) - between the City of Colton and the California Department of Forestry and Fire Protection (CAL FIRE) for Wildland Services during the fiscal years of 2022 thru 2023. • (1) LG-W Agreement Signature Page Please return dated with the wet (scanned) signatures. (See email address below)
• (1) Resolution Agreement - Please return dated with the wet (scanned) signatures. (See email address below)
The Resolution must be signed by the same person signing the LG-W Agreement.

Once the signature page and resolution agreement have been signed please scan and email them to me at patrick .aguada@fire .ca.gov
Feel free to contact me Battalion Chief Patrick Aguada at 909-531-2733 if you have any questions and/or concerns.

Respectfully,
"'-
Patric guada
Battalion 3517
"The Department of Forestry and Fire Protection serves and safeguards the people and protects the property and resources of California. "

8.a
Packet Pg. 257
Attachment: BDU Letterhead (3635 : Agreement - Cal-Fire)

STATE OF CALIFORNIA

COOPERATIVE FIRE PROGRAMS

LOCAL RESPONSIBILITY AREA WILDLAND PROTECTION

REIMBURSEMENT AGREEMENT
LG-W REV 3/2022
AGREEMENT NUMBER 3CA05876
REGISTRATION NUMBER:

1. This Agreement is entered into between the State Agency and the Local Agency named below:

STATE AGENCY'S NAME
California Department of Forestry and Fire Protection - (CAL FIRE)

LOCAL AGENCY 'S NAME
City of Colton

2. The term of this Agreement is: July 1, 2022 through June 30, 2023

3. The maximum amount of this Agreement is: $ 34,521.48 Thirty Four Thousand, Five Hundred Twenty One Dollars, and Forty Ei ht Cents

4. The parties agree to comply with the terms and conditions of the following exhibits which are by this reference made a part of the Agreement.

Exhibit A- Scope of Work - Includes page 2 (contact page) in count for Exhibit A Exhibit B - Budget Detail and Payment Provisions
Exhibit C* - General Terms and Conditions; DGS GTC Version: 04/2017 Exhibit D - Special Terms and Conditions (Attached hereto as part of this Agreement) Exhibit E - Additional Provisions
3 pages
2 pages
0 pages
1 pages
7 pages
*Items shown with an Asterisk(*) , are hereby incorporated by reference and made part of this Agreement as if attached hereto .

General Terms and Conditions can be viewed at: http:llwww.dgs.ca.gov/o/s IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto .

LOCAL AGENCY California Department of General
LOCAL AGENCY'S NAME Services Use Only
City of Colton
BY (Authorized Signature) DATE SIGNED(Oo not type)
RS

PRINTED NAME AND TITLE OF PERSON SIGNING

ADDRESS
303 East "E" St. Colton, CA 92324

ST ATE OF CALIFORNIA

AGENCY NAME
California Department of Forestry and Fire Protection
BY (Authorized Signature) DATE SIGNED(Do not type)
RS

PRINTED NAME AND TITLE OF PERSON SIGNING
Bret Gouvea, Assistant Deputy Director, Cooperative Fire Protection, Safety, Training, and EMS ADDRESS P.O. Box 944246, Sacramento, CA 94244-2460

8.b
Packet Pg. 258
Attachment: LGW Signature Page (3635 : Agreement - Cal-Fire)

BEFORE THE BOARD OF DIRECTORS OF THE
(City of Colton)
COUNTY OF (San Bernardino) , STATE OF CALIFORNIA
IN THE MATTER OF:

RESOLUTION NO:---------­

APPROVING THE DEPARTMENT OF FORESTRY AND FIRE
FOR SERVICES FROM July 1, 2022, TO June 30, 2023
BE IT RESOLVED by the Board of Directors of the (City of Colton ), that said Board does hereby approve the agreement with the California Department of Forestry and Fire Protection (CAL FIRE) dated ( ). This agreement provides (Wildland Servic es) during the State fiscal year (FY22/23).

BE IT FURTHER RESOLVED that the ( ) of said Board be and hereby is authorized to sign and execute said agreement on behalf of the (City of Colton).

The foregoing resolution was duly passed and adopted by the Board of Directors of the (City of Colton ) at a regular meeting thereof, held on the _day of Month ___ , Year by the following vote:

AYES:

NOES:

ABSENT:

Signature, Board of Directors Member
Print Name and Title
----CERTIFICATION OF RESOLUTION-----
ATTEST:
-------------' Clerk of the (City of Colton ), California do hereby certify that this is a true and correct copy of the original
Resolution No. _______ _
WITNESS MY HAND OR THE SEAL OF THE (City of Colton ), on this ___ day of ______ Month _____ ,Year .

Signature
( )
(City of Colton)

SEAL OR NOTARY CERTIFICATON

8.c
Packet Pg. 259
Attachment: Resolution (3635 : Agreement - Cal-Fire)

BEFORE THE BOARD OF DIRECTORS OF THE
(NAME OF COUNTY, CITY, DISTRICT, OR OTHER LOCAL PUBLIC ENTITY)

COUNTY OF (NAME), STATE OF CALIFORNIA
IN THE MATTER OF:

RESOLUTION NO:---------­

APPROVING THE DEPARTMENT OF FORESTRY AND FIRE

FOR SERVICES FROM DATE TO DATE
BE IT RESOLVED by the Board of Directors of the (NAME OF COUNTY, CITY, DISTRICT, OR OTHER LOCAL PUBLIC ENTITY), that said Board does hereby approve the agreement with the California Department of Forestry and Fire Protection (CAL FIRE) dated (Month , day , year ). This agreement provides (Type of service ) during the State fiscal year (i.e. 2002/2003).

BE IT FURTHER RESOLVED that the (Title of person ) of said Board be and hereby is authorized to sign and execute said agreement on behalf of the (NAME OF COUNTY, CITY, .. DISTRICT, OR OTHER LOCAL PUBLIC ENTITY).

The foregoing resolution was duly passed and adopted by the Board of Directors of the (NAME OF COUNTY, CITY, DISTRICT, OR OTHER LOCAL PUBLIC ENTITY) at a regular meeting thereof, held on the _day of _____ Month ___ ,Year by the following vote: · ·
AYES:

NOES:

ABSENT:

Signatur~ , ~oard of Directors Member
Pfinf Name and Title
----CERTIFICATION OF RESOLUTION----- · ...

ATTEST:
------------ ' Clerk of the (NAME OF COUNTY, CITY, DISTRICT, OR OTHER ~·
LOCAL PUBLIC ENJITY) ,. . Califor~ia do hereby certify that this is a true and correct copy of the original Resolution No. --------

WITNESS MY HAND OR THE SEAL OF THE (NAME OF COUNTY, CITY, DISTRICT, OR OTHER LOCAL PUBLIC ENTITY), on this __ day of ______ Month ____ , Year.

Signature
(TITLE)
(NAME OF COUNTY, CITY, DISTRICT,

OR LOCAL PUBLIC ENTITY)

SEAL OR NOTARY CERTIFICATON

8.c
Packet Pg. 260
Attachment: Resolution (3635 : Agreement - Cal-Fire)
1 2
3 4
5 6
7 8
9 10
11 12
13 14
15 16
17 18
19 20
21 22
23 24
25 26
27 28

RESOLUTION NO. R-55-22

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COLTON,

CALIFORNIA, AUTHORIZING THE RENEWAL OF THE LOCAL RESPONSIBILITY

AREA WILDLAND PROTECTION REIMBURSEMENT AGREEMENT

WHEREAS, The Reche Canyon area of Colton is prone to wildfire . The magnitude of these wildfires in terms of suppression efforts and response far exceed s the capabilities of Colton on-duty fire crews, and;
WHEREAS, The suppression of large-scale wildfires is enhanced by utilizing water and retardant dropping aircraft, hand crews, dozers, and various overhead management positions, and; WHEREAS, Colton Fire Department does not have the capacity to provide firefighting aircraft, hand crews, dozers, and enough overhead management to respond to large wildland fires on a mutual aid basis; therefore, we must provide compensation for these services, and; WHEREAS, The California Department of Forestry and Fire Protection (CAL FIRE) may, with the approval of the Department of General Services, enter into a cooperative agreement upon such terms and under such conditions it deems wise, for the purpose of preventing and suppressing forest fires or other fires in any lands within any county, city, or district which makes an appropriation for such purpose, and;
WHEREAS, The purp ose of an operating plan is to increase and or enhance the fire ground operations within the CAL FIRE San Bernardino Unit Colton Wildland Contract Area including mutual threat zones. This plan would allow responding agencies to pre -designate the Unified Ordering point, VHF Radio Frequencies, establishment of a Unified Command structure for wildland fires in the contract area, and;
WHEREAS, The cost for Fiscal Year 2022-2023 is $30.55 per acre, for a total cost of $ $34,521.48, which includes an administrative fee of 12.01%.

8.d
Packet Pg. 261
Attachment: R-55-22 Cal Fire Agreement (3635 : Agreement - Cal-Fire) 1 2
3 4
5 6
7 8
9 10
11 12
13 14
15 16
17 18
19 20
21 22
23 24
25 26
27 28

RVPUB\MXM\666167.1 - 2 -

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF COLTON DOES HEREBY RESOLVE AS FOLLOWS:

The Agreement is hereby approved, adopted and incorporated herein.

PASSED, APPROVED AND ADOPTED this 7th day of June, 2022.

_____
FRANK J. NAVARRO
Mayor

ATTEST:

CAROLINA R. PADILLA
City Clerk

8.d
Packet Pg. 262
Attachment: R-55-22 Cal Fire Agreement (3635 : Agreement - Cal-Fire)

ITEM NO. 9

STAFF REPORT

DATE: JUNE 7, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: STACEY DABBS, FINANCE DIRECTOR
SUBJECT: APPROVE AGREEMENTS WITH AT&T CORP. FOR MICROSOFT 365 MIGRATION.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Approve the AT&T Consulting and Network Integration Services agreement not to exceed $257,489.00, waiving the formal bidding process in accordance with Colton Municipal Code

3.08.140(C), authorize the City Manager to execute the agreements, and authorize contract renewals through the useful life of the proprietary software licensing.

Master Agreement: State of California, California Department of Technology, Agreement Numbers: C4-LEG-12-10-TS-01 and C3aA-12-10_TS-1

BACKGROUND

The City has utilized various versions of Microsoft Office productivity software over the years along with Microsoft Exchange server for email and calendaring services. The City’s current on- premise Microsoft Exchange server will no longer be supported by Microsoft as of April 11, 2023. When Microsoft ends support on a product , they will no longer deploy security patches and other critical updates that help keep the City safe from external threats to our email and other Office applications. Migrating to the latest Office 365 cloud -based software allows staff to be more productive by always utilizing the current version of Microsoft office products and ensures security is consistent with industry standards to mitigate risk.

The City currently utilizes an Avaya on -premise PBX phone system which is a critical to providing voice communications and has reached end of life (EOL). Mi crosoft Teams is a modern cloud -based business communication platform developed by Microsoft, as part of the 9 Packet Pg. 263
Staff Report to the Mayor and City Council
Agreement - AT&T Consulting & Network Integration Services June 7, 2022

Microsoft 365 family of products and is a viable replacement to the antiquated legacy Avaya PBX phone system currently in use. In addition to voice, Microsoft Teams also provides collaboration tools including high definition video conferencing.

ISSUES/ANALYSIS

Colton Municipal Code Section 3.08.140(C) allows the City to dispense with its own competitive bidding process when it “determines that a competitive bid process has been conducted by another agency and the price to the City is equal to or better than the price to that public agency.” The California Department of Technology, CALNET Program helps approximately 160 State and 1,800 local government agencies effectively utilize the State voice and data networks and stay connected to the best available rates, services and equipment to meet business needs. This is accomplished through competitively bid master telecommunications and consultant contracts, and proactive project management. CALNET works with network providers and c ustomers to keep voice communication and data information flowing. AT&T Corp. (AT&T) has been a CALNET provider for more than 20 years and has continuously provided reliable solutions to keep the agencies in state of California connected. AT&T currently p rovides solutions to 175 state entities and over 2,100 local entities in California.

Staff recommends entering into an agreement with AT&T for migration services of the City's current on premise Microsoft Exchange Server and Avaya PBX phone system to a c loud-based Microsoft 365 Platform. The recently appr oved Microsoft 365 subscription -based licensing includes Microsoft Exchange and Microsoft Teams services. Migration is a complex process with pre-migration design, planning, implementation and post-migration support is imperative to a successful transition.

The Microsoft 365 Government cloud is designed for the unique needs of government organizations, which provides all the features and capabilities of Microsoft 365 services in a segmented government cloud community, enabling organizations to meet U.S. compliance and security standards. Utilizing cloud technologies contributes to the City’s goal of business continuity not reliant upon geographical limitations. Data is spread across multiple secure dat a centers which meet U.S. government security requirements and is only accessible upon successful multilayer authentication.

FISCAL IMPACTS

The total estimated cost of migration , including non-reoccurring setup charges is $257,489.00.

Sufficient appropriations are available in the Fiscal Year 2021-22 adopted budget in Information Services Fund Office Equipment Expense Fund 606-6040-6044-4900-0000-000.

ALTERNATIVES

1. Provide alternate direction
9 Packet Pg. 264
Staff Report to the Mayor and City Council
Agreement - AT&T Consulting & Network Integration Services June 7, 2022

ATTACHMENT

1. City of Colton ATT MS Direct Route SOW

2. City of Colton_O365 Transformation SOW_CN4

3. StateOfCA-CityOfColton-NiC-
ATT_CALNET_Pricing_Schedule_for_Hosted_Contact_Center_City of Colton-5-3-22 9 Packet Pg. 265
AT&T Network Integration Services
Attachment
AT&T and Customer Proprietary Page 1 of 19
Do not disclose or duplicate
Master Agreement: STATE OF CALIFORNIA, CALIFORNIA DEPARTMENT OF TECHNOLOGY, AGREEMENT NUMBER: C4-LEG-12-10-TS-01
Contractor: AT&T Corp. on its own behalf and on behalf of its service providing affiliates Customer: City of Colton (“Customer”)

PROVISION OF SERVICE
Pursuant to this Attachment, AT&T Corp. on its own behalf and on behalf of its service providing affiliates (collectively referred to as “AT&T”) will provide AT&T Network Integration Services (“Services”) identified in the Statement of Work (“SOW”) attached hereto as Exhibit 1.

This Attachment, including the SOW, shall be effective upon execution by both partie s of the SOW. SOWs subsequently added must reference this Attachment and shall be effective and incorporated in and made part of this Attachment on the latter of the dates when signed by both Customer and AT&T. Unless earlier terminated, only as provided for in the SOW, each SOW shall be deemed terminated when both parties’ respective obligations there under have been fully performed, or it is otherwise terminated according to terms and conditions of the above noted Master Agreement.

Charges for Services are set out in the SOW. AT&T shall invoice Customer as set out in the SOW.

APPROVAL
This SOW is not in force or effect until signed by both parties ( Contractor and Customer Agency Telecommunications Representative ) and approved by the State of California Department of Technology, Statewide Technology Procurement (“STP”) as required.

AMENDMENT
No amendment or variation of the contents or terms of this SOW shall be valid unless submitted in writing, signed by the p arties, and approved, by the ST P as required. No oral understanding or Agreement not incorporated in the Agreement is binding on any of the parties. All Terms and Conditions as originally awarded in the Master Agreement will apply and take precedence over any similar but differing language in this SOW. Agencies using these services should also understand that they are responsible for adhering to any State procurement requirements.

9.a
Packet Pg. 266
Attachment: City of Colton ATT MS Direct Route SOW (3654 : Agreement - AT&T Consulting & Network Integration Services) AT&T Network Integration Services
Attachment
AT&T and Customer Proprietary Page 2 of 19
Do not disclose or duplicate
CALNET AGREEMENT NUMBER: C4-LEG-12-10-TS-01 / 155674UA
AT&T Network Integration Tracking ID: GBS369947.1
Document Version#: v1
CUSTOMER Legal Name (“Customer”) AT&T Corp. ("AT&T") AT&T Branch Sales Contact City of Colton AT&T Edward Bai
CUSTOMER Address AT&T Corp. Address and Contact AT&T Branch Sales Contact Information
Street Address: 650 N La Cadena Drive
City: Colton
State / Province: CA
Country: USA
Domestic / Intl / Zip Code: 92324
One AT&T Way
Bedminster, NJ 07921-0752
Contact: Master Agreement Support Team
Email : [email protected]
Address: 12900 Park Plaza Dr
City: Cerrutis
State:CA
Country: USA
Zip Code: 90703
Phone: 562-229-8105
Email: [email protected]
Sales/Branch Mgr: Steve Gallagher
SCVP Name: Chris Congo
CUSTOMER Contact AT&T Address and Contact AT&T NI Contact Information Name: Paul Evans
Title: Information Technology Manager
Telephone:

Mobile:

Email: [email protected]
Name: Antonio Ruiz
Title: ASE
Telephone: 831.238.4516
Street Address: 401 W. Franklin St
City: Monteray
State / Province: CA Country: USA
Domestic / Intl / Zip Code:93940
Name: Nicole Jacquemin
Address: 600 E Green St
City: Pasadena
State: CA
Country: USA
Zip Code: 91101
Telephone: 626-241-7409
Email: [email protected]
CUSTOMER Billing Address
Street Address: 650 N La Cadena Drive
City: Colton
State / Province: CA Country: USA
Domestic / Intl / Zip Code: 92324
This Attachment for AT&T Network Integration Services (“NI Attachment”) is being entered into by the Parties consistent with and as allowed by the terms and conditions of the CALNET Agreement Number (referenced above). By executing this NI Attachment, Customer agrees to subscribe to, and AT&T agrees to provide Service(s), in accordance with the terms and conditions of this NI Attachment and the terms and conditions of CALNET. All CALNET terms and conditions will apply and take precedence over any similar but differing language in this NI Attachment. As used herein, the term “Agreement” shall refer collectively to this NI Attachment and CALNET. This NI Attachment is restricted to the NI Services provided herein.

AGREED:

AT&T
By:_________________________________________
(Authorized Agent or Representative)
(Typed or Printed Name)
(Title)
(Date)
AGREED:

CUSTOMER: City of Colton
By:_________________________________________
(Authorized Agent or Representative)
(Typed or Printed Name)
(Title)
(Date)
ATTUID: ew9532

9.a
Packet Pg. 267
Attachment: City of Colton ATT MS Direct Route SOW (3654 : Agreement - AT&T Consulting & Network Integration Services) AT&T Network Integration Services
Attachment
AT&T and Customer Proprietary Page 3 of 19
Do not disclose or duplicate

1. DEFINITIONS
All other capitalized terms used but not defined in this NI Attachment have the meaning given them in the Agreement. “AT&T Equipment” means equipment owned by AT&T that is located at a Customer site (“Site”) and which is used to provide Services. AT&T retains title to the AT&T Equipment and it includes any internal code required to operate such Equipment. AT&T Equipment does not include Customer Equipment or Purchased Equipment.

2. SERVICES
AT&T will provide services as specified in the applicable SOW in the United States (“Services”).

3. STATEMENTS OF WORK
A. Unless earlier terminated as described below, a SOW is deemed terminated when the parties’ respective obligations have been fully performed or when it is otherwise terminated according to its terms.

B. In the event of an inconsistency among terms, the order of priority is: (i) the CALNET Agreement; (ii) CALNET Contract Forms / Form20 and (iii) the Attachment.

4. TERMS OF USE
A. All intellectual property and proprietary rights arising by virtue of AT&T’s performance of the Services are and will remain the sole and exclusive property of AT&T, and neither ownership nor title to any such property will pass to Customer.

B. AT&T and its licensors own and will continue to own all rights, title, and interest in the Software and Third Party Software. Customer shall not delete or in any manner alter or obscure the copyright, trademark, and other proprietary rights notices of AT&T and its licensors, which appear on the Software and Third Party Software as delivered to Customer. For the avoidance of doubt, the Software is licensed, not sold.

C. Equipment and software, if any, provided to Customer hereunder may have additional license terms and/or other requirements or restrictions imposed by the manufacturer, supplier or publisher. Customer is solely responsible for ensuring its adherence to any and all such license terms and other requirements or restrictions and is deemed to accept them upon receipt of the AT&T Equipment or software, as applicable in connection with the use of the AT&T Equipment by Customer.

5. TERM AND TERMINATION
This NI Attachment shall continue to govern, through completion of performance (or earlier termination), the applicable Attachment in effect on this NI Attachment’s termination date.

6. AT&T EQUIPMENT
A. Location of AT&T Equipment. The AT&T Equipment shall be delivered to and thereafter kept at the location specified in the SOW and shall not be removed without AT&T's prior written consent, such consent which shall not be unreasonably withheld.

B. Use of AT&T Equipment. Customer, at its expense, shall take good and proper care of the AT&T Equipment.

Customer shall not make any alterations, additions, or improvements, or add attachments to the AT&T Equipment without the prior written consent of AT&T. AT&T Equipment , if any, provided to Customer hereunder may have additional license terms and/or other requirements or restrictions imposed by the manufacturer, supplier or publisher.

Customer is solely responsible for ensuring its adherence to any and all such license terms and other requirements or restrictions and is deemed to accept them upon receipt of the AT&T Equipment in connection with the use of the AT&T Equipment by Customer.

C. Return of AT&T Equipment. Unless otherwise specified in the applicable SOW , Customer shall return, at its own expense, the AT&T Equipment at the expiration or termination of this NI Attachment. Prior to return, Customer shall restore the AT&T Equipment to Return Condition, and Customer agrees that any addition, alteration, improvement or attachment shall belong to and become a part of the property of AT&T. "Return Condition" means Customer shall return, at its cost and expense, the AT&T Equipment to AT&T in good repair, working order, with unblemished physical appearance and with no defec ts which affect the operation or performance of the AT&T Equipment, normal wear and tear excepted. Return Condition also indicates that the AT&T Equipment will be eligible on expiration or termination of this NI Attachment for acceptance by the manufacturer, or a manufacturer certified third party maintenance organization. Any software upgrade will become the property of AT&T. AT&T shall have the right, upon reasonable prior notice to Customer and during normal business hours, to inspect the AT&T Equipment at its location.

D. Liens; Taxes. Customer shall not permit its rights or interest hereunder to become subject to any lien, charge, or encumbrance. Customer shall not permit the AT&T Equipment to become or remain a fi xture to any real estate or an accession to any personalty not financed hereunder.

E. Casualty Loss. If the AT&T Equipment, in whole or in part, is lost, stolen, damaged or destroyed, or is taken in any condemnation or similar proceeding (an "Event of Loss"), Customer shall promptly notify AT&T. Customer shall pay to AT&T, within thirty (30) days of the Event of Loss, an amount equal the cost for replacement AT&T E quipment, including all costs reasonably associated with provisioning to the replacement AT&T Equipment.

9.a
Packet Pg. 268
Attachment: City of Colton ATT MS Direct Route SOW (3654 : Agreement - AT&T Consulting & Network Integration Services)

AT&T Network Integration Services
Attachment
AT&T and Customer Proprietary Page 4 of 19
Do not disclose or duplicate

EXHIBIT 1: STATEMENT OF WORK

1. INTRODUCTION
This SOW between AT&T Corp. (“AT&T”) and City of Colton Customer”) is attached to the NI Attachment and made a part thereof upon the latter of the dates signed by Customer and AT&T (“Effective Date”). Services and/or Equipment not specifically provided for hereunder are outside the scope of this SOW and shall be charged separately . AT&T reserves the right to withdraw this SOW (i) if the SOW is not signed by Customer by April 30, 20 22, and/or (ii) the engagement does not commence within forty-five (45) calendar days of the Effective Date.

Customer or its Affiliate, as authorized in the applicable Agreement, may issue Purchase Orders to place an Order based on a Quote provided by AT& T hereunder. The following language (with the appropriate purchasing entity and dates filled in) must be added to the Purchase Order for AT&T to accept the Purchase Order or other Order form:

“This Form -20 issued by City of Colton (“Customer”) pursuant to the AT&T Network Integration Attachment GBS349313.1 dated 06-02-2021.”

2. MICROSOFT DIRECT ROUTING BY AT&T: SOLUTION OVERVIEW
AT&T will provide an integrated solution within the United States, including AT&T Equipment as detailed herein, which will be integrated with Customer -provided Microsoft Teams E5 or E3 licenses with Microsoft Phone System bolt -on capabilities (“MS Licenses”) in order to provide communication capabilities to the Customer from AT&T’s Unified Communications Node Data Centers (“AT&T UC Nodes”) as further detailed in this SOW (“the Solution”). The Solution has three primary components:
a. Proactive monitoring and management of AT&T-provided Session Border Control (“SBC”) equipment as well as implementation of AT&T Equipment installed on Customer Site(s) (when applicable) to support analog devices, IP Phones, Headsets and Customer’s legacy PBX equipment integration. b. Migration services necessary to integrate Microsoft Teams via Microsoft Direct Routing Ser vices and AT&T- provided global SIP PSTN access.
c. Optional Professional Services, listed in the detailed service description below (“Pro Services”), and summarized in Section 5. Pro Services address Microsoft Teams Transformation activities, and assist with planning, design and integration, and project and program management. Pro Services: 1) extend the Provider services to include what might otherwise b e Customer Responsibilities, 2) provide additional design or integration beyond the scope of the core Solution, and 3) provide more dedicated versus shared / virtual resources enabling single point-of-contact accountability.

The Solution consists of the following core Services:
a. Microsoft Teams Direct Routing – Connecting MS Licenses to the AT&T provided Session Border Control (“SBC”) SBC-as-a-Service; AT&T will provide engineering support to configure the AT&T Equipment provided with the SBCaaS to communicate with the Customer -provided Microsoft Teams’ tenant and licenses to establish Microsoft Teams Direct Routing. AT&T will connect the AT&T Equipment from the AT&T data center to the Customer -provided Microsoft Teams tenant environment.
b. SBC-as-a-Service (“SBCaaS”) – Providing managed SBC as-a-Service either from the AT&T data centers or delivered to Customer-premise or Customer’s data center; SBCaaS implementation options:

i. SBCs (AT&T Equipment) located at AT&T data centers – Customer can establish connectivity to the AT&T UC Node – via Internet, MPLS, SD -WAN or Equinix Cloud Exchange cross connection. AT&T provides High Availability (“HA”) SBC’s along with diverse network connectivity between AT&T and Microsoft data centers as well as connectivity to Internet access to support User voice media and SIP signaling traffic flows.

ii. AT&T Equipment on Customer Site – with this option, the AT&T Equipment is installed at the Customer Site and utilizes the Customer-provided network. A dedicated connection from the AT&T support center to Customer’s Site(s) is required for continuous monitoring and management. If this option is selected by Customer, AT&T can provide single SBC or HA pair to support Customer resiliency requirements. AT&T can also support implementation of the SBC’s within a Customer-provided public cloud data center such as Azure or AWS.

c. Calling Plans – Included is a domestic flat rate calling plan and billed usage for international calling.

Provider Project Manager (”PM”) will work with Customer’s current telephone number provider, via Letter of Authorization, to port existing numbers;
d. Existing Telephone Number Porti ng - Working with Customer’s current telephone number provider, via Letter of Authorization, to port existing numbers.

9.a
Packet Pg. 269
Attachment: City of Colton ATT MS Direct Route SOW (3654 : Agreement - AT&T Consulting & Network Integration Services)

AT&T Network Integration Services
Attachment
AT&T and Customer Proprietary Page 5 of 19
Do not disclose or duplicate

e. OPTIONAL: Customer Premise Equipment – AT&T makes available simple optional bolt -ons to the Solution. Analog Gateways and IP Phones are common customer requested components. f. PBX Connect – Providing connectivity between the SBCaaS and Customer-provided existing IP PBX, which connectivity facilitates the Customer’s ability to place a call between Customer’s existing IP PBX Users and new Microsoft Teams’ Users during transition. g. Management, Monitoring and Help Desk – Remote Monitoring and Tier 2 help desk.

Elements of the Solution
Description Quantity
Quantity of AT&T UC Nodes 1
Quantity of Microsoft Teams Direct Route Connections 0 Quantity of Microsoft Teams Users 150
Quantity of Customer Premise Analog Gateways TBD
Quantity of Initial Customer Sites (Users, endpoint types and quantity) 150 Quantity of PBX Connect Locations 0

Note 1: Network access to each Provider UC Node will be provided via Internet access unless otherwise defined.

Note 2: Customer is responsible to contract separately for SDWAN and MPLS network access.

Note 3: If Customer elects to have Teams Transformation and Site Deployment services, additional charges will apply and be handled via the Change Request process.

This SOW was developed using the Customer-completed Solution Requirements Document (“SRD”), attached as Appendix A, that details the actual User counts, physical Customer sites (“Sites”) and all requirements needed to implement the Solution (defined below).

3. IMPLEMENTATION
AT&T will utilize its proven implementation methodology comprising the following phases:

• Day 0 – Planning & Design – begins with requirements gathering and discovery • Day 1 – Implementation – working through all technical, process and operational aspects of the Solution • Day 2 – Support Services

3.1 DAY 0 – Planning & Design
Project Commencement
AT&T will provide a part-time Project Manager to develop overall project plan and timeline, establish a RACI matrix for project stakeholders, and manage subsequent phases of the implementation. The Project Manager’s tasks are:
a. Lead project kickoff meeting
b. Gather Project contact information
c. Develop escalation procedures
d. Schedule recurring Project status meetings
e. Coordinate requirements gathering
f. Communicate status updates
g. Drive alignment of team toward Customer end goals for the Solution h. Maintain project plan/migration schedule
i. Develop and drive risk mitigation strategies

AT&T will work with Customer to prepare a written document of all necessary aspects of implementing the Solution (“Implementation Plan”). The implementation of the Solution, outlined in the below steps, may be referred to hereinafter as the “Project.” The deliverable of this phase is a plan document ing the steps required to address Customer’s requirements as part of providing the Service. The Implementation Plan will cover AT&T’s responsibilities, Customer’s responsibilities and any third-party actions that are required – a full 360-degree view of the implementation process as well as technical, operational, logistical and process recommendations. In this phase, AT&T will work with Customer’s Single Point of Contact (“SPOC”) and any other Customer-designated representatives.

9.a
Packet Pg. 270
Attachment: City of Colton ATT MS Direct Route SOW (3654 : Agreement - AT&T Consulting & Network Integration Services)

AT&T Network Integration Services
Attachment
AT&T and Customer Proprietary Page 6 of 19
Do not disclose or duplicate

This phase is completed when the Implementation Plan document has been agreed by both parties. Steps in the phase are:

1. Establish project timelines – kick off the project to get objectives established and clear definition of roles and responsibilities (Project Manager, Project Sponsors, Customer SPOC, Project team Members)

2. Discover – review Customer’s current set up, including network infrastructure, services, devices, and locations. Develop a detailed view of the Solution environment and expected outcomes (Solution Architects, Solution Engineers, Project Manager, Operations Engineers, Customer SPOC and Customer Project Management)

3. Design – develop a view of the future state service architecture and flows, creating an inventory of gaps versus desired outcomes, and steps to help resolve gaps (Solution Architects, Solution Engineers, Operations Engineers)

4. Plan – develop a view of all necessary steps and Solution cutover, including implementation, trial, cutover and existing service turn down (Project Manager, Solution Engineers, Operations Engineers, Customer SPOC) ; this activity will document the steps to achieve operational outcomes, including roles and responsibilities, SLAs, escalation paths, service documentation, support portals, and training

5. Schedule – align the AT&T-Customer project team around the Implementation Plan and put in place the required steps assigned to project resources according to the schedule Discovery - Review of Solution Requirements Document (“SRD”) Customer is responsible to complete the SRD prior to the execution of this SOW. AT&T will work with Customer to review the contents of the completed SRD.

Design
AT&T will work with Customer to develop the future state architecture and Solution design. This will result in the creation of a document that describes the Solution service environment once the Service is operational. Activities are:
a. Analyze and assess requirements, determining overall fit and gaps b. Provide Service network access design; discuss with Customer how Customer will connect to the UC Node c. Plan – design end-to-end flows that properly accommodate Customer Sites and on-premise equipment along with established and (potentially) new cloud infrastructure d. Develop test plan – utilize existing cloud service test plans to create basic test plan and augment with requirements from Customer’s future state environment
e. Develop operations flows – develop the end-to-end framework in which AT&T and Customer operations/IT will work together as part of providing the Service
f. Create bill of materials – develop inventory of cloud service SKUs and work with Customer to create views of any required on-premise equipment SIP devices, SBCs, gateways, PBXs g. Create and execute Site survey questionnaires – work with Customer to generate required answers, including specifying all network addresses, cloud-center connectivity, DID ranges, analog and VPN requirements for remote access
h. Perform gap analysis and develop mitigation recommendations i. Work with project manager to submit design changes to Customer for approval/order j. Create service extension spec book, run book, Change Control requests and low-level design (“LLD”) document

3.2 Day 1 - Implementation Plan
The Implementation Plan ties the current state of Customer’s environment to the Solution service environment once Service is implemented. The AT&T Project Manager will work with the Customer to develop a comprehensive view of the steps required to deliver the implementation.

Implementation Plan Tasks are:
a. Create Project plan document
b. Define steps required to implement the Service
c. Identify and capture all required Project elements – bill of materials, SKUs, letter of authorization, order forms, order codes, systems and processes
d. Create end-to-end view of operations flows
e. Develop and drive risk mitigation strategies
f. Drive alignment of team toward deployment end goals
g. Communicate status updates

9.a
Packet Pg. 271
Attachment: City of Colton ATT MS Direct Route SOW (3654 : Agreement - AT&T Consulting & Network Integration Services)

AT&T Network Integration Services
Attachment
AT&T and Customer Proprietary Page 7 of 19
Do not disclose or duplicate

Once the Implementation P lan has been agreed by both parties, AT&T will work with Customer to develop an implementation schedule. Technical and operational resources are assigned at this stage to carry out the needed steps to make the necessary Solution connections, onboard Customer into the Solution environment, and verify the Solution is operational.

Implementation Schedule Tasks are:
a. Define Project milestones and resources
b. Develop and publish Project schedule
c. Develop project plan/migration schedule
d. Assign technical and operational resources to tasks
e. Achieve plan and schedule signoff with Customer
f. Launch Day 1 activities
Install and Configure
Changes to enable the Solution are carried out in the AT&T data centers by AT&T operations personnel. AT&T will work with the Customer to implement c hange controls so that changes are approved and tracked as the Customer is onboarded to a live production cloud services environment . If Customer has selected the on-Site AT&T Equipment option, AT&T Equipment will be provided to be installed at the Customer’s network edge to facilitate Service quality.

Customer and AT&T resources will work together to implement the needed Service elements. AT&T will:
a. Create Change Control request to carry out the Service changes b. Change the configuration of the Service elements to enable Customer access c. Change configuration in Microsoft Teams tenant to enable access by Users and to connect to the cloud center
d. Establish connectivity between Customer premise and AT&T data center e. Validate SIP trunk operation between customer premise and AT&T data center f. Validate connection of Customer premise to PSTN services procured separately by the Customer g. Validate (if needed) Customer PBX connectivity to cloud center, to PSTN services and to Microsoft Teams environment
h. Validate on-net calling and off-net calling
i. Validate configuration changes in Microsoft Teams environment and interconnect with PSTN j. Declare Solution ready for testing

Commission and Test
AT&T will work with the Customer to verify the Solution is ready for Acceptance. AT&T will:
a. Implement requirements defined in the Solution Requirements Document and confirm configuration of SBC’s, dial plan and User information are complete
b. Review/update Basic Service Acceptance Test (“BSAT”) plan c. Report on BSAT progress
d. Drive testing with actual Customer “production” environment e. Isolate faults during cutover, review call failure logs and traces to help mitigate issues impact f. Modify configuration as a result of testing in production environment

Implementation Acceptance
AT&T will seek Acceptance (defined below) from Customer as follows:
a. Review any Solution-implementation issues with Customer b. Develop plan for issue mitigation/resolution
c. Arrange for Customer to sign Acceptance form (sample in Appendix D)

Cutover and onboard to Managed Services
Following Customer Acceptance AT&T will:
a. Coordinate cutover of PSTN connections, SIP trunks, PBX connections, Microsoft Teams connections and/or other service infrastructure as needed
b. Port telephone numbers (“TNs”) for existing Users, create TNs for new Users as required c. Communicate onboarding progress in regular governance meetings

Project Completion Meeting
AT&T and the Customer will meet to verify that all Solution tasks have been completed. The team will review the development of the process runbook. This will include:
a. Review and customization of the Customer interface document b. Establishment of connectivity between the Customer and Provider’s operations staff and cloud center c. Creation of specific operating processes to verify efficiencies

9.a
Packet Pg. 272
Attachment: City of Colton ATT MS Direct Route SOW (3654 : Agreement - AT&T Consulting & Network Integration Services)

AT&T Network Integration Services
Attachment
AT&T and Customer Proprietary Page 8 of 19
Do not disclose or duplicate

d. Onboard Customer
e. Transition to Day 2 Service operation starts once the Solution implementation is accepted by the Customer f. Service management functions kick in with ticketing

3.3 Day 2 – Support Services

AT&T will provide Day 2 Support Services for maintenance of the AT&T Equipment on a 24x7x365 basis. AT&T will provide the following:
a. 24x7x365 access to Help Desk and support engineers who provide Level 2-4 support b. 24x7x365 online access for ticket creation, status updates and notification c. AT&T Equipment updates in the form of software patches, maintenance releases, and major version releases.

The Day 2 Support Services detailed below are 24x7: AT&T has a Change Management, Release Management, Event Management/Monitoring, Incident Management, Capacity Management and Communications Management processes that will be adhered to. The Solution support team will provide Service evolution planning along with incremental service improvements provided according to a service roadmap; AT&T will provide notice, via email, to the Customer’s pre - identified staff, of changes that ha ve the potential to impact the Customer’s Service (for example: upgrades, patches or security-related modifications) (“Service Impacting Changes”). In complex service improvement cases, the support team will work directly with the Customer to carry out needed changes and verify operational integrity after the change has completed. AT&T will provide a Customer service manager as a focal point for overall management of the Day 2 Support Services.

Triage 24x7 Proactive Tier 1.5 Support for AT&T Equipment AT&T will perform triage of Service-impacting incidents and issues to AT&T Equipment based on the alerts generated from either remote monitoring or from Customer’s help desk; AT&T will verify whether the incident or issue stems from AT&T Equipment. AT&T will:
a. Provide proactive monitoring and automated ticket generation based on equipment-generated alerts b. Escalate tickets to AT&T Tier 2 support for AT&T Equipment issues c. Notify Customer, including for issues that are not related to AT&T d. Provide Incident resolution according to support service levels

Alarm Types
• Trunk alarms (D-Channel, LOF, AIS, etc.)
• Communication alarms (SIP Proxy, Proxy set, NTP server, LDAP server, etc.) Day 2 Support Services Summary

Service Planning – work with the Customer to verify issues are clearly documented and resolutions planned in future releases; the AT&T service manager maintains inventory of concerns and communicates progress to Customer.

Change Management – SBC, Direct Route peering connections and core UC Node changes with respect to the Solution service components; Note: changes are approved by the Provider change administration board and reviewed with Customer prior to enacting the change.

Release Management – systematic control of software releases to be delivered to SBC’s and AT&T UC Node core LAN equipment and firewalls as aligned with the Solution service roadmap.

Event Management – 24x7 monitoring of cloud services to verify continuous operation of services, capture of all system events and alerting of incidents.

Incident Management – 24x7 monitoring of service Incidents – security, performance and usage – responding to event alarms to rapidly restore service to operation inside of agreed service levels. • Remote technical support (Tier 2 to 4) – investigation, prioritization, diagnosis and resolution of all service incidents with intent of achieving core KPIs including MTTR (Mean Time to Respond) and MTTS (Mean Time to restore Service)
• Response and recovery times in line with agreed service levels for different severity of incidents Capacity Management – continuous monitoring of the Solution service elements to verify licenses, certificates, and resources are available to meet all service needs; planning for future expansion of services to meet future stated growth needs.

Communication Management – interacting with Customer to verify service updates, notifications and reporting are delivered, discussed and actioned as needed
• 24x7 Contact Center – allows Customer to open tickets Online ticketing and ticket reporting – enable Customer to open, review, receive notifications and update active service requests • Reporting – monthly status reporting for Customer including ticket statistics, service utilization and related statistics, and program action progress (e.g. onboarding status, service expansion initiative).

Optional Service (for on-premise equipment only) Hardware Management and Replacement – for instances where Provider Equipment on-Site fails, replacements can be expedited, or spares managed.

9.a
Packet Pg. 273
Attachment: City of Colton ATT MS Direct Route SOW (3654 : Agreement - AT&T Consulting & Network Integration Services)

AT&T Network Integration Services
Attachment
AT&T and Customer Proprietary Page 9 of 19
Do not disclose or duplicate

• Equipment alarms (Fan-tray, Power Supply, Board Fatal Error, Temperature, Hardware failure, Ethernet link, Ethernet Group, WAN link, Board reset, Cold start, Software reset, etc.) • Processing Error alarms (Call resources, Controller failure, Board overload, Active alarm table overflow, Operational state change, etc.)
• Environmental alarms (Media processing overload, TLS certificate expiry, etc.) • Quality of Service alarms (HA System fault, HA System switchover, etc.) • SBC capacity alarms (SBC sessions, media legs, far end user registrations) • Gateway capacity alarms (trunk group utilization)
• Gateway performance alarms (failed calls due to routing, media negotiation, abnormal termination, etc.)

Change and Configuration Management
Configuration and Change Management (“CCM”) Services are available to support system administration work. These events are intended to be low complexity, “logical” CCM’s that can be performed remotely by AT&T personnel. Each of the following is defined as a per device change:
a. Basic IP address change
b. Basic routing change
c. Session Agent (change, add, subtraction)
d. Carrier transport interface change- single carrier
e. Manipulation of failover path to new carrier
f. Basic dial plan changes
g. DID/Toll Free additions/changes to existing numbering groups h. User extension moves, additions, changes, and deletions (MACD)

For change and configuration management, two ( 2) hours of CCM service per device per year is included in the Charges; in the event additional hours are required, the parties can arrange to those hours vi a the Change Control Process.

Backup and Restore
To verify the availability of the Remote Monitoring, Provider will perform routine backups of Provider Equipment. When Provider applies a configuration change, a new backup will be performed. Provider will use the backup to restore Service to a known working configuration if an incident occurs or if the device is replaced.

Reporting
Remote Monitoring provides a quarterly standard basic report containing incident (based on support tickets) statistics and KPIs. Reports include ticket number, Device, Priority Level of the Ticket, and Alarm Type. Remote Monitoring provides a quarterly Quality of Experience report containing voice quality reports, based on actual voice usage in the network. Examples include Total Number of Calls, Number of Successful Calls, Successful Call Rates (%), Failed Calls, Call Quality (Good, Fair, Poor), and Max Current Calls.

4. CALLING PLAN
The calling plans require porting or new number activation, DID and/or service numbers, and calling rates. The following provides a summary of the current calling plan.

The domestic flat rate User profile provides support for number porting or establish ment of new phone number on the AT&T Equipment located at the AT&T UC Node data centers. User profiles also provide support for extending PSTN access to the Customer-provided Microsoft Phone System and Users.

Calling Plan
• Unlimited domestic calling plan with a pay as you consume model for international calling; includes a DID, Number porting or new number activation and E911 Emergency Service. • All international usage is consumption based and will be billed as incurred.

DID, known as ‘a telephone number’, can be purchased for current or future use. DID has the following feature set:
a. Inbound calling – for receiving calls from land and mobile numbers b. Outbound calling – for making calls to land and mobile numbers c. Emergency Services – for dialing 911 or other emergency service numbers d. Number portability – to move the number from one carrier to another e. Lawful Intercept – for legal compliance
f. Geographic coverage – for certain geo locations
g. Local Number Services – for local dialing

9.a
Packet Pg. 274
Attachment: City of Colton ATT MS Direct Route SOW (3654 : Agreement - AT&T Consulting & Network Integration Services)

AT&T Network Integration Services
Attachment
AT&T and Customer Proprietary Page 10 of 19
Do not disclose or duplicate

h. Caller ID – to display call numbers

Note: For numbers ported from another service provider, a completed Letter of Authorization”, found in Appendix C, is required along with copies of last invoice, BTN (Billing Telephone Number), account number.

5. OPTIONAL PROFESSIONAL SERVICES
The following services can be provided for an additional fee, if the Customer elects. Requests for these additional services will be handled via the Change Control Process, as outlined in section 7.1 below.

Discover – Supplemental Professional Services
AT&T can provide the following Professional Services should the Customer make that election:
• If current Customer data is not complete or up -to-date, AT&T can optionally provide Network, UC, and Site discovery, audits and assessment as relevant to ascertain the current state of that infrastructure and ability to deliver real-time collaboration services.
• Documentation of global dial planning requirements
• Requirements to support emergency calling (“E911”)
• Discovery of requirements for additional systems, including contact center integration and legacy voice and video collaboration integration can also be performed.
• Security assessments including vulnerability and threat detection, directory and authentication services. • Remote worker and other User Persona identification and subsequent design activities. “Personas” help establish consensus around common User roles, creating a consistent set of requirements for overall collaboration and data access

Design – Supplemental Professional Services
AT&T can provide the Migration Professional Support should the Customer make that election. • Infrastructure transformation or legacy integration not related to the Solution scope. For example, Network Transformation services might include SD -WAN software -defined networkin g and coordination with customer workstreams in network and Cloud. E911 design services can couple with the UC solution and provide support for Customers to address compliance requirements.
• Migration Network Engineering and Principal Architect engagement to assist with migration and test plan development to ensure the transformation of the existing legacy environment, operational processes, and staff readiness for the target state

Training
Onsite training is not provided with this SOW. However, Microsoft Teams Phone System Training for end user or administrators can be developed to meet Customer specific requirements.

Remote Monitoring
When ordered as part of the service , AT&T will provide proactive support for AT&T Equipment via remote monitoring and notification to the Customer when one or more of a predefined list of alarms occurs (or clears). a. Escalation to/from Customer, according to agreed incident profiles b. Service based on monitoring alarms and events via secure traffic to AT&T-managed cloud c. Handling complex events (e.g., transient and “flapping” alarm conditions) consistently NOTE: AT&T support resources need to have remote connectivity and sufficient user privileges to log in to the device and refer to data an d software solutions. In case hardware replacement is required for service restoration, the replacement time is subject to replacement time that was pre-confirmed per Site.

Advanced Hardware Replacement (“AHR”)
AHR is a complete hardware spares service that includes the following:
a. Allows for the Field Replacement Unit (FRU) to be shipped to the Customer before the defective hardware is sent to AT&T
b. The shipment timeframe is dependent on the time of the request c. The FRU will typically arrive either the next business day (NBD) or on the following business day. d. Customer is responsible for replacement and return of defective hardware and shipping

6. CUSTOMER RESPONSIBILITIES
To manage the activ ities outlined herein on time and within the pricing provided , Customer assigned roles and responsibilities must be fulfilled effectively.

9.a
Packet Pg. 275
Attachment: City of Colton ATT MS Direct Route SOW (3654 : Agreement - AT&T Consulting & Network Integration Services)

AT&T Network Integration Services
Attachment
AT&T and Customer Proprietary Page 11 of 19
Do not disclose or duplicate

Customer will be responsible for:
a. Project lead:
i. Oversee progress from Customer's perspective
ii. Allocate resources necessary to accomplish assigned tasks iii. Work closely with the project manager and technical leads on all aspects of the Project. b. Network Support:
i. Provide required network infrastructure design and configuration change necessary to support SBaaS. c. Team Sponsors:
i. Collect and document the required SRD information.
d. Microsoft Teams Admin:
i. Provide support in configuration of Customer-provided Microsoft Teams tenant to support connectivity to AT&T-provided SBC
ii. Assign User information including Customer provided telephone numbers.

The Customer obligations to be completed for the Project:
a. Obtain admin rights to the Office 365 Teams Admin Tenant. b. Provide all common-area phone and conferencing licensing, as required. c. Verify there are enough Customer-provided licenses (or Teams E5 or E3 with phone system bolt-on) for all Teams Users.
d. Have established Microsoft Teams Tenant in place.
e. Preassign the Phone System License in the Teams Tenant to all Users that will be activated. f. Reserve 1 (one) full Teams license for the activation procedure (this can be reassigned later). g. Download and install the Business Online Windows PowerShell Module. h. Provide complete list of telephone numbers to be ported for this Solution. i. Complete the SRD and review with AT&T in a timely manner. j. Provide access to the Microsoft Teams administrator to support Direct Routing connection configuration between the Customer-provided Microsoft Teams Tenant and the SBCaaS. k. Obtain network services in order to access to the UC Nodes via MPLS, Internet, SDWAN or Equinix Cloud Exchange cross connection. In the event Customer elects to purchase the requisite network services from AT&T, that purchase will be executed via a separate contract. l. Provide direct access to an executive project sponsor who can provide access to the key project stakeholders and contributors, break down internal organizational barriers, and resolve issues and make timely decisions. m. Provide a primary point of contact for the Project. The primary contact should possess the authority to make decisions on the Customer's behalf concerning the design and installation of the new system. The primary contact will be available for regular Project status meetings and will participate in design meetings as required. n. Provide AT&T with requested information in a timely manner and take full responsibility and liability for the accuracy of all information supplied to by Customer and which AT&T relies upon in its performance hereunder. o. Be responsible for the following delivery related activities:
ii. Schedule any interview sessions with appropriate teams or individuals. iii. Provide technical contact(s) to assist with reviewing current state architectures and configurations iv. Schedule cutover/migration dates with local site contacts v. Develop and manage formal Customer communications for the Project vi. Install software applications on Customers PC, laptops or mobile devices p. Gather the telephony information at the direction of AT&T and complete telephone station locations and relevant station data in a SRD spreadsheet. The spreadsheet will include, but is not limited to, each person's name, location, telephone number, telephone type and features, telephone call flows and forwarding points, etc. Completed station review sheet is due no later than three (3) weeks prior to scheduled migration dates. q. Provide Microsoft Active Directory (“AD”) hardware, software, and technical support to complete a UC Service integration to Active Directory, if required. Customer will be responsible for providing a clean AD environment for integration. AD integration troubleshooting and problem resolution is not included within the Project scope. r. Provide any required Single Sign On (“SSO”) hardware, software, and technical support to complete the UC Service integration to an SSO provider using SAML 2.0. Customer will be respon sible for providing a clean SSO environment for integration. SSO integration troubleshooting and problem resolution is not included within the Project scope.
s. Manage the design, order and installation of any required on -premise equipment within any secured zones (e.g.

DMZ) including but not limited to providing network port facilities and access control mechanisms required. t. Provide access to computers and/or network systems with security level necessary to complete the Project. u. Contract the Express Route Option directly if required.

9.a
Packet Pg. 276
Attachment: City of Colton ATT MS Direct Route SOW (3654 : Agreement - AT&T Consulting & Network Integration Services)

AT&T Network Integration Services
Attachment
AT&T and Customer Proprietary Page 12 of 19
Do not disclose or duplicate

v. Be responsible for contracting a SIP or PRI Trunking - service at locations that cannot or chose not to use the centralized SIP trunking service proposed as part of this service w. Remediate production issues on the current network
x. Responsible for network readiness:
vii. Optimization or re-configuration activities for Customer's current infrastructure viii. Customer-premise equipment installation, such as: IP Phones and analog gateway ix. Site readiness, including required changes to cabling, racks, power, network, and HVAC y. On site project management support
z. E911 Planning, architecture, testing and implementation aa. Teams Tenant Architecture Design/Build to support Voice environment bb. Organizational Teams Transformation Program Management cc. Teams Transformation Execution:
x. Migration timing/scheduling
xi. Risk Identification
xii. Site Migration/Implementation
dd. Be responsible for the monitored components of the solution (e.g. branch gateways ) will be connected to the SBCaaS via VPN. The VPN is required al so for remote maintenance (e.g., following triage event). Customer will provide a termination point for the VPN tunnel and ensure a routable path between the managed devises in the Customer network and the service monitoring environment.

7. GOVERNANCE

7.1 Change Control Process
Either party must submit change requests to contractual documents in writing via the sample at Appendix B to this SOW. The party requesting the change must submit a written request to the other party and the receiving party shall issue a written response within five (5) business days of the receipt of the request, including whether the receiving party accepts or rejects the request. Once agreed both parties must execute the document in Appendix B.

7.2 Engagement Contacts
Customer AT&T
Name TBD TBD
Title
Address
Contact Information (Phone/Email)

7.3 Acceptance
AT&T shall validate the process steps to achieve Acceptance of the Implementation in consultation with Customer during the start-up period for the Project. During this process, the Acceptance Checklist (sample at Appendix D) will be created defining the s uccess criteria and specific tests to be run. The Acceptance Checklist will be reviewed with Customer and updated accordingly. AT&T shall present the Acceptance Checklist upon completion of the work.

Customer will indicate acceptance of the Service(s) by signing same. Should Customer not accept the Services, AT&T will request a written explanation of Customer’s reason for not accepting within five (5) business days. If Customer does not so notify AT&T within five (5) business days, Services shall be dee med Accepted. AT&T shall address Customer’s issue(s) within ten (10) business days after the receipt of such notice and will then resubmit the Acceptance Checklist for Customer’s signature. Such time to address any quality of service or re-work issues(s) may be extended by mutual consent.

8. CHARGES
AT&T shall provide Microsoft Teams Direct Route Service for the Charges stated below. • Fees associated with Microsoft Teams Direct Routing Service are assessed on a per Seat basis. Each telephone number at a Site requires a separate “Seat” license subscription plus the AT&T CPE and deployment Services that are outlined hereunder.
• Customer’s initial Microsoft Teams Direct Routing Service order quantity and corresponding charges are set forth in the table below. This includes both non-recurring charges (“NRC”) and monthly-recurring charges (“MRC”). • Microsoft Teams Direct Routing Service pricing will be reviewed on a quarterly basis. If number of actual users has exceeded the ordered quantity, then the pricing and invoicing will be updated to reflect the higher quantity for the annual quantity as documented in the pricing section below.

9.a
Packet Pg. 277
Attachment: City of Colton ATT MS Direct Route SOW (3654 : Agreement - AT&T Consulting & Network Integration Services)

AT&T Network Integration Services
Attachment
AT&T and Customer Proprietary Page 13 of 19
Do not disclose or duplicate

• State Associated Administrative Fee Charge - Services identified with “Yes” in the SAAF Applied column will have a 2.5% fee applied to the Monthly Recurring Charge or usage. Charges below do not include the SAAF. The SAAF will appear as a separate line on the Customer’s invoice.

CHARGES PER Microsoft Teams Direct Route Service by AT&T SERVICES PACKAGE CATEGORY PER Subscription Feature
Name
Calnet
Product
Identifier
Description Quantity Unit Price
NRC
Unit Price
MRC
Extended
Price NRC
Extended Price
MRC
TAO
Connect
Service

MTS53

Setup Fee for AT&T Teams Direct
Route Cloud Peering Service

1 $5,000.00 N/A $5,000.00
Professional
Engineering
Services
MTS12
Professional Services - Principal
Architect II for Central Office
Exchange Migration only –
Regular Hours; Can be used for
bucket of hours for custom works
related to the AT&T Teams Direct
Route Service. IMTS Setup Hours
if needed
15 $300.00
per hour N/A $4,500.00
AT&T Teams
Direct Route
User Profile

MSF01
User Profile Includes:

1. Unlimited US Domestic
(inbound/outbound) minutes.

2. Microsoft Teams Direct Route
Peering setup

3. Number Porting or New Number
per user

4. AT&T Monitoring and
Management Support.

5. E911 Emergency Services.

6. Access via Internet included

7. Cloud HA Pair SBC and SIP
Trunk included.

User Setup includes: Integration
into the core with one cutover
event, associated Project
Management and Engineering
support.
150 $5.00 per
User
$9.99 per
User $750.00 $1,498.50
AT&T Teams
Network
Cross
Connection
MSF03
Provides network cross connection
for customer provided MPLS or
SDWAN network connection into
the AT&T cloud data center.
0 $833.34
Each
$833.34
Each
AT&T Teams
Additional
Tenant

MSF04

Additional Microsoft Teams Tenant
including GCC High configuration
support. Establishes Peering
Between AT&T SBC and
Customer Provided additional
Teams Tenant. Primary Tenant
configuration included with AT&T
Teams Direct Route User Profile.
0 $2,000.00
Each
$1,000.00
Each
AT&T Teams
Analog
Gateway
Management
MSF05
Monitoring and Management of
analog gateways. Pricing does not
include the gateway itself.

0 N/A $20.00
Each
Enhanced
SIP Phone

SV114
GigE, Color Display / No AC
Adapter. Only to be procured with
an AT&T CALNET VoIP Service
140 N/A

$5.28 $739.20
Executive
SIP Phone
SV115 GigE, Color Display, Touchscreen,
Bluetooth / No AC Adapter. Only
to be procured with an AT&T
CALNET VoIP Service.
10 N/A

$7.26 $72.60
ATA 4 FXO
Voice
Interfaces

ATA01
Analog gateway with 4 FXO Voice
Interfaces 0 N/A
$57.98
Each
ATA 4 FXO
and 4 FXS

ATA02
Analog gateway with 4 FXO and 4
FXS Voice Interfaces 0 N/A

$61.42
Each

9.a
Packet Pg. 278
Attachment: City of Colton ATT MS Direct Route SOW (3654 : Agreement - AT&T Consulting & Network Integration Services)

AT&T Network Integration Services
Attachment
AT&T and Customer Proprietary Page 14 of 19
Do not disclose or duplicate

CHARGES PER Microsoft Teams Direct Route Service by AT&T SERVICES PACKAGE CATEGORY PER Subscription Feature
Name
Calnet
Product
Identifier
Description Quantity Unit Price
NRC
Unit Price
MRC
Extended
Price NRC
Extended Price
MRC
Voice
Interfaces
ATA 4 FXO
and 8 FXS

ATA03
Analog gateway with 4 FXO and 8
FXS Voice Interfaces 0 N/A

$64.82
Each

Total $10,250.00 $2,310.30

Note 1: Non-Recurring Charges consists of remote professional services, including project coordination, planning and design.

Note 2: Initial Data Center charges support current Sites and Users; any additional Sites and Users may be added via the Change Control Process.

Note 3: All charges presented in US Dollars (“USD”)
Note 4: AT&T will provide Internet access into AT&T UC Node data centers at no additional charge, provided however, all other required connectivity, such as MPLS, SDWAN or non AT&T provided internet services, must be purchased by Customer separately.

Note 5: Customer will incur additional charges for rack and power for any Customer -provided SDWAN or network termination equipment placed into the AT&T data centers.

Additional Pricing Terms
a. Defined Scope. Pricing is based on the currently defined scope. Any addi tions or changes to this SOW will necessitate changes in pricing. Pricing herein assumes no project delays will occur that would require AT&T to stop work. AT&T will not be held financially responsible for project delays outside of its control. b. Invoicing. AT&T will invoice the Service Charges upon Acceptance as defined herein. AT&T will invoice Services monthly and will cover any one -time charges or expenses incurred during the previous calendar month.
c. Travel and related Expenses. Charges do not inc lude expenses for AT&T travel to Customer’s facilities.

Standard business expenses (e.g., transportation, food, and lodging) incurred by AT&T in connection with delivery of the Services will be billed at cost as a separate line item on Customer’s invoice. AT&T personnel will incur travel expenses only after receiving permission from Customer’s Project Manager. d. Professional Implementation Hourly Rate. Charges outlined will be invoiced, if used.

9. Assumptions
This SOW is based on the following assumptions:
• All project scope change requests will be submitted in writing to the Customer project manager for approval.

No out of scope work will be completed until written approval to continue has been received. • The monitored network will be connected t o the Provider managed service and monitoring environment via VPN. The VPN is required also for remote maintenance (e.g., following triage event). • Provider will be granted remote connectivity and sufficient user privileges to log in to the device, in case of data and software resolutions. If access to the supported devices is required to restore service, and there is no way to use the regular VPN, Provider will contact a predefined Customer contact to establish a shared desktop session (ad-hoc connection).
• All services are provided remotely, unless otherwise indicated. • Customer will update Provider with the IP addressing in advance and will ensure network connectivity is available between the device and the Provider control and monitoring infrastructure. • Customer may need to implement NAT for connection to the Provider remote monitoring environment. • Key certificates should be provided to the Provider in advance of the actual implementation and it should include a private key. Customer may provide access to certificate request portal which the Provider will use to request and download new certificates.
• Device must be configured with the same NTP server as Provider’s cloud monitoring servers. • In case of planned events initiated by the Provider, Provider will submit a notification to the Customer via email using a template at least two (2) weeks prior to a planned event. This email will be sent to the Customer's escalation contact. This notice w ill indicate the device(s) for which the event(s) are planned, along with the start and end date, time (UTC) and planned duration of the event. • In case of planned events initiated by the Customer (that may trigger fault reporting for covered sites), for example, when power in the site will be down or when a PSTN trunk is planned to be down, these events must be reported in advance to prevent unnecessary fault reporting and possible escalation. The Customer will send a notice via email to the Provider at least three (3) days before such planned event. • Customer requested enhancements will be scoped and handled via the Change Control Process, outlined in section 7.1.

9.a
Packet Pg. 279
Attachment: City of Colton ATT MS Direct Route SOW (3654 : Agreement - AT&T Consulting & Network Integration Services)

AT&T Network Integration Services
Attachment
AT&T and Customer Proprietary Page 15 of 19
Do not disclose or duplicate

10. Extension and Termination
a. Customer may terminate this SOW or any order placed under this SOW under one of the following provisions:
(1) In the event of a breach of any material term or condition of this SOW by AT&T where such failure continues un-remedied for thirty (30) days after receipt of written notice by AT&T (2) By giving AT&T at least thirty (30) days prior written notice b. Customer must pay all charges incurred as of the effective date of termination

9.a
Packet Pg. 280
Attachment: City of Colton ATT MS Direct Route SOW (3654 : Agreement - AT&T Consulting & Network Integration Services)

AT&T Network Integration Services
Attachment
AT&T and Customer Proprietary Page 16 of 19
Do not disclose or duplicate

APPENDIX A – SOLUTION REQUIREMENTS DOCUMENT

SRD-Calnet V1.3.xlsx

9.a
Packet Pg. 281
Attachment: City of Colton ATT MS Direct Route SOW (3654 : Agreement - AT&T Consulting & Network Integration Services)

AT&T Network Integration Services
Attachment
AT&T and Customer Proprietary Page 17 of 19
Do not disclose or duplicate

APPENDIX B: Change Request Form

Type of Request:

Initiator (Company):

Change Request Received by:

Price Impact:

AT&T Additional Resources Req’d:

Task Description:

Other information related to Change:

Impact of Change
Provide a description of the impact of the change (increase in duration, delay in start, cut-over date change, added dependency, additional resources required change to design, change to baseline solution, other).

AGREED and ACCEPTED: AGREED and ACCEPTED:

CUSTOMER: AT&T
By:______________________________________
(Authorized Agent or Representative)
By:___________________________________________
(Authorized Agent or Representative)

(Typed or Printed Name)

(Typed or Printed Name)

(Title)

(Title)

(Date)

(Date)

9.a
Packet Pg. 282
Attachment: City of Colton ATT MS Direct Route SOW (3654 : Agreement - AT&T Consulting & Network Integration Services)

AT&T Network Integration Services
Attachment
AT&T and Customer Proprietary Page 18 of 19
Do not disclose or duplicate

APPENDIX C: Letter Of Authorization

US port LOA.xlsx

9.a
Packet Pg. 283
Attachment: City of Colton ATT MS Direct Route SOW (3654 : Agreement - AT&T Consulting & Network Integration Services)

AT&T Network Integration Services
Attachment
AT&T and Customer Proprietary Page 19 of 19
Do not disclose or duplicate

APPENDIX D: SAMPLE ACCEPTANCE CHECKLIST

LIST OF ACTIVITIES Applicable Completion
date Initial
Customer Responsibilities √
√
AT&T Responsibilities √
√
√
√
√
√
Delivery & Checkout √
√
√

Customer Acceptance: AT&T Acknowledgement:

By:_________________________________________
(Authorized Representative)

By:____________________________________________
(Authorized Representative)

(Typed or Printed Name)

(Typed or Printed Name)

(Title)

(Title)

(Date)

(Date)

9.a
Packet Pg. 284
Attachment: City of Colton ATT MS Direct Route SOW (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 1 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.

Signature Page
Vendor: AT&T Corp. (“AT&T Consulting”)
Customer: City of Colton
Engagement Number: 22AC-01-3CCC
Engagement Name: Office 365 Transformation
AT&T Contract Number: C3-A-12-10-TS-1
Date of Submission: March 10, 2022
Primary Work Site: 650 N La Cadena Drive, Colton, Ca 92324 AT&T Corp. provides services under the brand AT&T Consulting.

This Statement of Work (SOW) constitutes an offer by AT&T Consulting to perform the services described herein. This offer may, at AT&T Consulting's option, be withdrawn if not signed and returned by City of Colton within 15 days from the date of submission shown above.

This STATEMENT OF WORK is subject to the terms and conditions of the CALNET (http://www.calnet.ca.gov/) State of CA CALNET contract number C3-A-12-10-TS-1.

IN WITNESS WHEREOF, the parties hereto have caused this SOW to be duly executed. Each party warrants and represents that its respective signatories whose signatures appear below have been and are on the date of signature duly authorized to execute this SOW.

AUTHORIZED SIGNATURE ACCEPTANCE SIGNATURE
City of Colton AT&T Corp.

Signature Signature

Name Printed Name Printed

Title Title

Date Date

FOR AT&T Consulting INTERNAL USE ONLY ___________ ________ ATTUID Initials

9.b
Packet Pg. 285
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 2 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.

Table of Contents

1. Introduction ............................................................................................................................................................. 4

2. Description of Work ................................................................................................................................................. 4 a) Project Initiation/Kick-off .................................................................................................................................. 5 b) Infrastructure Discovery ................................................................................................................................... 6 Phase 2 ................................................................................................................................................................... 7 M365 Transformation Design and planning ............................................................................................................ 7 AT&T will work with the City of Colton internal IT Teams to determine an appropriate M365 architecture and migration strategy, this will include the following technologies: - .............................................................. 7 a) M365 Administration ........................................................................................................................................ 7 b) Identity and Access Management (Azure AD) ................................................................................................. 7 c) Exchange Online ............................................................................................................................................. 8 d) SharePoint and OneDrive ................................................................................................................................ 8 e) M365 Security, Compliance and Endpoint Manager ........................................................................................ 8 f) Microsoft Teams .............................................................................................................................................. 9 g) Migration Planning to Exchange Online from Exchange 2013 ....................................................................... 10 h) Migration Planning to Teams Phone System from Avaya and Integration with NICE .................................... 10 Phase 3 ................................................................................................................................................................. 11 a) M365 core services and application Implementation ..................................................................................... 11 b) Exchange Online Migration ............................................................................................................................ 12 c) Teams Rollout ................................................................................................................................................ 12 d) Implementation of AT&T Core Cloud UC nodes ............................................................................................ 12 e) Number Porting .............................................................................................................................................. 12 f) Pilot for Teams Cloud Voice .......................................................................................................................... 13 g) Velocity Migration for Teams Cloud Voice (All Sites) ..................................................................................... 13 Phase 4 ................................................................................................................................................................. 13 a) Adoption and Change Management .............................................................................................................. 13 b) Knowledge Transfer and Documentation ....................................................................................................... 14

3. Deliverables .......................................................................................................................................................... 14

4. Services Out of Scope .......................................................................................................................................... 15

5. Approach............................................................................................................................................................... 18

6. Project Dependencies ........................................................................................................................................... 18

7. Assumptions ......................................................................................................................................................... 19

8. Completion Criteria ............................................................................................................................................... 21

9. Customer Responsibilities..................................................................................................................................... 22

10. Communications Plan ........................................................................................................................................... 23 a) Kickoff Meeting .............................................................................................................................................. 23 b) Project Schedule ............................................................................................................................................ 23 c) Status Reports ............................................................................................................................................... 23 d) Status Meetings ............................................................................................................................................. 23

11. Escalation Process ............................................................................................................................................... 24 a) AT&T Consulting Escalation Path .................................................................................................................. 24 b) City of Colton Escalation Path ....................................................................................................................... 24

12. Initiation of Work ................................................................................................................................................... 25

13. Timeline & Site list ................................................................................................................................................ 25

14. Charges, Expenses and Invoicing ......................................................................................................................... 26

15. Resource Requirements ....................................................................................................................................... 27

9.b
Packet Pg. 286
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 3 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.

16. Change Order Process ......................................................................................................................................... 27

17. Engagement Contacts .......................................................................................................................................... 28

9.b
Packet Pg. 287
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 4 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.

1. Introduction

AT&T Consulting will assist City of Colton by providing technical expertise to facilitate a successful move to Microsoft 365 applications and services as described in this document.

2. Description of Work
AT&T Consulting provides a structured approach and methodology for delivering M365 transformation services. The approach is to align the appropriate skillsets to the specific areas of focus and allow the consultants to execute the methodology across organizations responsible for the different areas of focus.

AT&T is proposing a full Office 365 Transformation with the following phases:

Phase 1
a) Project Initiation/Kick-off
b) Infrastructure Discovery
i. Active Directory
ii. Microsoft Exchange
iii. File Sharing/SharePoint
iv. Clients and Endpoints
v. Avaya Telephony
Phase 2
a) M365 Transformation Design
 Design and Planning
i. Azure AD
ii. Exchange Online
iii. Teams
iv. OneDrive and SharePoint

9.b
Packet Pg. 288
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 5 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
v. Endpoint Manager
vi. Information Protection and compliance capabilities
vii. M365 Apps
viii. Security
Phase 3
a) M365 Transformation
 Implementation, Integration and Migration
ix. Azure AD
x. Exchange Online
xi. Teams
xii. OneDrive and SharePoint
xiii. Endpoint Manager (Intune/Conditional Access)
xiv. Information Protection and compliance capabilities xv. M365 Apps

Phase 4
a) Adoption and Change Management
b) Knowledge Transfer and Documentation

The following sections describes the phases in more detail Phase 1
a) Project Initiation/Kick-off
AT&T Consulting recognizes the value of communication and ongoing collaboration with our customers. As such, we include a project initiation meeting (kick-off

9.b
Packet Pg. 289
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 6 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
meeting) with all our engagements. During the meeting, AT&T Consulting will address the following topics:

1. Introduce key people at City of Colton and AT&T Consulting.

2. Exchange contact information (for regular reporting and emergencies).

3. Review scope of services.

4. Review communication, notification, and issue escalation procedures.

5. Discuss other specific City of Colton requests and rules of engagement.

6. Discuss the involvement of City of Colton’s technical staff in the project for knowledge transfer
Each party will designate a Single Point of Contact (SPOC) that has the authority to represent such party and has decision-making authority for most matters. All material communications should be conducted through the SPOCs. Such communications should either be in writing or summarized in writing. However, it is recognized that for the sake of efficiency, there will need to be direct communications between AT&T Consulting team members and various City of Colton employees. Any conversation that may have a material outcome on the success of the engagement will need to be documented and sent to the SPOCs.

For the duration of the engagement, AT&T Consulting will conduct status meetings, the frequency of which will be determined at the kickoff meeting. b) Infrastructure Discovery
Gain knowledge of City of Colton’s challenges, needs and strategy related to the areas identified within the scope. Institutional knowledge owned by the internal teams will be obtained through interviews and analysis of the infrastructure, AT&T will  Review existing architectural documentation and existing collaboration capabilities and on-going projects / initiatives will be identified to capture the current status
 AT&T will collect information on the following services: - o Active Directory
o Microsoft Exchange
o Clients and Endpoints

9.b
Packet Pg. 290
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 7 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
o File Sharing, SharePoint and OneDrive
o Avaya Telephony

Phase 2
M365 Transformation Design and planning
AT&T will work with the City of Colton internal IT Teams to determine an appropriate M365 architecture and migration strategy, this will include the following technologies: -  M365 Administration
 Identity and Access Management (Azure AD)
 Exchange Online
 SharePoint and OneDrive
 Security, Compliance and Endpoint Manager
 Teams
 Migration planning to Exchange Online from Exchange 2013  Migration planning from Avaya to Teams Phone system
 Migration planning from existing Avaya to NICE

a) M365 Administration
AT&T will assist City of Colton in strategic planning of the M365 administration model, this will include the following key areas:
 Privileged Identify Model
 Role Based Administration
 Security guidelines for assigning roles
 Multi Factor Authentication
b) Identity and Access Management (Azure AD)
AT&T will assist City of Colton in strategic planning of M365 IAM, this will include the following key areas:
 Hybrid Identity
o Password Hash synchronization
o Pass-through authentication
 Directory Synchronization (Azure AD Connect)
 Discuss options for Single Sign-On and Same Sign-On (SSO) with Office 365.  Discuss required components required to support the Single Sign-On or Same Sign-On (SSO) model, including:

9.b
Packet Pg. 291
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 8 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
 Considerations for leveraging Microsoft Azure for SSO server roles c) Exchange Online
AT&T will assist City of Colton in strategic planning of M365 Exchange Online, this will include the following key areas:
 Review all Exchange online prerequisites.
 Run Best Practice Analyzer reports on exchange environment and review  Perform Gap Analysis
 Exchange Admin Center
 Exchange Hybrid (for migration)
 Mailbox Access and configuration
 Anti-malware/Anti-spam
 Archiving and Policies
 SMTP Relay
 Exchange Online Security
o DLP
o Legal Hold
o eDiscovery
o Compliance
 Contacts and distribution groups
d) SharePoint and OneDrive
AT&T will assist City of Colton in strategic planning of M365 SharePoint and OneDrive, this will include the following key areas:
 Definition of a baseline proposed SharePoint Architecture o Personal Collaboration
o Team Collaboration
o Project Collaboration
o Document Management
 Define Use Cases
 SharePoint Adoption
e) M365 Security, Compliance and Endpoint Manager
AT&T will assist City of Colton in strategic planning of M365 Security, Compliance and Endpoint Manager, this will include the following key areas:
 Enterprise Mobility and Security
 Azure AD Identity Protection
 Azure Information Protection
 Multifactor Authentication

9.b
Packet Pg. 292
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 9 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
 Data Loss Prevention
o Intune and Conditional Access
o Mobile Device Management
o Mobile Application Management
o Cloud Application Security
o Advanced Threat Analytics
o Advanced Threat Protection
f) Microsoft Teams
AT&T will assist City of Colton in strategic planning of M365 Teams, this will include the following key areas:
 Teams Licensing and enablement
 Managing Teams
o Policies
o Templates
o Settings
 Guest Access
 External Access
 Teams devices
o Common Area Phones
o User Phones
o IOS and Android
 Teams Apps
o Permission policies
o App management
o Setup polices
 Teams Meetings and Messaging
o Meeting policies
o Meetings Settings
 Teams Voice
o Direct Routing
o Voice Policies
o Teams E911
o Permission policies
o Auto Attendants/Call Queues
 Teams Network Planning
o Network analysis
o Recommendations
o Split Tunneling and Proxy
 Teams Analytics and Reports
o Call quality Dashboard
o Power BI Integration
o Call Analytics

9.b
Packet Pg. 293
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 10 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
 Teams Clients
o Deployment and configuration
g) Migration Planning to Exchange Online from Exchange 2013

AT&T will assist City of Colton in strategic planning of the migration to Exchange Online from Exchange 2013, this will include the following key areas:
 Work closely with City of Colton to create a migration plan to the appropriate Office 365 Exchange migration model
 Conduct joint planning of Exchange 2013 to Exchange Online based upon Microsoft Best Practices and City of Colton architecture objectives.  Finalize key considerations for the Exchange Online migration, including (but not limited to):
o Mail Routing
o Migration methods and tools
o Public Folders
o Archiving
o Develop final architecture design and/or diagram.
o Develop a complete pre-requisite list for production roll-out. o Develop migration plans for user mailboxes.
o Identify any impacts on DNS, IP addressing, security and certificates o Whiteboard sessions with City of Colton to complete designs and migration plan
h) Migration Planning to Teams Phone System from Avaya and Integration with NICE

AT&T will assist City of Colton in strategic planning of the migration to Microsoft Teams Phone system from Avaya, this will include the following key areas:
 Work closely with City of Colton to create a migration plan  Conduct joint planning of Avaya to Teams Phone system based upon Microsoft Best Practices and City of Colton architecture objectives.  Finalize key considerations for the Telephony migration, including (but not limited to):
o Number Porting
o Teams device design and implementation - (provisioning and management, Intune/Conditional Access best practices, Common Area phones, Teams Meeting Rooms).
o E911 - compliance with the FCC E911 requirements of Kari’s Law and the RAY BAUM'S Act (Teams networking, Teams Location database population, Emergency locations, Emergency policies, E911 network element discovery, Emergency routing services).
o Hunt Group migration to Auto Attendant/Call queues

9.b
Packet Pg. 294
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 11 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
o Voice architecture design and implementation - (SBC integration, PSTN connectivity, Site survivability, media bypass, local media optimization) o Analog Integration
o Site transformation planning
o Identification of Pilot users and Pilot sites
o Number port planning
o Test Plan development
o Site transformation planning
o Design of Core Cloud UC Nodes
o Design of core LAN/WAN Infrastructure
o One Voice Operations Center and Routing Manager design o Integration with NICE
 SBC integration
 Teams infrastructure and Teams client Integration
Phase 3
a) M365 core services and application Implementation

AT&T will work with City of Colton to implement and configure core M365 services and applications based on the detailed planning sessions conducted in Phase 2. Once the approach has been determined, the following activities will be coordinated in preparation of the site implementation:

 Carryout pre-requisites for Azure AD and Exchange Online  Implementation and configuration of Azure AD connect
 Directory Synchronization
 Testing of Azure AD Sync
 Implement Exchange Hybrid
 Testing of Exchange Hybrid and mail flow
 Testing Mailbox Migration
 Configure Cloud Voicemail
 Test Cloud Voicemail
 Configure Teams for (IM&P, Voice and Video, Audio conferencing, Apps, Guest and Remote access)
 Configure SharePoint and OneDrive (to support Teams)
 Configure Intune and Conditional access to support M365 apps on mobile (iOS and Android)
 Configure Intune and Conditional access to support Teams Mobiles (iOS and Android) and Teams IP Phones
 Test Teams (IM&P, Voice and Video, Audio conferencing, Apps, Guest and remote access)
 Test Teams client deployment

9.b
Packet Pg. 295
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 12 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
 Support City of Colton with Teams IP Phone deployment  Validation of DID’s to be ported and associated users/phones  Ordering/Installation of equipment (gateways/phones)
 Scheduling port(s)
 Scheduling of resources to support migration events
 End user communications
b) Exchange Online Migration

AT&T will work with City of Colton to implement and configure core M365 services and applications based on the detailed planning sessions conducted in Phase 2, the following activities will be conducted to facilitate the Mail migration

 Move User Mailboxes
 Move public folders
 Move PST files
 Move SMTP relays to M365
c) Teams Rollout

AT&T will work with City of Colton to implement, and rollout Microsoft Teams services and applications based on the detailed planning sessions conducted in Phase 2, the following activities will be conducted to facilitate the rollout:

 Implement Teams on identified clients including
o Desktop
o Mobile
 Configure Teams integration with Microsoft Outlook for Meetings and Audio conferencing
 Conduct Teams Voice and Video Test plan
d) Implementation of AT&T Core Cloud UC nodes
 Implementation of Core Cloud UC Nodes
 Implementation of LAN/WAN core network changes
 Peering with City Of Colton Production Microsoft Tenant  Integration of SBC’s with NICE
e) Number Porting
 Configure AT&T Cloud voice SBC’s
 Number Porting Order
 Identify numbers to be ported to AT&T (if required)
 Determine who the LEC is for the numbers

9.b
Packet Pg. 296
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 13 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
 Submit the Porting order
 Update BOE form with the porting information
 Manage and monitor porting order until FOC is received  Configure AT&T Cloud voice SBC’s
 Manage Number Porting
 Test Number – (Main Number for the site)
f) Pilot for Teams Cloud Voice
 Site Deployment Readiness Testing
 Site Transformation - migration
o User migration for users
o Migration of Hunt Groups to Auto Attendant\Call queues o Phone Migration
o Analog Migration
 Site Transformation and Governance
g) Velocity Migration for Teams Cloud Voice (All Sites)  Site Deployment Readiness Testing
 Site Transformation - migration
o User migration for users
o Migration of Hunt Groups to Auto Attendant\Call queues o Phone system Migration
o Analog Migration
 Site Transformation and Governance

Phase 4
a) Adoption and Change Management
 The focus of this engagement will be understanding and recommendations for:
 Client vision, values, and culture
 Adoption barriers and/or risk
 Organizational change readiness
 User experience with new Office 365 solutions
 Success and challenges related to prior change initiatives:
 Focus on planning, communication and training provided  Identification of success criteria (measurable and attainable goals)  An overview of the proposed change initiative including user impacts  A Success Matrix to be used in reporting gaps and success as it relates to the deployment of the change initiative:

9.b
Packet Pg. 297
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 14 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
o Documented outcome, goal, or objective
o Key activities, tactics and risk remediation to support achieving success o Method and period for measuring success
o Validation ownership
 Strategic recommendations for communicating, training, and reinforcing the change
b) Knowledge Transfer and Documentation
AT&T Consulting will conduct administration knowledge transfer with City of Colton on the overall M365 architecture solution and configuration elements;

 Conduct knowledge transfer
o Off-site Web meeting
o Deliver Detailed Design document in Word, Excel, and/or PowerPoint formats
 Review configuration of key components as necessary
 Finalize deliverable documentation

3. Deliverables
 AT&T Consulting will provide documentation during and at the end of the project, that includes the following:
 An overview of the proposed change initiative including user impacts  A Success Matrix to be used in reporting gaps and success as it relates to the deployment of the change initiative:
 Documented outcome, goal, or objective
 Key activities, tactics and risk remediation to support achieving success  Method and period for measuring success
 Validation ownership
 Strategic recommendations for communicating, training, and reinforcing the change
 Architecture Guide – (Microsoft Word, Excel and/or PowerPoint catalog formats)

9.b
Packet Pg. 298
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 15 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
i. Site Discovery Information
ii. Tenant Architecture to support Site Deployment
(policies/features/reports/etc.)
 Project plan for site migration
 Persona Documentation – (Microsoft Word, Excel and/or PowerPoint catalog formats)
 Network Documentation – Discovery, Analysis, and Recommendations.

4. Services Out of Scope

The following activities are out of scope for this effort but can be provided using the AT&T change control process. AT&T Consulting will not provide as part of this effort:
a) Physical site survey activities
b) Detailed storage planning (Exchange storage calculator). c) Detailed migration plans or “step-by-step” migration instructions. d) User needs analysis.
e) Migration of the users.
f) Business case development.
g) Microsoft Hybridization of Skype with Teams
h) Single Sign on via ADFS with Azure and on-premise Active Directory i) Physical Activities at remote site(s) to support Teams deployment (i.e., Client installation, phone installation, etc.)
j) Configuration of Office 365 (O365) outside the support required for Microsoft Teams Direct Routing and Site Deployment of Voice.
k) Setup and Configuration of a new O365 Teams Tenant. Our understanding is that City of Colton already has a O365 Teams Tenant

9.b
Packet Pg. 299
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 16 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
l) Migration of users from existing Voice/UC platforms to Teams Tenant. All users to be migrated have an established account in the Microsoft Teams Tenant. m) Network Assessment of City of Colton’s sites and Internet Egress to support Teams
n) Troubleshooting and remediation of City of Colton’s existing voice Infrastructure o) E911 Emergency Location Identification Number/Emergency Response Location (ELIN/ERL) end user device, IP subnet, mobility and E911 gateways external to the inherent Microsoft Teams Location Based Policy / Pid-Flo capabilities p) Remote site telephone end user “Station Reviews”, this can be added at additional costs
q) Remote site end user Microsoft Teams and Teams Hard Phone Training r) Migration of Microsoft Exchange UM Voice Mail and Exchange Auto Attendant design, configuration, and activation
s) Voicemail systems outside the Teams “Cloud Voicemail” t) All Microsoft Teams unassigned DID redirect, music/message and Exchange UM AA voice recordings and wave file recordings creation and wav file uploading u) Business need discovery or analysis for customer contact support by the City of Colton contact center. No CC related architecture.
v) Components, applications, changes, or implementation of any contact center or any related application or component.
w) Analysis of contact center performance, staff sizing, or customer experience. x) Financial or operational review.
y) Project or Program Management
z) Remediation of IP data and/or voice networks and components required to support the new Microsoft Teams Phones, SIP Telephones and analog gateways aa) Any features, functions, hardware, software, or services not specifically stated and detailed as AT&T Consulting deliverables within this statement of work are not included.
bb) Any pricing as it relates to the cost of new or additional networking hardware (i.e.

Microsoft products).

9.b
Packet Pg. 300
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 17 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
cc) Re-configuration of City of Colton’s SBC’s or PSTN circuits and/or ancillary voice systems
dd) SBC configuration outside of
a. Teams tenant integration for Microsoft Teams Direct routing b. Integration with Ribbon SBC
ee) Detailed network designs, documentation, or detailed implementation plans. This output of this project does not include a detailed design document or a final implementation plan. We will provide recommendations on configurations as needed to support remediation of any identified design gaps and will provide guidance on implementation priorities and sequencing.
ff) Scope does not include implementation of new network devices and device engineering to deploy the network infrastructure.
gg) Implementation of Consulting tools to collect performance and utilization metrics.

AT&T Consulting will rely on customer provided data, or assumptions. hh) Power or electrical discovery or analysis.
ii) Mobility
jj) Mobility Radio Frequency discover or analysis (Wi-Fi, Cellular, Microwave, Satellite, etc.)
kk) Analysis, design, configuration, test, or installation of Mobility or Wireless (Wi- Fi/802.11, LTE, etc.)
ll) Comparison of multiple service providers and/or equipment manufacturers is excluded.
mm) Physical cable plant, environment, power, and HVAC analysis. nn) Remediation of IP data and/or voice networks and components required to support the cloud UC system and/or gateways

The following items are not included in this SOW. If they are desired, a Change Order or another SOW can be presented that will address them.

9.b
Packet Pg. 301
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 18 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.

5. Approach

AT&T Consulting will sponsor a project kick-off meeting to review this SOW, obtain any information required from City of Colton but not yet received, and discuss working arrangements not defined in this SOW.

Each party will designate a Single Point of Contact (SPOC) that has the authority to represent such party and has decision-making authority for most matters. All material communications should be conducted through the SPOCs. Such communications should either be in writing or summed up in writing. However, it is recognized that for the sake of efficiency, there will need to be direct communications between AT&T Consulting team members and various City of Colton employees. Any conversation that may have a material outcome on the success of the engagement will need to be documented and sent to the SPOCs.

A project schedule will be developed and agreed to early in the engagement. This project schedule will highlight key milestones, deliverable dates, responsible parties, and any predecessor activities. The project schedule will be maintained throughout the engagement and progress will be tracked against it.

During the course of this effort, AT&T Consulting will apply its proprietary methodology to leverage its knowledge gained in similar engagements.

AT&T Consulting, in coordination with City of Colton, will establish a mutually agreeable working schedule and delivery plan as the first phase of this engagement.

At the conclusion of the engagement, AT&T Consulting will conduct an executive presentation to review the final deliverables and discuss next steps.

6. Project Dependencies

To manage any necessary changes to scope, deliverables, resource availability, or underlying project assumptions, we will use AT&T’s standard Change Control Process.  Timely access to network devices, systems, locations, documentation, and key stakeholders who are vital to the information collection phase of this project  Scheduling of meetings or receiving timely feedback
 Other than authorized Denial of Service (DoS) attacks, testing activities performed by AT&T Consulting in connection with AT&T Consulting’s services are not intended to interfere with or in any way disrupt any activities of City of Colton before, during, or after the activities. Nevertheless, testing services may cause interruptions in network service.

9.b
Packet Pg. 302
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 19 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
 Appropriate access to customer personnel, vendors, or other entities, or the receipt of current, accurate data, documentation, or systems
 Product vendor(s) are able to remedy hardware or software that fails to perform to specification and be remedied in the timeframe required to meet the engagement schedule.  Product vendor(s) are able to deliver all necessary hardware and software in a commercially reasonable timeframe.

7. Assumptions

The assumptions below were used by AT&T Consulting to propose this engagement based on information provided by City of Colton. If any of these assumptions prove to be invalid, the parties agree to resolve the situation via the change order process.

Notwithstanding the foregoing, neither of the principal parties is bound to use the change order process in the event of a material breach by the other party. a) All work will be performed contiguously on consecutive workdays unless otherwise stated in this proposal. Unless mutually agreed otherwise between the parties, working hours for this engagement will be City of Colton's normal workday (Monday to Friday, 8AM to 5pm, excluding holidays), except for any work that would interfere with City of Colton’s business or operations, such as upgrades to live equipment.
b) There will not be any special conditions or restrictions that would affect a productive workday.
c) Delays caused by factors outside of the reasonable control of AT&T will be addressed via the change order process.
d) Unless otherwise specified in this proposal, deliverables will be furnished using Microsoft Office products (Word, Excel, PowerPoint, Project, Visio) or in PDF form as appropriate.
e) City of Colton’s other vendors and their personnel will be cooperative and forthcoming with information.
f) All items listed in the Customer Responsibilities section of the proposal are met, delivered, or provided (as appropriate) in a timely manner. g) AT&T Consulting estimates that approximately 100% of the consultant work will be remote. The engagement manager will provide remote support. Consultants work 40 hours per week during local standard business hours.

9.b
Packet Pg. 303
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 20 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
h) AT&T Consulting will be responsible for managing the work location and hours for this project.
i) If required, AT&T Consulting’s consultants will have extranet VPN access to core and remote site systems, hardware, computer rooms, wiring closets, etc. that are necessary to accomplish the deliverables of this engagement. j) AT&T Consulting will not provide, test or be responsible for interoperability between or to systems not identified in this proposal.
k) All environmental conditions (e.g., power, air conditioning, rack, and floor space) are either currently available or will be provided by City of Colton within the agreed upon schedule for this engagement.
l) All equipment is in working order, performs appropriately, and is at currently supported software, hardware, and firmware revision levels. m) Remediation of IP data network, Internet, VPN and/or voice network segments n) All communications facilities (e.g., WAN circuits, LAN cabling) between locations that are necessary for this engagement are either currently available or will be provided by City of Colton within the agreed upon schedule for this engagement. o) All required hardware, firmware, and software that are necessary for this engagement are either currently available or will be provided by City of Colton within the agreed upon schedule for this engagement.
p) AT&T Consulting is not responsible for equipment staging or storage. q) Coexistence and/or interoperability between Teams and existing legacy PBX systems is out of scope
r) AT&T Consulting assumes that City of Colton will participate and collaborate in confirming the remote site capture of telephone DID number assignments to be configured in Microsoft Teams dial plans and Teams UC client accounts s) AT&T Consulting assumes that City of Colton will provide all Microsoft Teams voice services not specifically defined in scope of this proposal. Examples of such services are “Auto Attendants”, “Response Groups”, “Voicemail”. t) AT&T Consulting assumes that City of Colton will participate and collaborate in confirming the remote site capture of mission critical voice ancillary systems that must be included in the Teams network

9.b
Packet Pg. 304
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 21 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
u) AT&T Consulting assumes that City of Colton will coordinate 3rd party mission critical voice ancillary systems vendors and fund these vendors to collaborate in detailed connectivity, design, and functionality technical work sessions when necessary. These 3rd party mission critical voice ancillary systems and vendors may include but are not limited to the following listed examples:
a. Overhead loudspeaker public address announcement paging, beeper paging, handheld radio, elevator, power failure transfer, loud bell, visual alert, telephone activated public / employee entrance, TDM to GSM gateways, analog modem, voice call recording, call detailed recording systems and/or applications
b. Ancillary voice systems and analog gateways. AT&T Consulting professional services resource costs and project durations are not included in this PCD
v) The Customer will provide Supplier with CPOR (Claiming Partner of Record) designation within Customer’s Office 365 Tenant for Microsoft Teams license consumption since this is the only way for Supplier to gain Microsoft acknowledgement for our workstreams. Customer will provide the Subcontractor’s engineer with the required access level within the Office 365 tenant.
w) Customer will provide the Subcontractor’s engineer with the required access level within the Office 365 tenant.
x) Customer has a functional solution implemented to synchronize AD identities with their Office 365 Tenant and there currently aren’t any issues with the synchronization.
y) Customer team will co-ordinate and communicate with the end users as required.

The Subcontractor will not be responsible for drafting or creating end user communication or help documentation.
z) Customer will provide any required hardware and or software licenses including Security Certificates for the solution.
aa) Unless specifically noted, the Subcontractor does not guarantee compliance with Sarbanes-Oxley, FIPAA, or any other regulatory or industry documentation requirements.

8. Completion Criteria

This engagement will be deemed completed when the following items have been accomplished:

9.b
Packet Pg. 305
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 22 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
 All Deliverables specified in this SOW have been submitted to the City of Colton SPOC.

9. Customer Responsibilities

City of Colton agrees to provide timely access to all personnel, resources (including all necessary hardware, software, network access, adequate and secure workspace, and telephone access) and requested information that is deemed necessary by AT&T Consulting to ensure that AT&T Consulting can fulfill its commitments stated herein. When possible, AT&T Consulting will make reasonable efforts to provide lead-time to City of Colton. Typically, this notification will occur at the weekly status meetings.

However, it may be necessary from time to time to have a faster response level. In these cases, City of Colton agrees to respond within a day.

City of Colton also specifically agrees to:
 Assign a Single Point of Contact (SPOC) to represent City of Colton. The SPOC will have decision-making authority for most matters that may arise. Ensure that customer’s SPOC be available to meet with AT&T Consulting a minimum of once a week for progress updates. The City of Colton SPOC will be responsible to
 Facilitate the scheduling of interviews and information gathering sessions within City of Colton’s organization, unless other arrangements are agreed upon by the SPOCs.  Identify and coordinate with the appropriate individuals to review draft deliverables. These reviews must be within the agreed upon timeframe in order to maintain the engagement schedule.
 Provide stakeholder contact information, relevant to this project, prior to the start of the engagement.
 Identify primary on-site contacts and key personnel necessary to conduct required assessment activities in accordance with the project schedule.
 Provide input to and approval of the project schedule.  Ensure that City of Colton provided materials will be available on or before the date required as per the project schedule.
 Make City of Colton resources (e.g., network, application, personnel, and third party vendors) available at appropriate points in this engagement.
 Make appropriate representatives available for the presentation of the final deliverable.

9.b
Packet Pg. 306
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 23 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
 Provide AT&T Consulting with all relevant documentation and information as it pertains to the business requirements and current network environment at the kickoff meeting.  Provide all information and materials required for this Statement of Work on a timely basis. To the best of City of Colton’s ability, all information will be complete and accurate.  Provide all required access (logins, passwords, facilities, personnel, etc.) to AT&T Consulting at the start of the engagement.

If City of Colton fails to perform any of the responsibilities set forth herein, the parties agree to resolve the situation via the Change Order Process. Notwithstanding the foregoing, neither of the principal parties is bound to use the Change Order Process in the event of a material breach by the other party.

10. Communications Plan

a) Kickoff Meeting
 This SOW will be reviewed, and any questions or issues will either be resolved at the meeting or will be documented and the results communicated in writing as soon as practical.  All key stakeholders within City of Colton will be identified and their email and phone numbers provided for future reference. Ideally, most if not all of these stakeholders will attend the kickoff meeting.
 All individuals that are to receive the weekly status reports will be identified. The agreed upon form of delivery (e.g., hard copy, email) should also be specified. b) Project Schedule
AT&T Consulting, in coordination with City of Colton, will jointly develop a project schedule that will, at a minimum, identify milestones and deliverable dates.
c) Status Reports
A status report will be provided weekly and reviewed in the status review meeting. d) Status Meetings
 The initial expectation is that they will be held weekly, although the timing may be adjusted based on the needs of the engagement.
 At a minimum, the City of Colton and AT&T Consulting SPOCs will be in attendance. Additional parties will be invited based on the needs of the engagement.

9.b
Packet Pg. 307
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 24 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
 AT&T Consulting will provide an update as to the overall status of the engagement and plans for the coming week that will involve City of Colton personnel or resources.  Discussion and resolution of any non-critical issues that are occurring.  Review of any issues that have been escalated.
 Notification to the other party of any planned absences of key personnel.  Review of the Project Schedule.

11. Escalation Process
In the event of any issues arising under this SOW, either party may initiate the escalation process by contacting the representative of the other party. If the individuals at any level cannot resolve a performance deficiency to the parties’ reasonable satisfaction within the specified period following referral, a party may require that the matter be escalated to the next level. At each level, the parties’ representatives will attempt in good faith to address the issue as expeditiously as feasible. a) AT&T Consulting Escalation Path
Name Title Phone Number

SYED KHURRAM MANAGER PROFESSIONAL

SERVICES ATC
(925) 398-0173 +1 9253980173

KRISTEN FITZGERALD BUSINESS DEVELOPMENT
MANAGER 1 ATC
(424) 225-4294 +1 4242254294

JAMES THOMAS SALES DIRECTOR CONSULTING

SERVICES ATC
(213) 880-0910 +1 2138800910
b) City of Colton Escalation Path

9.b
Packet Pg. 308
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 25 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.

Name Title Phone Number
SPOC

12. Initiation of Work

In order for work to begin, AT&T Consulting will require receipt of the fully executed SOW and any required documents (e.g., purchase order, professional services attachment) 2 weeks prior to the initiation of work. The kickoff meeting will mark the official start of this engagement.

If for any reason both parties agree to start the engagement (i.e., conduct the kickoff meeting) later than 04 Apr 2022, any reference in this SOW to a specific start or completion date of a deliverable or other event shall be extended by one business day for each business day that the kickoff meeting is delayed.

13. Timeline & Site list
Based on the information provided to AT&T Consulting by City of Colton and on our professional experience, AT&T Consulting estimates that the work will be completed in approximately 17 weeks.

During the course of this engagement, additional information may be available about the engagement that may impact the estimated timeline. Changes to the estimated timeline will be addressed via the Change Order Process.

Week:
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17
Project Initiation
Discovery
Design & Planning
Installation, Configuration
System Testing
Mailbox Migration
Telephony Migration
Knowledge Transfer /
Documentation

9.b
Packet Pg. 309
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 26 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.

Execution of the M365 Transformation for 15 sites
Location Address City ZIP Total
Phones
Soft Clients/
Mailboxes
City Hall 650 N. La Cadena Drive Colton 92324 180 300
Development Services 659 N La Cadena Drive Colton 92324 Human Resources 657 N La Cadena Drive Colton 92324
Public works 150 S 10th Street Colton 92324
Electric 150 S 10th Street Colton 92324
Gonzales Center 670 Colton Avenue Colton 92324
Hutton Center 660 Colton Avenue Colton 92324
Luque Center 292 East "O" Street Colton 92324
Teen Center 651 N. Mt. Vernon Colton 92324
Library – Main Branch 656 9th Street Colton 92324
Library – Luque Branch 294 East O Street Colton 92324
Waste Water treatment facility 1201 S. Rancho Avenue Colton 92324 Fire Station 211 303 East "E" Street Colton 92324
Fire Station 212 1511 N Rancho Ave Colton 92324
Fire Station 213 1100 S La Cadena Dr Colton 92324

14. Charges, Expenses and Invoicing

As consideration for providing the Services detailed in this SOW, City of Colton will pay AT&T on a time- and-materials basis in accordance with the following table.

The rate structure for this engagement is:

Title

CALNET ID
#
Number of
Resources
Hourly Rate
per Person
Estimated
Hours
Estimated
Labor Charge
UC National Practice Lead ATTSC 1 $ 250 34 $ 8,500.00 Sr Consultant (UC, E911) ATTPA 1 $ 225 680 $ 153,000.00 Project Manager ATTNC2 1 $ 200 272 $ 54,400.00
Engagement Manager ATTNC2 1 $ 200 34 $ 6,800.00
Total $ 222,700.00
Both parties agree and acknowledge that this engagement is a variable cost offering and should not be considered a “fixed price bid” nor a “not to exceed” quote. The estimated cost of the work defined in this SOW is $222,700. Changes to the cost may occur only through the Change Order Process.

Pricing is in accordance with the CALNET agreement. Hours for the project management functions and tasks identified in this SOW are at no cost to the customer and not included in the “Total Estimated

9.b
Packet Pg. 310
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 27 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.

Hours” above. All personal services within this SOW are being performed in support of a CALNET 3 service.

The above charges and fees exclude travel and travel-related expenses such as hotel accommodations, meal, transportation (airfare, taxi, rental car, mileage, airport parking), etc., taking into account the locale, duration, and timing of the travel. The charges also do not include any taxes or other governmental charges that may apply. All quotes are in US dollars.

Customer agrees to reimburse AT&T Consulting for all travel and travel-related costs incurred in accordance with the above guidelines and the AT&T Contract.

Pricing is based on the defined scope of work as set forth in this SOW. Any additions or changes to this SOW may necessitate changes in pricing. Pricing herein assumes no material project delays will occur that would require AT&T to stop or delay work.

AT&T Consulting will provide regular status updates to City of Colton so that the budgetary impacts may be monitored as work progresses. If during the course of the engagement it is determined that the work will extend past the expected duration, then the Change Order Process will be used to provide additional funding.

15. Resource Requirements

The following subsections describe the resources required to perform the Service according to the scope, deliverables, timeline, and underlying assumptions as described in this SOW.

16. Change Order Process

To manage any necessary changes to scope, deliverables, resource availability, or underlying project assumptions, we will utilize AT&T Consulting’s standard Change Control Process. The process is summarized as follows:

1. Upon recognition of a potential change, City of Colton and AT&T Consulting will mutually agree upon the nature of the change.

2. AT&T Consulting will determine the effect of the potential change and document the specifics of the change using AT&T Consulting’s standard Change Request template. Change Requests will be assigned a unique control number for convenient reference and management.

3. The Change Request will be provided in draft form to City of Colton’s primary project contact for review in a timely manner. Any immediate and unavoidable impact on the Services, such as

9.b
Packet Pg. 311
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) SOW # 22AC-01-3CCC
Office 365 Transformation
Confidential Information: This agreement is for use by authorized employees of the Page 28 of 28 Parties hereto only and is not for general distribution within or outside their companies. © 2022 AT&T Intellectual Property. All rights reserved. AT&T and the AT&T logo are trademarks of AT&T Intellectual Property.
critical path delays being caused by the potential Change Request, will be communicated as soon as possible to City of Colton leadership.

4. City of Colton and AT&T Consulting will come to agreement on the terms of the Change Request and City of Colton will sign the Change Request document. Prior to incurring any additional effort or cost related to the Change Request, AT&T Consulting must be in receipt of a signed Change Request document.

17. Engagement Contacts
City of Colton
[Contact Name], [Role]
[Address]
[Email] / [Phone]
AT&T Consulting

SYED KHURRAM, MANAGER PROFESSIONAL SERVICES ATC
195 S DOUGLAS ST, SHARED
EL SEGUNDO CA 90245 United States
[email protected] / +1 9253980173
AT&T Consulting Alternate Contact
KRISTEN FITZGERALD, BUSINESS DEVELOPMENT MANAGER 1 ATC
2260 E IMPERIAL HWY
EL SEGUNDO CA 90245 United States
[email protected] / +1 4242254294

9.b
Packet Pg. 312
Attachment: City of Colton_O365 Transformation SOW_CN4 (3654 : Agreement - AT&T Consulting & Network Integration Services) AT&T Network Integration Services
Attachment

AT&T and Customer Proprietary Confidential Page 1 of 13 Do not disclose or duplicate

Master Agreement: STATE OF CALIFORNIA, CALIFORNIA DEPARTMENT OF TECHNOLOGY, AGREEMENT NUMBER: C4-LEG-12-10-TS-01
Contractor: AT&T Corp. on its own behalf and on behalf of its service providing affiliates Customer: City of Colton (“Customer”)

PROVISION OF SERVICE

Pursuant to this Attachment, AT&T Corp. on its own behalf and on behalf of its service providing affiliates (collectively referred to as “AT&T”) will provide AT&T Network Integration Services (“Ser vices”) identified in the Statement of Work (“SOW”) attached hereto as Exhibit 1.

This Attachment, including the SOW, shall be effective upon execution by both partie s of the SOW. SOWs subsequently added must reference this Attachment and shall be effe ctive and incor porated in and made part of this Attachment on the latter of the dates when signed by both Customer and AT&T. Unless earlier terminated, only as provided for in the SOW, each SOW shall be deemed terminated when both parties’ respective oblig ations there un der have been fully performed, or it is otherwise terminated according to terms and conditions of the above noted Master Agreement.

Charges for Services are set out in the SOW. AT&T shall invoice Customer as set out in the SOW.

APPROVAL

This SOW is no t in force or effect until signed by both parties ( Contractor and Customer Agency Telecommunications Representative ) and approved by the State of California Department of Technology, Statewide Technology Procurement (“STP”) as required.

AMENDMENT

No amendment or variation of the contents or terms of this SOW shall be valid unless submitted in writing, signed by the parties, and approved, by the STP as required. No oral understanding or Agreement not incorporated in the Agreement is binding on any of the parties. All Terms and Conditions as originally awarded in the Master Agreement will apply and take precedence over any similar but differing la nguage in this SOW. Agencies using these services should also understand that they are responsi ble for adhering to any State procurement requirements.

9.c
Packet Pg. 313
Attachment: StateOfCA-CityOfColton-NiC-ATT_CALNET_Pricing_Schedule_for_Hosted_Contact_Center_City of Colton-5-3-22 (3654 :

AT&T Network Integration Services
Attachment

AT&T and Customer Proprietary Confidential Page 2 of 13 Do not disclose or duplicate
CALNET AGREEMENT NUMBER: C4-LEG-12-10-TS-01 / 155674UA
AT&T Network Integration Tracking ID: GBS358499.2
Document Version#: v1
CUSTOMER Legal Name
(“Customer”)
AT&T Corp. ("AT&T") AT&T Branch Sales Contact Name

City of Colton AT&T Name: Edward Bai
CUSTOMER Address AT&T Corp. Address and Contact AT&T Branch Sales Contact Information
Street Address: 650 N La Cadena
Drive
City: Colton
State / Province: CA
Country: USA
Domestic / Intl / Zip Code: 92324
One AT&T Way
Bedminster
NJ
07921-0752
Contact: Master Agreement Support Team
Email : [email protected]
Address: 12900 Park Plaza Dr
City: Cerrutis
State:CA
Country: USA
Zip Code: 90703
Phone: 562-229-8105
Email: [email protected]
Sales/Branch Mgr: Steve Gallagher
SCVP Name: Chris Congo
CUSTOMER Contact AT&T Address and Contact AT&T NI Contact Information Name: Paul Evans
Title: Information Technology
Manager
Telephone: (909) 370-5099
Mobile:

Email: [email protected]

Name: Antonio Ruiz
Title: ASE
Telephone: 831.238.4516
Street Address: 401 W. Franklin St
City: Monteray
State / Province: CA Country: USA
Domestic / Intl / Zip Code:93940
Name: Nicole Jacquemin
Address: 600 E Green St
City: Pasadena
State: CA
Country: USA
Zip Code: 91101
Telephone: 626-241-7409
Email: [email protected]
CUSTOMER Billing Address
Street Address: 650 N La Cadena
Drive
City: Colton
State / Province: CA Country: USA
Domestic / Intl / Zip Code: 92324

This Attachment for AT&T Network Integration Services (“NI Attachment”) is being entered into by the Parties consistent with and as allowed by the terms and conditions of the CALNET Agreement Number (referenced above).

By executing this NI Attachment, Customer agrees to subscribe to, and AT&T agrees to provide Service(s), in accordance with the terms and conditions of this NI Attachment and the terms and conditions of CALNET. All CALNET terms and conditions will apply and take precedence over any similar but differing language in this NI Attachment. As used herein, the term “Agreement” shall refer collectively to this NI Attachment and CALNET. This NI Attachment is restricted to the NI Services provided herein.

AGREED: AGREED:

CUSTOMER: City of Colton AT&T

By:_________________________________________
(Authorized Agent or Representative)

By:__________________________________________
(Authorized Agent or Representative)

(Typed or Printed Name)

(Typed or Printed Name)

(Title)

(Title)

(Date)

(Date)

ATTUID: np211k

9.c
Packet Pg. 314
Attachment: StateOfCA-CityOfColton-NiC-ATT_CALNET_Pricing_Schedule_for_Hosted_Contact_Center_City of Colton-5-3-22 (3654 :

AT&T Network Integration Services
Attachment

AT&T and Customer Proprietary Confidential Page 3 of 13 Do not disclose or duplicate
EXHIBIT 1: STATEMENT OF WORK

1. Introduction
This SOW between AT&T Corp. (“AT&T”) and City of Colton (“Customer”) is attached to the NI Attachment and made a part thereof upon execution. AT&T reserves the right to withdraw this SOW if: (a) the SOW is not signed by Customer by 06/28/2022 and/or ( b) the engagement does not commence within thirty (3 0) calendar da ys of the Effective Date.

2. Scope of Work

2.1 Description of Services - Overview

NON-RECURRING SERVICES

CXone with User Hub
• Customer will be implemented on a "User hub" cluster

Quality Management Integrated Implementation
• Implementation and setup of NICE Quality Management Integrated • Billed as a one time (non-recurring) charge • Implementation includes:
• Implementation manager who oversees the project from start to finish • Business requirements session and documentation
• Integration with inContact ACD
• Initial System Configuration
• User acceptance testing
• Additional web-based training included
• Go live support
• 2 weeks of Post Go Live Support

Quality Management Integrated Training
• Classroom: instructor led training
• In this course, participants will learn to create, maintain and use Quality Evaluation forms. Key concepts include the strategic organization of components for reporting purposes, question types, and scoring options. Participants will work in the portal to search and evaluate calls, flag evaluations, and report on key quality metrics. • Estimated training duration - 3.5 days
• Billed per course as a one time (non-recurring) charge • Travel and accommodations are extra
• Maximum of 12 participants

CXone Chat Implementation
Package to configure and implement Chat functionality within CXone platform • Billed as a one time (non-recurring) charge Includes:
• One chat script to support one chat skill
• Chat scripts/skills include:
• Up to 20 questions and responses
• URL provided to customer to be embedded into their existing website • Integration to a custom database or CRM not included

CXone Email Implementation
Package to configure and implement Email functionality within CXone platform • Billed as a one time (non-recurring) charge Includes:
• One email script to support one email skill.
• Email scripts/skills includes:
• Automated email received response
• CXone dot-com email addresses provided to customer to be embedded into their existing website • Integration to a custom database or CRM not included

Textel Implementation (up to 25k Messages)
• Set up and implementation for Textel Toll Free/Long Code • Billed as a one time (non-recurring) charge
• Implementation includes:
• Text-Enabling contact center Toll Free/Long code numbers • Set up of agent inbound/outbound SMS/MMS into MAX

9.c
Packet Pg. 315
Attachment: StateOfCA-CityOfColton-NiC-ATT_CALNET_Pricing_Schedule_for_Hosted_Contact_Center_City of Colton-5-3-22 (3654 :

AT&T Network Integration Services
Attachment

AT&T and Customer Proprietary Confidential Page 4 of 13 Do not disclose or duplicate
• Set up of Textel into the Personal Connection Dialer (optional)

CRM Integration for CXone Implementation
Our CXone Specialist team gives you advanced guidance on ensuring your CXone integration goes smoothly as possible to deliver on the core functions of our CXone Agent integrations from as early as the Kickoff stage.

Billed as a one-time (non-recurring) charge per integration Implementation includes:
• Full technical support and deployment
• Support to Link to CXone CRM
• Support to Link to CXone Phone
• Admin Training content provided and Train -the- Trainer assistance available • Technical Validation core assessment
• User Acceptance Testing (UAT) Support
• Go-Live Support included
• User Creation Support
• Initial Setup of 10 Teams
• Change Request Process available
• Primary Business Unit and CXone Console Setup

MONTHLY RECURRING PRODUCTS

CXone ACD / IVR (per Configured User)
* One (1) User License - Configured Users are billed based on the highest number of active users set up on the platform at any one time during the month. This includes Admin users. • One (1) Universal Port – Used for IVR
• Call Monitoring
• Virtual queue
• Agent Scripting
• Text to Speech
• Call conferencing (long distance charges apply)
• Monitor, Coach, and Barge functionality

Additional features and services included with this contract:
• One (1) GB of storage per BU for recordings, prompts, scripts, messages, and files. Additional charges may apply for more storage
• If Call Recording per User is selected, customer will get 1 GB of storage per seat • Contact Center all-inclusive reporting
• IVR programming toolset
• Capability for CTI and Connectivity (Standard, Encrypted, VPN, FTP, SFTP, Web Service, and HTML Connector)
• 24 x 7 Network Operations Center monitoring
• Redundant servers in Software as a Service model
• Standard technical support
• Product maintenance and enhancement releases
• Latest eLearning product courses regarding applicable product • Online documentation and help

CXone Additional Configured Universal Port (beyond 1 port included) • Universal Port in excess of port included with seat
• Used for IVR and Voice

CXone Additional Active Storage (per GB)
• Storage and management of recordings, prompts, scripts, messages, and files • Billed per GB beyond the free storage included with the license • Applies to storage from contact center platform recorder and Workforce Optimization recorder

Long Term Storage (per GB)
• Provides cost-effective long-term storage for data archiving requirements

9.c
Packet Pg. 316
Attachment: StateOfCA-CityOfColton-NiC-ATT_CALNET_Pricing_Schedule_for_Hosted_Contact_Center_City of Colton-5-3-22 (3654 :

AT&T Network Integration Services
Attachment

AT&T and Customer Proprietary Confidential Page 5 of 13 Do not disclose or duplicate
• Billed per GB stored
• Key product features & components:
o Lower data storage costs by eliminating the need to implement and maintain a separate storage infrastructure for long-term storage requirements
o Seamless data transfer from short-term to long-term storage o Auto purge data when it is no longer needed by defining 'time to live' based on the type of data stored o Scalable cloud infrastructure
o State-of-the-art data encryption technology

Long Term Storage Retrieval (per GB)
• Provides metadata-based search capabilities to locate and retrieve data from long-term storage • Billed per GB retrieved
• Key product features & components:
o Comprehensive metadata search capabilities for easy retrieval o Move files to active storage for analysis, audits, and other needs o Time for files to remain in active storage can be specified during retrieval

Textel (Up to 5k Messages)
• Multi-directional SMS and MMS on contact center legacy phone numbers built into NICE CXone. • Billed monthly per contracted rate.
• Key features & components include:
• Two-way texting within chat utilizing existing long codes (Local & Toll Free) • Multimedia messaging including pictures, emoji’s, documents & PDF • Bulk send with status through PCD Two factor authentication • Up to 5,000 messages included.

CXone Chat (per Configured User)
• Chat allows agents to be able to accept and respond to incoming chat requests from customers. • Configured Users are billed based on the highest number of users configured for a Chat skill in the platform at any one time during the month
• Key product features & components:
• Chat function includes access to the customer-facing chat application that can be embedded in the customer’s webpage or other interfaces
• Chat can be enhanced using custom scripting tools in inContact’s Studio application CXone Email (per Configured User)
• Email allows agents to be able to accept and respond to incoming and emails from customers. • Configured Users are billed based on the highest number of users configured for an email skill in the platform at any one time during the month
• Key product features & components:
o Email functionality can receive communications directly from the customer’s email solution and send out responses using the Contact Center platform’s secure gateway o Email can be enhanced using custom scripting tools in the Contact Center’s Studio application

Quality Management Integrated (per Configured User)
• Quality Management Integrated makes it easy to identify the right agents and calls for evaluation, capture employee feedback and share it across peers and groups. The solution automates evaluation to ensure consistency and save supervisor time. Allows for reporting on call evaluations and listening to specific calls from within the reporting application. Includes the Interaction Management package. • Configured Users are billed based on the highest number of active users set up on the platform at any one time during the month. This includes Admin users.
• Key product features & components:
o Engage Integrated Recording, Monitoring, Encryption, and Interaction Management o Form Designer, Evaluations and Calibration
o Quality Planner and Coaching
o My Universe, Dashboards, and QM Reports
o Call Flow Analysis (CTI)

CXsuccess Care Package

9.c
Packet Pg. 317
Attachment: StateOfCA-CityOfColton-NiC-ATT_CALNET_Pricing_Schedule_for_Hosted_Contact_Center_City of Colton-5-3-22 (3654 :

AT&T Network Integration Services
Attachment

AT&T and Customer Proprietary Confidential Page 6 of 13 Do not disclose or duplicate
• Self-service via online Customer Community
• 7x24x365 Technical Support via phone and online service site • Two customer resources authorized to work with NICE CXone Services, and receive notifications to distributed to the organization.
• Guidance, advocacy and best practice sharing provided via a team of Technical Success Advisors (TSAs) • Telephone & email access to TSAs
• Project-driven professional services are available at an hourly rate • Live webinars and NICE Dojo e-learning courses (free of charge) • Training at NICE Cxone locations or your location at standard rates

CXone Agent for Microsoft Teams (per Configured User)
A full featured Customer Experience control interface that is embedded directly into the Microsoft Teams environment. Configured Users are billed based on the highest number of active users set up on the platform at any one time during the month.

Key product features & components:
• Dynamic and context aware Screen Pops
• Integrated Click-To-Dial
• Automatic Task / Activity creation
• Multi Match Dynamic search capability
• Full Contact center agent interface
• SSO

Textel Long Code (per month)
• Text-enabled toll free/long code phone number Billed monthly per long code • Carrier surcharges will apply Text-enabled toll free/long code phone number • Billed monthly per long code
• Carrier surcharges will apply

AT&T CLOUD CONNECT BUNDLE
The AT&T Cloud Connect Bundle includes the following:
• Access & Transport
• Ethernet Access
• AVPN Transport
• Redundancy / Failover (Atlanta / Santa Clara)
• VLAN Separation (Medium, Large & XLarge only)
• IP Toll Free
• IP Toll Free Trunking via Shared Use Billing Order
• IP Toll Free usage billed to customer's IP Toll Free contract IP Flex • DID Trunking
• IP Flex unlimited out dial (excluding dialer)
• Casual Dial, Queue Call Back & Chat Escalation

2.2 AT&T Engagement Management In support of the CCC Services provided to Customer, AT&T will:
(a) Assign a designated AT&T Project Manager to serve as the primary interface to Customer’s Project Manager. (b) Conduct a formal project kick-off meeting and review the contract and associated services. (c) Provide a Project Timeline draft for Customer review. Customer will mutually agree to the Project Timeline. (d) Participate and provide status and project planning meetings, as required. (e) Create a launch checklist, timeline, and overall coordination of launch activities associated with the Services:
• Create and regularly track project plan.
• Capture project risks and work to resolve risks with minimal impact to team, schedule, or budget. • Schedule and host regular core team meetings.
• Schedule ad-hoc meetings, as needed.
• Coordinate launch activities as identified in the project plan. • Communicate timelines and next steps to launch team regularly.

2.3 Installation and Configuration Planning Services
AT&T will conduct a f ormal project kick-off meeting to design the project plan from kickoff to “ go li ve.” AT&T and Customer will agree on a project plan that will include required implementation tasks. Examples of milestones are:
• Kickoff Call
• Business Requirements Gathering
• Training
• Create Test Cases

9.c
Packet Pg. 318
Attachment: StateOfCA-CityOfColton-NiC-ATT_CALNET_Pricing_Schedule_for_Hosted_Contact_Center_City of Colton-5-3-22 (3654 :

AT&T Network Integration Services
Attachment

AT&T and Customer Proprietary Confidential Page 7 of 13 Do not disclose or duplicate
• Provide API and API test data
• Configure CCC Services Based on BRD
• User Acceptance Testing
• Validate Connectivity
• User Training
• Site Preparation for Go Live
• Go Live
An ea rly milestone to the project plan is the identif ication and documentation of all design details which will be created and documented in a Business Requirements Document (“BRD”). The implementation that ultimately occurs hereunder will implement solely the design included in the BRD. The BRD includes items, such as:
• Global Contact Center Settings
• Reporting Specifications
• Contact Routing Configuration
• Post Contact Experience
• Call Recording Specifications
• Hours of Operation
• Functional Design - Flows
• Integration Specifications

2.4 Test and Turn-up
During implementation of the CCC Service , test numbers will be established along with points of contacts and test call flows to ensure the qual ity of the app lication before converting it to the production numbers a nd points of contacts. AT&T will work with Customer’s test PC(s) and database(s) to ensure quality connections and softwa re performance are intact. After implementation, the AT&T Project Manager will stay on the project during Beta rollout, monitoring the application, reviewing failed call transactions, tuning the grammars and making necessary application changes.

2.5 Service Hours
Implementation an d Profes sional Service s will be scheduled Monday through Friday, 9 AM to 5 PM, upon mutual consent and excluding designated AT&T holidays (“Normal Business Hours” or “NBH”):

AT&T Designated Holiday Date Observed
New Year’s Day January 1
Memorial Day Last Monday in May
Independence Day July 4
Labor Day 1st Monday in September
Thanksgiving Day 4th Thursday in November
Day after Thanksgiving 4th Friday in November
Christmas Day December 25

3. Customer Responsibilities
To manage the activities outlined herein on time and within th e pricing provided, Customer assigned roles an d responsibilities must be fulfilled effectively. Customer will:
(a) Assign a Single Point of Contact (“SPOC”) as the primary interface for the AT&T Project Manager to work with. (b) Review and provide relevant comments (in the form of additiona l data requirements, preliminary conclusions, or recommended technical architectu re) or Subject Matter Expe rts (“SME”) resources from appl icable information technology departments or business units to assist in completing the Deliverables in a timely manner. (c) Keep AT&T infor med of any information or changes, which may affect AT&T’s perf ormance of Services or require a change request in the scope.
(d) Meet the requirements as defined in Appendix C. Customer is responsible to make sure that each contact center Agent’s workstation will meet these requir ements. Customer managers and s upervisors using Studio (for call flows) and/or Reports 2.0 will need .NET Framework 4.0 installed. (e) Ensure that network ports are avai lable as described in Appendix C. It specifies ports on Customer firewall that need to be opened and IP address ranges that need t o be granted access for Customer to be able to correctly access and interact with the CCC Services.
(f) Allocate approximately 35K of internet bandwidth per Agent login to account for all Contact Center screen-based activities supported by this SOW.
(g) Provide information for support of the CCC Services, as noted in Appendix B: Support Terms.

4. Project Governance

4.1 Change Control Process
Either party must subm it change requests to contra ctual documents in writing via the sample at Appendix A to this SOW. The party requesting the change must submit a written request to the other party and the receiving party shall issue a written response within five (5) busine ss days of the receipt of th e request, includi ng whether the receiving party accepts or rejects the request a nd/or any changes to the terms and conditions. Once mutually agreed both parties must execute the document in Appendix A.

4.2 Engagement Contacts
Customer AT&T
Name TBD TBD
Title
Address
Phone

9.c
Packet Pg. 319
Attachment: StateOfCA-CityOfColton-NiC-ATT_CALNET_Pricing_Schedule_for_Hosted_Contact_Center_City of Colton-5-3-22 (3654 :

AT&T and Customer Proprietary Confidential Page 8 of 13 Do not disclose or duplicate
Email

5. Fees and Charges
Fees and Charges are outlined below as Monthly Recurring Charges (“MRC”) and Non-Recurring Charges (“NRC”).

Optional Service fees are listed and will be charged if the Optional Services are utilized as part of the CCC Services.

5.1 Monthly Recurring Charges (MRC)

Feature Name Unit of Measure
CALNET
Product
ID
SAAF
applied Qty MRC Per Unit
Extended
Price Per
Month
CXsuccess Care Package Per Business unit NIC001 Y 1 $0.00 $0.00 CXone Quality Management Enterprise Per Configured User NIC011 Y 13 $38.20 $496.60 Textel (Up to 5,000 Messages) Per Instance NIC081 Y 1 $481.25 $481.25 Textel - Textel Long Code Per Line NIC088 Y 1 $9.75 $9.75 AT&T Cloud VoIP Integration (CXone
Agent for Microsoft Teams) Per Configured User TAO01 Y 13 $11.00 $143.00 CXone ACD / IVR Per Configured User NIC270 Y 13 $75.00 $975.00 CXone Chat Per Configured User NIC277 Y 13 $3.80 $49.40 CXone Email Per Configured User NIC279 Y 13 $3.80 $49.40 Additional Configured Universal Port for
configured port Per Configured Port NIC285 Y 26 $35.45 $921.70 NICE inContact CXone Additional Active
Storage Per GB NIC287 Y 1 $2.45 $2.45
NICE inContact CXone Long Term
Storage Per GB NIC288 Y 1 $0.05 $0.05
NICE inContact CXone Long Term
Storage Retrieval Per GB NIC289 Y 1 $0.65 $0.65
Cloud Connect Per configured user NIC367 Y 13 $5.69 $73.97 Cloud Connect Per configured port NIC368 Y 26 $2.99 $77.74 Total MRC $3,280.96

5.2 Non-Recurring Charges (NRC)

Feature Name Unit of Measure
CALNET
Product ID SAAF Qty NRC Per Unit
Extended
Price
NiceInContact Contact Center
CXone Quality Management Enterprise
Implementation Per implementation NIC183 Y 1 $6,250.00 $6,250.00 CXone Chat Implementation Per implementation NIC278 Y 1 $694.50 $694.50 CXone Email Implementation Per implementation NIC280 Y 1 $694.50 $694.50 Professional Services (CRM Integration) Per hour NIC259 Y 24 $250.00 $6,000.00 Textel Implementation (up to 25k
Messages) Per implementation NIC258 Y 1 $900.00 $900.00 Quality Management Integrated Training Per course NIC149 Y 1 $10,000.00 $10,000.00 Total $24,539.00

9.c
Packet Pg. 320
Attachment: StateOfCA-CityOfColton-NiC-ATT_CALNET_Pricing_Schedule_for_Hosted_Contact_Center_City of Colton-5-3-22 (3654 :

AT&T and Customer Proprietary Confidential Page 9 of 13 Do not disclose or duplicate

5.3 Additional Pricing Terms and Conditions
(a) Defined Sco pe. Pricing is based on the currently defined Scop e of Work. Any additions or cha nges to this SOW will necessitate changes in pricing. Pricing herein assumes no project delays will occur that w ould require AT&T to stop work. AT&T will not be held financially responsible for project delays outside of AT&T’s control. (b) Invoicing. AT&T will invoice the Service Fees upon as defined herein. AT&T will invoice Services monthly and will cover any one-time charges or expenses incurred during the previous calendar month. (c) Travel and related Expenses. Fees do not include expenses for AT&T travel to Customer’s facilities. Standard business expenses (e.g., transportation, food, lodging) incurred by AT&T in connection with delivery of the Services will be billed at cost as a separate line item on Customer’s invoice. (d) Time and Material ("T&M") Ra te. In the event that th e scop e of work changes from this SOW new and additional scope will be handled via the C hange Control process outlined herein. If AT&T is requested to perform Services after NBH (“aNBH”), AT&T will bill Customer at the prevailing Time and Material rates. (e) Taxes and Fees. Pricing above does not include , and Customer shall be responsible for , any applicable taxes and regulatory fees, which shall be applied to Customer invoice. (f) State Associated Administrative Fee Charge . Services identified with “Yes” in the SAAF Applied column wi ll have a 2.5% fee applied to the Monthly Recurring Charge or us age. Charges below do not include the SAAF.

The SAAF will appear as a separate line on the customer’s invoice.

6. Engagement Assumptions
This SOW is based on the following assumptions. In the event any assumption(s) is found to be inaccurate or invalid, AT&T shall provide Customer with the changes to the scope, tasks, deliverables or terms and conditions of this SOW via the Change Control Process.
(a) Customer wi ll provide AT&T with re quested information in a timely manner and takes ful l responsibility and liability for the accuracy of all information su pplied to AT&T by Customer an d w hich AT&T relies upon in its performance hereunder.
(b) Customer will coordinate the project kick-off with the designated AT&T Project Manager and confirm all required attendees are present as required.
(c) During this engagement, C ustomer will provi de access t o p ersonnel who participated in meeti ngs to resol ve questions or issues as they arise.
(d) All work associated with this implementation will be performed in a continuous timeframe. (e) Each contact center Agent needs a computer with mouse, keyboard, and color monitor. In addition, the minimum workstation requirements are listed in Appendix C.
(f) The CCC Service is cloud-based and except for sc reen recording , require s no h ardware to be install ed at Customer premise location(s). Screen recording DOES require servers that would be installed on Customer site.

Customer must purchase such servers separately.
(g) Support for the CCC Services is outlined in APPENDIX B: SUPPORT TERMS.

7. Extension and Termination
a. Customer may terminate this SOW or any order placed under this SOW under one of the following provisions:
(1) In the event of a breach of any material term or condition of this SOW by AT&T where such failure continues un-remedied for thirty (30) days after receipt of written notice by AT&T (2) By giving AT&T at least thirty (30) days prior written notice b. Customer must pay all charges incurred as of the effective date of termination

9.c
Packet Pg. 321
Attachment: StateOfCA-CityOfColton-NiC-ATT_CALNET_Pricing_Schedule_for_Hosted_Contact_Center_City of Colton-5-3-22 (3654 :

AT&T and Customer Proprietary Confidential Page 10 of 13 Do not disclose or duplicate
APPENDIX A: SAMPLE CHANGE REQUEST FORM
Type of Request:

Initiator (Company):

Change Request Received by:

Price Impact:

AT&T Additional Resources Required:

Task Description:

Other information related to Change:

Impact of Change
Provide a descript ion of the i mpact of the change (increase in d uration, delay in start, cut -over date ch ange, added dependency, additional resources required change to design, change to baseline solution, other).

AGREED and ACCEPTED: AGREED and ACCEPTED:

CUSTOMER: AT&T
By:______________________________________
(Authorized Agent or Representative)
By:___________________________________________
(Authorized Agent or Representative)

(Typed or Printed Name)

(Typed or Printed Name)

(Title)

(Title)

(Date)

(Date)

9.c
Packet Pg. 322
Attachment: StateOfCA-CityOfColton-NiC-ATT_CALNET_Pricing_Schedule_for_Hosted_Contact_Center_City of Colton-5-3-22 (3654 :

AT&T and Customer Proprietary Confidential Page 11 of 13 Do not disclose or duplicate
APPENDIX B: SUPPORT TERMS
General Support Terms:

1. Maintenance and Updates. CCC Service updates, enhancements or repairs are conducted during the published maintenance period, which are Wednesdays and Fridays between the hours of 12:00 AM - 3:00 AM (Mountain Time). AT&T will provide Customer with at lea st a forty-eight (48) hour notice o f any scheduled maintenance. Urgent updates and enhancements may be deployed outside of the published maintenance window if deemed necessary. AT&T will make every reasonable effort to perform unscheduled maintenance for critical updates or enhancements between the hours between 12:00 AM -3:00 AM (Mountain Time) Monday through Sunday, unless otherwise stated. AT&T will make reasonable efforts to provide Customer with advanced notice of the application of critical update s or enhancements and to pe rform un scheduled maintenance for critical update s or enhancements. Under certain circumstances, software do wnloads will be required by Cu stomer. In th e ca se o f suspension for routine maintenance or reconfiguration, AT&T will make commercially reasonable efforts to limit the du ration of any such suspension and shall endeavor to give Cu stomer advance noti fication the reof. AT&T shall not be liable to Cu stomer for any inte rruption unde r this scope, unle ss otherwise stated in specific terms.

2. Data Storage and Management. Storage and management of Customer data for use with the CCC Service will be provided by AT&T at the rate, per gigabyte, specified in the SOW or, if no rate is listed, at the cu rrent Data Storage and Management rate.

Customer may delete stored data, or if applicable, may elect to establish a Time To Live (“TTL”) for stored data to be transferred to an FTP site. Customer will pay the same applicable rate for data stored on the servers, on the FTP site, or on the W FO platform.

Subsequent changes to TTLs and alternate methods of transfer of stored data will be subject to Professional Service fees at the applicable per-hour rate, in addition to any expenses accrued for additional hardware and shipping co sts. AT&T may destroy all Customer stored data thirty (30) days after the deactivation of the CCC Service or the termination or expiration of this SOW.

Platform (ACD/IVR)

1. Customer Facilities. Customer is responsible for obtaining, installing, and maintaining all equipment, software, wiring, power- sources, connection s and/or communication services necessary for inter-connection with the networks or otherwise for use in conjunction with the appli cable Services. Cu stomer is responsible for ensuring that such facilities are compatible with the requirements and that they continue to be compatible with subsequent revision levels of provided equipment, software and services.

AT&T is not responsible for the availability, capacity and/or condition of any facilities not provided by AT&T.

2. Service Level Agreement. AT&T commits to delive r 99.99% of uptime per month for core Components of the AT&T CCC Service, which are the services required for contact delivery. If AT&T exceeds five (5) minutes (99.99% uptime) of downtime in any given month, Customer can request a c redit. Upon request AT&T will issue a c redit to Customer for AT&T Service failures by Components of Service. Components of Service consist of those specific Service features included in and u sed by Customer with the Service established under the SOW. The AT&T Platform Service Components (the “Components”) are:

AT&T ACD (the ability to deliver a contact)
AT&T agent or station login
AT&T IVR (the ability to execute a script)
No credit will be issued for outages that are caused by:

Customer’s equipment, software, facility, databases, or operator error; An interruption in Customer’s connection to the Internet; An interruption in Customer’s telephony or voice service, local or long distance; Maintenance and modification of Component software, of which Customer is given advance notice; or Force Majeure events.

Requests for a c redit mu st b e submitted to AT&T within thi rty (30) days following the date o f the Component outage. AT&T considers a request submitted when AT&T receives from Customer a fax or email requesting a credit and identifying:

Customer’s name and account number
Date(s) and approximate beginning / ending time of the outage The Component(s) affected by the outage
Dialer
Service Level Agreement. AT&T commits to delive r 99.9% uptime per month. If AT&T does not meet the se service levels, Customer can request a c redit. Upon request AT&T will issue a c redit to Cu stomer for Dialer Service failures by Components of Service. The Service Components (the “Components”) are:
• Personal ConnectionTM Outbound Solution
• Dialer
• Campaign Manage
• Agent Dialer
• Reporter
No credit will be issued for outages that are caused by:

Customer’s equipment, software, facility, databases, or operator error; An interruption in Customer’s connection to the Internet; An interruption in Customer’s telephony or voice service, local or long distance; Maintenance and modification of Component software, of which Customer is given advance notice; or Force Majeure events.

Requests for a c redit mu st be submitted to AT&T within thi rty (30) days following the date o f the Component outage . AT&T considers a request submitted when AT&T receives from Customer a fax or email requesting a credit and identifying:

Customer’s name and account number
Date(s) and approximate beginning / ending time of the outage The Component(s) affected by the outage
Support Terms

1. Support. AT&T support hereunder is for the CCC Services deta iled herein; any o ther products that a re pa rt o f the implementation but are not sold by AT&T are not supported by AT&T hereunder.

2. Support Period. Support is effective upon the activation date of the CCC Services and ends upon the expiration or termination

9.c
Packet Pg. 323
Attachment: StateOfCA-CityOfColton-NiC-ATT_CALNET_Pricing_Schedule_for_Hosted_Contact_Center_City of Colton-5-3-22 (3654 :

AT&T and Customer Proprietary Confidential Page 12 of 13 Do not disclose or duplicate
of the Service Term (the “Support Period”).

3. Updates. Major and minor releases known as “updates” are delivered to the platform periodically.

4. Technical Contacts for Support. Customer is required to assign a minimum o f two technical contacts to act as sole liaisons between Customer and AT&T for support. Customer’s technical contacts must have, at a minimum, initial basic CCC Service training and, as needed, supplemental training appropriate for the specific role and specialized CCC Service usage. The technical contacts must be kno wledgeable about AT&T software and Cu stomer’s environment in o rder to help resolve system i ssues and to a ssist AT&T in analyzing and resolving service requests. When submitting a service request, the technical contact should have a baseline understanding o f the p roblem encounte red and an abilit y to reproduce the p roblem in o rder to a ssist AT&T in diagno sing and resolving the p roblem. To avoid inte rruptions in support services, Customer must noti fy AT&T whenever technical contact responsibilities are transferred to another individual. AT&T may review service requests logged by the technic al contacts, and may recommend specific training to help avoid service requests that would be prevented by such training.

5. First Tier Support. Customer is required to establish and maintain their organization’s processes to provide “First Tier Support” for AT&T Software directly to Customers. First Tier Support shall include but not be limited to: (i) a direct response to users inquiries concerning the performance, functionality or operation within AT&T software; (ii) a direct response to users with respect to problems or issues with AT&T software; (iii) a diagnosis of problems or issues with AT&T software; and (iv) a resolution of problems or issues with AT&T software.

6. AT&T Support. Support consists of: (i) diagnosis and resolution of problems or issues with AT&T software; and (ii) reasonable efforts to resolve reported and verifiable errors in the program so that the program performs in all material respects with the functions described in the associated program documentation.

AT&T may provide additional software tools and web-based tools with Customer’s consent to access Customer’s computer systems or assist in collecting system data to aid in the resolution of service requests.

AT&T may review service requests logged by Customer’s technical contacts and may recommend specific organization and process changes to assist Customer with the practices described in these support policies and terms.

7. Support Escalation. If incidents are not resolved by the above timelines or Customer feels the timeframe assigned to a priority is not acceptable, Cu stomer may escalate the case by c ontacting AT&T in the following order: (i) Technical Support, (ii) Technical Support Supervisor.

8. Required Information. When contacting technical support Customer shall gather the following:

Description of the issue and Customer’s environment. Prepare a detailed description of the issue that Customer is experiencing and specifics of Customer’s environment o r system con figuration. Cu stomer shall be a s specific a s possible in explain ing the problem or question including steps to replicate the problem as well steps taken to avoid the problem. Customer shall strive to have issues submitted via myAgent.

Background Information. Customer shall be prepared to answer the following questions:
• Is it affecting one Agent or other contact center Agents as well? • Has the problem happened before, or is this an isolated incident? • When was the last time it worked as expected?
• What steps led to the issue?
• Can the problem be recreated?
• Have any changes been made to Customer’s system?
• What version of software was Customer running when the problem occurred? Note: Customer shall include all relevant products such as operating system and third-party applications. • Were any error messages or other diagnostic information produced? • When possible provide at least three or more call examples.

Diagnostic Information. Customer shall attach any relevant dumps, traces, error logs, error codes etc., to Customer Portal Case for review by a technician. Gathering thi s information i s often the mo st c ritical step in resolving Cu stomer’s software p roblem. If Customer is unsure about what documentation i s required, Customer can contact AT&T for assistance in gathe ring the nece ssary diagnostic in formation. The Agent submitted cases via my Agent will contain the majo rity o f information needed by the tech nical support team.

9. Hours of Operation. AT&T Support regular business hours of operation a re Monday th rough Friday 6:00 AM – 6:00 PM Mountain Time. During business hours AT&T Technical Support will be available by phone and cases submitted via the Web. During non-business hours priority 1 and 2 incident s are handled by a fter-hour contact center Agents and may be e scalated to an AT&T Support on-call technician. If an after-hour’s incident occurs that is a priority 3 or 4 a case will be created and Technical Support will work the case according to the SLAs.

10. Contact Information. The AT&T Service Site is a secure, easy-to-use website that provides a place for customers to utilize the AT&T knowledgebase to obtain documentation a nd get an swers to technical questions. C ustomer can al so open requests for technical support and check and comment on the current status of cases. The AT&T Self-Help tools and online issue/incident/case creation and management de scribed in thi s support pol icy a re availabl e online. The phone numb er for Technical Support and Customer Care is: (800) 826-8028.

9.c
Packet Pg. 324
Attachment: StateOfCA-CityOfColton-NiC-ATT_CALNET_Pricing_Schedule_for_Hosted_Contact_Center_City of Colton-5-3-22 (3654 :

AT&T and Customer Proprietary Confidential Page 13 of 13 Do not disclose or duplicate
APPENDIX C: CUSTOMER RESPONSIBILITIES
To facilitate a positive user experience, each Agent needs a compu ter with mouse, keyboard, and color monitor. In addition, the minimum workstation requirements are listed below.

Computer Operating System
Windows 2000 SP4
Windows XP SP2/3
Windows Vista SP1
Windows 7 & 8 32/64 bit
Computer Speed
Pentium 4 Processor at 2Ghz or better 1GB RAM or more Screen Resolution: 1024 x 768 or above for improved user experience Supported Browsers
Internet Explorer 9, 10 & 11
Google Chrome
Safari 5
HTML5 supported browsers
NOTE: Chrome and Safari do not support Studio. Also, does not support browser versions earlier than the ones listed here.

Browser Configuration & Add-ons
Cookies Enabled
Popups Enabled
JavaScript Enabled
Adobe Shockwave Flash Player 9 or above
Java Applets Enabled with Java Virtual Machine 6.11 or above installed
Windows Media Player Plugin
Internet Broadband Access Required: 256kbps bandwidth per workstation Less than 200ms average round-trip ping reply between workstation and servers VoIP Bandwidth Requirements: Based on the CODEC implementation o G.711 CODEC requires 100kbps per simultaneous calls
o G.729 CODEC requires 50kbps per simultaneous calls
(For example number of simultaneous calls x CODEC kbps = total bandwidth needed) Open Port Request: IT Help Desk:

Customers using the contact center software application must be able to reach the network a t specific IP ad dresses and port ranges. For most customers, no change is required on their side the software application utilizes standard Web (HTTP) and Secure Web (HTTPS) transactions. Customers using Reports 2.0 will need to ensure Port 4747 is also open outbound to the contact center networks. NOTE: Open Port Requests are based on which cluster the client is o n. Pro Clusters have their own set of ports, Next Generation clusters have their own set of po rts, and European clusters have their own set of ports. The cluster the client is on wil l determine which document/ports they need to utilize. The table below lists the contact center IP Addresses and the Outgoing Ports Used:

Server IP Address Outgoing Ports Used
207.166.85.* 80 and 443
207.166.86.* 80 and 443
207.166.94.* 80 and 443
207.166.109.* 80 and 443
207.166.91.* 4747
207.166.92.* 4747
Customers that require inbound FTP (i.e., SendFile script action) or Web traffic (i.e., Snippet or GetPage script actions), will require the following IP Addresses and Ports to be open for inbound traffic from the contact center platform:

Server IP Address Inbound Ports Used
207.166.80.* 80, 443 and 21
207.166.90.* 80, 443 and 21
All equipment within these I P ranges belongs to the contact center platform and represents sites in Los Angeles, Cal ifornia and Dallas, Texas. Contact Center c lient-side applications do not access all IP addresses within these ranges, but we require the flexibility to move services to alternate devices within the defined ranges. Services on these ports provide connectivity to features, such as : ACD, resource discovery, reporting , voice /chat/email communication, etc . Customer is responsible to unblock emails related to the Service so that these important emails do not get caught in a spam filter. There must be adequate response times for remote VoIP softphone users. Below are the two AT&T speed test links. These tests take roughly 5 minutes each to run. It is recommended to run one test at a time and record the results.

Connection Consistency Verified with Ping Test
Windows 7: Determine which location you should be conducting ping test Extended ping test results must fall within these guidelines:

Round Trip Delay 150ms or less for voice traffic.

Round Trip Delay 250ms or less for application traffic.

Industry standards predict callers will notice latency at about 150ms or high er. At 250ms an average person will describe the communication as annoying or problematic.

Depending on the p oint of origination for calls a contact center Agents takes, ping times can sometimes be expanded to 200ms. A quality Agent/caller experience is he avily dependent on regionalizing calls and limiting t he overall dis tance the voice path tra vels.

The contact center support Sales Engineers and Connectivity Design Engineers will make every effort to create a call flow model that minimizes the distance a call will travel.

ZERO packets lost. At 1% packet loss users will start to hear static on t heir calls and even some choppy audio. At 2% packet loss they will hear s ignificant static o n calls and choppy audio will escalate to moments of dead air. At 3% pa cket loss call quality is severely degraded and users are commonly reported to sound as if they are "under water."

9.c
Packet Pg. 325
Attachment: StateOfCA-CityOfColton-NiC-ATT_CALNET_Pricing_Schedule_for_Hosted_Contact_Center_City of Colton-5-3-22 (3654 :

ITEM NO. 10

STAFF REPORT

DATE: JUNE 7, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: DAWN MILLER, EXECUTIVE ASSISTANT TO THE CITY

MANAGER
SUBJECT: APPROVE AND ADOPT A BUDGET RESOLUTION TO

APPROPRIATE FUNDS IN THE GENERAL FUND RESERVES FOR
CITY ATTORNEY PROFESSIONAL SERVICES, RESOLUTION NO.

R-69-22.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Approve Resolution R-69-22 to amend the FY2021-22 budget to increase appropriations in Account 100-6050-6050-2350-0000-000 in the amount of $400,000.

BACKGROUND

The City of Colton entered into an Amended and Restated Agreement for City Attorney legal Services with Best Best & Krieger LLP on October 7, 2020 with a monthly retainer of $30,500, for up to 160 hours of basic legal services, or $366,000 per year. Basic legal services in excess of 160 hours in a given month, as well as services beyond the scope of basic legal services are billed separately and hourly, and the additional amount is based strictly on case load.

ISSUES/ANALYSIS

During the first three quarters of Fiscal Year 2021 -22, the City experienced several substantial expenditures related to the number of litigation matters and cases handled by the City Attor ney’s office. These were not anticipated at the time the City adopted its 2021 -2022 annual budget. It should be noted that the City’s legal services contract includes both (1) a general legal services monthly retainer (at a cost of $30,500 per month); an d (2) variable (hourly) special service costs to cover all of the City’s litigation. While the retainer costs are within budget and have actually 10 Packet Pg. 326
Staff Report to the Mayor and City Council
Budget Appropriation - City Attorney Professional Services June 7, 2022

saved the City legal fees in comparison to past years, the legal fees paid for special legal services related to higher than anticipated litigation costs are higher than budgeted. The reasons include unanticipated legal costs related to the following cases:

1. Modern Pacific Homes Litigation - $79,800

2. Cal West Code Enforcement Litigation - $19,100

3. Crown Enterprises Administrative Appeal & Hearings - $39,300

In addition, several existing personal injury cases have seen larger than anticipated legal costs due to the costs of needed expert witnesses and consultants and higher than anticipated discovery response requests. These existing cases include: Goodale v. BNSF Railway & City of Colton; Menor Cruz v. City of Colton; and Olivieri v. City of Colton.

While City staff and the City Attorney’s office have worked to include as many of the tasks related to these case s within the monthly retainer, these unanticipated litigation costs have nevertheless exceeded the approved budget amount and there are no available budgeted funds to cover the remaining costs for the month of March and the entire months of April through J une.

As a result, staff is requesting a general fund appropriation of $400,000 ($41,000 remaining costs, $91,500 in retainer costs and $267,500 in Litigation Costs) to cover the City's legal expenses for the remainder of the fiscal year (March through June). The breakdown is as follows:

Remaining Costs
March: $41,000

Retainer Costs:

April: $30,500.00
May: $30,500.00
June: $30,500.00

Retainer Total: $91,500.00

Litigation Costs (All Litigation)
April: $ 147,500*
May: $ 60,000*
June: $ 60,000*

*Includes amounts for which the City will be reimbursed from development applicant matters.

Litigation Total: $267,500.00

We should note that the Litigation Costs for May and June are estimates. However, we do not anticipate the amounts to exceed the estimates.

10 Packet Pg. 327
Staff Report to the Mayor and City Council
Budget Appropriation - City Attorney Professional Services June 7, 2022

FISCAL IMPACTS

Adoption of Resolution R-69-22 will increase FY2021-22 Appropriations from the General Fund reserve balance by $400,000 in City Attorney Professional Services Account 100 -6050-6050- 2350-0000-000 to cover the City’s anticipated legal expenses through the end of the fiscal year.

ALTERNATIVES

1. Provide alternative direction to staff.

ATTACHMENT

1. 2022-05-24 Staff Report Resolution R-69-22
10 Packet Pg. 328

1 2

3 4

5 6

7 8

9 10

11 12

13 14

15 16

17 18

19 20

21 22

23 24

25 26

27 28

RESOLUTION NO. R-69-22

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

COLTON, CALIFORNIA, ADOPTING A BUDGET AMENDMENT
FOR THE FISCAL YEAR COMMENCING JULY 1, 2021 AND
ENDING JUNE 30, 2022 RELATING TO THE CITY ATTORNEY

PROFESIONAL SERVICES

WHEREAS, the Budget and Fiscal Year commencing July 1, 2021 and June 30, 2022 was approved and adopted by Resolution; and
WHEREAS, the approved budget is in accordance with all applicable ordinances of the City and applicable statues of the State; and
WHEREAS, the re-allocation of appropriations between department activities may be made by the City Manager. Amendments (increases/decreases) to the budget shall be by approval and Resolution of the City Council; and
WHEREAS, the City Council approved an amended agreement with Best Best & Krieger LLP on October 7, 2020; and
WHEREAS, the City experienced several substantial expenditures related to the number of litigation matters and cases handled by the City Attorney’s office.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF COLTON DOES HEREBY RESOLVE AS FOLLOWS:

SECTION 1. Amend the adopted FY2021-22 budget to increase appropriations in General Fund City Attorney Professional Services Account Number 100-6050-6050-2350-0000-000 by $400,000 for increased litigation costs.

PASSED, APPROVED AND ADOPTED this 7th day of June, 2022.

__________________________________
FRANK J. NAVARRO, MAYOR
ATTEST:

_________________________________
CAROLINA R. PADILLA, CITY CLERK

10.a
Packet Pg. 329
Attachment: 2022-05-24 Staff Report Resolution R-69-22 (3634 : Budget Appropriation - City Attorney Professional Services)

ITEM NO. 11

STAFF REPORT

DATE: JUNE 7, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: BRIAN DICKINSON, PUBLIC WORKS AND UTILITY SERVICES

DIRECTOR
SUBJECT: APPROVE THE FIRST AMENDMENT TO THE CONTRACT WITH CMY SOLUTIONS LLC, FOR ELECTRIC ENGINEERING SUPPORT.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Approve the First Amendment to the Professional Services Agreement with CMY Solutions, LLC, to increase the amou nt of compensation by $35,055, and new total compensation not to exceed $173,825, and authorize the City Manager to execute the First Amendment.

BACKGROUND

On June 4, 2019, the City Council approve d the existing contract with CMY Solutions, LLC for the i nitial term of July 1, 2019 through June 30, 2020 and authorize d the City Manager to execute up to two (2) one -year renewal options. Pursuant to Section 3.1.2 of the existing contract between the City of Colton and CMY Solutions, LLC, the contract was extended on July 22, 2021 through June 30, 2022 with compensation not to exceed the $138,770.

ISSUES/ANALYSIS

For the past serval years, the Colton Electric Department (CED) has relied on the services of CMY Solutions, LLC to provide electric engineering su pport and utility system design. CED recognized the need for an Electric System Capital Improvement Plan to identify system improvements for the planning period based on the long -range system requirements. At CED’s request, CMY Solutions, LLC provided an engineering support estimate that will exceed the original contract scope. An additional amount of $35,055 is necessary to complete all the engineering support and work needed for CED’s Capital Improvement Plan. CMY Solutions, 11 Packet Pg. 330
Staff Report to the Mayor and City Council
Contract Amendment - CMY Solutions
June 7, 2022

LLC is experienced in the CED’s high voltage electric system and CED utilizes this contract primarily for engineering related to the 66kV/12kV system.

Staff is recommending the total annual compensation be increased by an additional $35,055. The new total annual compensation will be not-to-exceed $173,825 for the FY 2021/22.

FISCAL IMPACTS

Sufficient appropriations are available in the FY 2021 -22 adopted Electric Utility Fund budget, for the contract amendment , in the Engineering Division, Professional Services, Account Number 5 20-8000-8002-2350-0923-000 and the Substation Professional Services Account Number 520-8000-8003-2350-0923-000.

ALTERNATIVES

1. Provide alternative direction to staff.

ATTACHMENT

1. CED-CMY Long Term Plan Change Order (002)

2. Agenda -Item 8- Tuesday, June 4, 2019

3. CMY FY 21-22 PO 22023063

4. CMY service agreement June 2019
11 Packet Pg. 331

CMY-CED-001 1

Project Description: Electric System Capital Improvement Change Order
Client: City of Colton Electric Department
Proposal: CMY-CED-001
Effective Date: 4/27/2022

OVERVIEW
CMY Solutions (CMY) is pleased to submit this change order to provide engineering services related to the analysis and reporting for the project to develop an Electric System Capital Improvement Plan. The City of Colton Electric Department (CED) has recognized the need for an Electric System Capital Improvement Plan to identify system improvements for the planning period based on the long-range system requirements. This plan prepares the system for the future by recommending the timely installation of required facilities to provide sufficient and reliable service to CED’s customers. The services to be provided, assumptions, schedule, and pricing are listed below. At CED’s request, CMY provided engineering support that exceeded the original contract scope which would not renew until July 1st, 2022. This change order is necessary to complete the Capital Improvement Plan within the time frame CED requires.

SCOPE OF WORK
The analysis portion of the plan will include the following work:
• Integrate available circuit loading information into the Windmil model • Develop and implement a methodology to determine loading for circuits that do not have available loading information
• Verify and integrate spot loading and generation for large-scale customers • Determine anticipated load and generation growth for the system • Create a list of future projects based on planned system growth and system improvement recommendations to support future development
• Analyze existing system to determine current and projected deficiencies based on projected peak loading
• Develop a Ten-Year Preferred Distribution Expansion Plan • Develop a Five-Year Capital Improvements Plan (CIP)
• Provide cost estimates for the capital requirements to achieve the preferred ten-year distribution expansion plan

To ensure successful completion of this project, the following deliverables are as follows:
• Update Windmil model for each of the following scenarios:
o Current system configuration
o Five (5) year system configuration

11.a
Packet Pg. 332
Attachment: CED-CMY Long Term Plan Change Order (002) (3656 : Contract Amendment - CMY Solutions)

CMY-CED-001 2

o Ten (10) year system configuration
• A Capital Improvement Plan report detailing the methodology, projects, design criteria, and other relevant information

ASSUMPTIONS
CMY makes the following assumptions and/or clarifications:
• All circuit loading, cost estimates, customer loads, generation lists, and other pertinent information provided by CED is accurate and provided in a timely manner • All decisions about methodology, future projects, system improvements, and other questions requiring input or approval from CED will be answered in a timely manner and CED will be available to provide input when requested
• Scope does not include protection analysis

DELIVERABLES
To ensure successful completion of this project, the deliverables are as follows:
• An updated Windmil model for each of the following scenarios:
o Current system configuration
o Five (5) year system configuration
o Ten (10) year system configuration
• A Capital Improvement Plan report detailing the methodology, projects, design criteria, and other relevant information

SCHEDULE
CMY will provide the deliverables under this scope of work according to the schedule listed below. A status update and assessment results will be provided to CED on a biweekly basis.

Table 2: Schedule
Description Timeline
List of capital improvement projects with costs 4 weeks from change order approval Windmil models and report delivered 8 weeks from change order approval

11.a
Packet Pg. 333
Attachment: CED-CMY Long Term Plan Change Order (002) (3656 : Contract Amendment - CMY Solutions)

CMY-CED-001 3

PRICING
The fee for the services under this proposal will be invoiced on a Time and Material basis Not To Exceed $35,055.00 as laid out in the table below. The cost for the project hours will be billed monthly.

Table 1: Pricing
Project Hours Rate per hour Total
Windmil model development 150 $123 $18,450.00
Long term plan analysis and reporting 135 $123 $16,605.00 Total: 285 $123 $35,055.00

CONCLUSION
We look forward to working with the City of Colton Electric Department and supporting your efforts in the Electric System Capital Improvement Plan Project. We are confident that we can meet the challenges ahead and stand ready to partner with you in delivering an effective solution.

If you have questions on this proposal, f eel free to contact Baldwin Yeung at your convenience by email at [email protected] or by phone at (610) 888-0488. We will be in touch with you next week to arrange a follow-up conversation on the proposal.

Thank you for your consideration,

Baldwin Yeung
Vice President of Business Development

11.a
Packet Pg. 334
Attachment: CED-CMY Long Term Plan Change Order (002) (3656 : Contract Amendment - CMY Solutions)

ITEM NO. 8

STAFF REPORT

DATE: JUNE 4, 2019
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: DAVID KOLK, PUBLIC WORKS & UTILITY SERVICES DIRECTOR SUBJECT: AWARD OF CONTRACT FOR THE ELECTRIC UTILITY SYSTEM

DESIGNER CONSULTING SERVICES IN THE AMOUNT OF
$132,000

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

1. Authorize the award of Professional Services Agreement for the Electric Utility System Designer Consulting Services to CMY Solutions, LLC as the most qualified consultant in the amount of $132,000 and authorize the City Manager to execute the agreement.

2. Authorize the City Manager to award and execute the extension of the contract, at the City’s option, in the amount of $135,385 for Fiscal Year (FY) 20/21 and $138,770 for FY 21/22.

BACKGROUND

For the past several years, the Colton Electric Department (CED) has relied on the services of an electric engineering consultant for utility system design. Electric Utility System Designer duties include r eviewing all the development application s and reviewing and check ing construction plans submitted by developers to determine service requirements. Additional duties include overseeing the proper inspection and quality assurance activities of the department relative to the electrical distribution system, design and prepare construction plans, work orders, and specifications for the installation of underground and overhead electrical distribution systems, and creating and maintaining AutoCAD drawings and system maps for the City electric utility system.

ISSUES/ANALYSIS

8 Packet Pg. 405

11.b
Packet Pg. 335
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) Staff Report to the Mayor and City Council
Contract - Electric Utility System Designer Consulting Services June 4, 2019

The City published a Request for Proposal (RFP) on April 22, 2019 and April 29, 2019 for the Electric Utility System Designer Consulting Services to assist City staff in the design of electric utility system s. On the RFP deadline of May 6, 2019, the City received proposal s from the following electrical engineering consultants:

1. CMY Solutions, LLC – Ladera Ranch, California

2. Goss Engineering – Corona, California

3. Solved Engineering – San Diego, California

City staff reviewed the qualification s of submitted proposals. Both CMY Solu tions and Solved Engineering have extensive experience in electric substation design and engineering but CMY Solutions has more experience in power distribution design and municipal electrical engineering.

In addition, CMY has prior experience in electric utility consulting services with the City and CED staff has worked closely with CMY Solutions over the past three years on various electrical project for public and private development.

The rates of all three respondents are close but CMY Solutions charges the same rates for their senior engineers. CMY Solutions proposed unit rate is $117/hour for any of their engineers on the first year of contract. This rate will increase to $120/hour in the second year and $123/hour in the third year. Goss Engineering rates for engineer ranges from $118/hour to $221/hour. Solved Engineering proposal for engineer ranges from $113/hour to $129/hour and is valid up to December 31, 2019 only. The RFP allows for Consumer Price Index (CPI) increase.

Staff recommends the award of contract to CMY Solutions, LLC as the most qualified consultant in the amount of $132,000 for FY 19/20. The RFP gives the option for the Ci ty to extend the contract for another two years, FY20/21 and FY 21/22, $135,385 and $138,770 respectively.

Both increases are 2.5% escalations from previous year. The contract extension option provides service continuity and takes advantage of the knowledge and familiarity gained by the consultant on the CED electric infrastructure system.

FISCAL IMPACTS

The funding for Electric Utility System Designer Consulting Services was included in the FY2019-20 budget in the Electric Utility Fund , Professional Ser vices Account no. 520 -8000- 8002-2350-0923-0000.

ALTERNATIVES

1. Provide alternative direction to staff.

ATTACHMENT

1. Exhibit A - CMY Solutions Professional Services Agreement 8 Packet Pg. 406

11.b
Packet Pg. 336
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-1

CITY OF COLTON

PROFESSIONAL SERVICES AGREEMENT

1. P ARTIES AND DATE.

This Agreement is made and entered into this _____ day of _____ ___, 2019, by and between the City of Colton, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 650 North L a Cadena Drive, Colton, California 92324 ("City") and CMY Solutions, LLC, a limited liability comp any with its principal place of business at 76 Sellas South, Ladera Ranch, CA 92694 ("Consultan t"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. R ECITALS.

2.1 Consultant.

Consultant desires to perform and assume responsibility for the provision of certain professional consulting services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in pro viding electrical engineering services to public clients, is licensed in the State of Califor nia, and is familiar with the plans of City.

2.2 Project.

City desires to engage Consultant to render such professional E lectric Utility System Designer Consulting Services (“Services”) as set forth in this Agreement.

3. T ERMS.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Consultant promises and agree s to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional elect rical engineering consulting services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by referenc e. All Services shall be subject to, and performed in accordance with, this Agreement, the exhib its attached hereto and incorporated herein by reference, and all applicable local, sta te and federal laws, rules and regulations.

3.1.2 Term. The term of this Agreement shall be from July 1, 2019 to June 30, 2020 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 thi s Agreement if necessary to complete the Services.

3.2 Responsibilities of Consultant.

3.2.1 Independent Contractor; Control and Payment of Subordinat e s . T h e Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject t o the requirements of this

8.a
Packet Pg. 407
Attachment: Exhibit A - CMY Solutions Professional Services Agreement (1312 : Contract - Electric Utility System Designer Consulting

11.b
Packet Pg. 337
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-2

Agreement. City retains Consultant on an independent contractor basis and not as an employee.

Consultant retains the right to perform similar or different se rvices for others during the term of this Agreement. Any additional personnel performing the Servic es under this Agreement on behalf of Consultant shall also not be employees of City and sh all at all times be under Consultant's exclusive direction and control. Neither City, no r any of its officials, officers, directors, employees or agents shall have control over the cond uct of Consultant or any of Consultant's officers, employees, or agents, except as set fort h in this Agreement. Consultant shall pay all wages, salaries, and other amounts due such perso nnel 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, unem ployment insurance, disability insurance, and workers' compensation insurance.

3.2.2 Schedule of Services. Consultant shall perform the Servi ces expeditiously, within the term of this Agreement, and in accordance with the S chedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by referenc e. Consultant represents that it has the professional and technical personnel required to perfor m the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon re quest of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

3.2.3 Conformance to Applicable Requirements. All work prepare d by Consultant shall be subject to the approval of City.

3.2.4 Substitution of Key Personnel. Consultant has represente d 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 ma y 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 shal l be entitled to terminate this Agreement for cause. As discussed below, any personnel who fai l or refuse to perform the Services in a manner acceptable to the City, or who are determi ned by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for p erformance of this Agreement are as follows: Baldwin Yeung, P.E., Vice President of Business Development.

3.2.5 City's Representative. The City hereby designates Dr. Da ve X. Kolk, Public Works and Utilities Director, or his/her designee, to act as it s representative in all matters pertaining to the administration and performance of this Agreem ent ("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 Work 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 Work or change the Consultant's total compensation subject to the provisions contained in Section 3.3 of this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee.

3.2.6 Consultant's Representative. Consultant hereby Vice Pres ident of Business Development, or his/her designee, to act as its repres entative for the performance of this Agreement ("Consultant's Representative"). Consultant's R epresentative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement.

8.a
Packet Pg. 408
Attachment: Exhibit A - CMY Solutions Professional Services Agreement (1312 : Contract - Electric Utility System Designer Consulting

11.b
Packet Pg. 338
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-3

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 portion s of the Services under this Agreement.

3.2.7 Coordination of Services. Consultant agrees to work clos ely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times.

3.2.8 Standard of Care; Performance of Employees. Consultant s hall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being em ployed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is ski lled in the professional calling necessary to perform the Services. Consultant warrants that al l employees and subconsultants shall have sufficient skill and ex perience to perform the Servi ces assigned to them. Finally, 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.

As provided for in the indemnification provisions of this Agree ment, Consultant shall perform, at its own cost and expense and without reimbursement from the Cit y, 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 sub-consultants who is determined by the City to be uncooperative, incompetent, a t hreat 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 any of the Services or to work on the Project.

3.2.9 Period of Performance and Liquidated Damages. 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 Service s 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 Project Milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged an d agreed that the City will suffer damage.

3.2.10 Laws and Regulations; Employee/Labor Certification. Con sultant 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 Proj ect 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 Services. If Consultant performs any work knowing it to be contrary to such laws, rules and regulations, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees, agents, and volunteers free and harmless, pursuant to the indemnification provisions of th is Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

3.2.10.1 Employment Eligibility; Consultant. By executing this Agreement, Consultant verifies that it fully complies with all requirements and restrictions of state

8.a
Packet Pg. 409
Attachment: Exhibit A - CMY Solutions Professional Services Agreement (1312 : Contract - Electric Utility System Designer Consulting

11.b
Packet Pg. 339
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-4

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 amend ed from time to time. Such requirements and restrictions include, but are not limited to, examination and retention of documentation confirming the identity and immigration status of each employee of the Consultant.

Consultant also verifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agree ment, and shall not violate any such law at any time during the term of the Agreement. Consult ant shall avoid any violation of any such law during the term of this Agreement by participating in an electronic verification of work authorization program operated by the United States Department of Homeland Security, by participating in an equivalent federal work authorization progr am operated by the United States Department of Homeland Security to verify information of newly hired employees, or by some other legally acceptable method. Consultant shall maintain records of each such verification, and shall make them available to the City or its representatives fo r inspection and copy at any time during normal business hours. The City shall not be responsible for any costs or expenses related to Consultant’s compliance with the requirements provided for in Section 3.2.10 or any of its sub- sections.

3.2.10.2 Employment Eligibility; Subcontractors, Consultants, S ub- subcontractors and Subconsultants. To the same extent and unde r the same conditions as Consultant, Consultant shall require all of its subcontractors, consultants, sub-subcontractors and subconsultants performing any work relating to the Project or t his Agreement to make the same verifications and comply with all requirements and restrictions provided for in Section 3.2.10.1.

3.2.10.3 Employment Eligibility; Failure to Comply. Each perso n executing this Agreement on behalf of Consultant verifies that they are a duly authorized officer of Consultant, and understands that any of the following shall be grounds for the City to terminate the Agreement for cause: (1) failure of Consultant or its subco ntractors, consultants, sub- subcontractors or subconsultants to meet any of the requirement s provided for in Sections

3.2.10.1 or 3.2.10.2; (2) any misrepresentation or material omi ssion concerning compliance with such requirements (including in those verifications provided to the Consultant under Section

3.2.10.2); or (3) failure to immediately remove from the Projec t any person found not to be in compliance with such requirements.

3.2.10.4 Equal Opportunity Employment. Consultant represents t hat it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, n ational 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 pr ovisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related pr ograms or guidelines currently in effect or hereinafter enacted.

3.2.10.5 Air Quality. To the extent applicable, Consultant mus t fully comply with all applicable laws, rules and regulations in furni shing or using equipment and/or providing services, including, but not limited to, emissions li mits and permitting requirements imposed by the South Coast Air Quality Management District (SCA QMD) and/or California Air Resources Board (CARB). Although the SCAQMD and CARB limits and requirements are more broad, Consultant shall specifically be aware of their applicat ion to "portable equipment", which definition is considered by SCAQMD and CARB to include any item of equipment with a fuel- powered engine. Consultant shall indemnify City against any fi nes or penalties imposed by SCAQMD, CARB, or any other governmental or regulatory agency fo r violations of applicable

8.a
Packet Pg. 410
Attachment: Exhibit A - CMY Solutions Professional Services Agreement (1312 : Contract - Electric Utility System Designer Consulting

11.b
Packet Pg. 340
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-5

laws, rules and/or regulations by Consultant, its sub-consultan ts, or others for whom Consultant is responsible under its indemnity obligations provided for in this Agreement.

3.2.10.6 Safety. Consultant shall execute and maintain its wor k so as to avoid injury or damage to any per son 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 wo rk is to be performed. Safety precautions, where applicable, shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subconsultants, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawf ully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures.

3.2.11 Insurance.

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.

3.2.11.2 Minimum Requirements. Consultant shall, at its expens e, procure and maintain for the duration of the Agreement insuranc e against claims for injuries to persons or damages to property which may arise from or in conne ction with the performance of the Agreement by the Consultant, its agents, representatives, e mployees or subconsultants.

Consultant shall also require all of its subconsultants to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001) ; (2) Automobile Liability :

Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto); and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance. The policy shall not contain any exclusion contrary to the Agreement, including but not limited to endorsements or provisions limiting coverage for (1) contractual liability (including but not limited to ISO CG 24 26 or 21 29); or (2) cross liability for claims or suits by one insured against another. (B) Minimum Limits of Insurance. Consultant shall maintain limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used including, but not limited to, form CG 2503, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s Liability: W o r k e r s ’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability

8.a
Packet Pg. 411
Attachment: Exhibit A - CMY Solutions Professional Services Agreement (1312 : Contract - Electric Utility System Designer Consulting

11.b
Packet Pg. 341
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-6

limits of $1,000,000 per accident for bodily injury or disease. Defense costs shall be paid in addition to the limits.
(C) Notices; Cancellation or Reduction of Coverage. At least fifteen (15) days prior to the expiration of any such policy, evidence showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or materially reduced, Consultant shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evide nce of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. In the event any policy of insurance required un der this Agreement does not comply with these specifications or is canceled and not replace d, the City has the right but not the duty to obtain the insurance it deems necessary and any pre mium paid by the City will be promptly reimbursed by Consult ant or the City may withhold amou nts sufficient to pay premium from Consultant payments. In the alternative, the City may suspend or terminate this Agreement.

3.2.11.3 Professional Liability. Consultant shall procure and maintain, and require its sub-consultants to procure and mainta in, for a period of five (5) years following completion of the Project, errors and omissions liabi lity insurance appropriate to their profession. Such insurance shall be in an amount not less than $1,000,000 per claim, and shall be endorsed to include contractual liability. Defense costs shall be paid in addition to the limits.

3.2.11.4 Insurance Endorsements. The insurance policies shall contain the following provisions, or Consultant shall provide e ndorsements on forms supplied or approved by the City to add the following provisions to the insurance policies:
(A) General Liability. The general liability policy shall incl ude or be endorsed (amended) to state that: (1) using ISO CG forms 20 10 and 20 37, or endorsements providing the exact same coverage, the City of Colton, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insured w ith respect to the Services or ongoing and completed operations performed by or on behalf of t he Consultant, including materials, parts or equipment furnished in connection with such work; and (2) using ISO form 20 01, or endorsements providing the exact same coverage, the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage exce ss of the Consultant’s scheduled underlying coverage. Any excess insurance shall contain a prov ision that such coverage shall also apply on a primary and noncontributory basis for the benefit of the City, before the City’s own primary insurance or self-insurance shall be called upon to pro tect it as a named insured. Any insurance or self-insurance maintained by the City, its directo rs, officials, officers, employees, agents, and volunteers shall be excess of the Consultant’s insurance and shall not be called upon to contribute with it in any way. Notwithstanding the minimum limits set forth in Section

3.2.11.2(B), any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 3.2.11.4(A).
(B) Automobile Liability. The automobile liability policy shal l include or be endorsed (amended) to state that: (1) the City, its directors, officials, officers, employees, agents, and volunteers shall be covered as additiona l insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Consultant or for which the Consultant is re sponsible; and (2) the insurance coverage shall be primary insurance as respects the City, its d irectors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage

8.a
Packet Pg. 412
Attachment: Exhibit A - CMY Solutions Professional Services Agreement (1312 : Contract - Electric Utility System Designer Consulting

11.b
Packet Pg. 342
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-7

excess of the Consultant’s scheduled underlying coverage. Any insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Consultant’s insurance and shall not be called upon to contribute with it in any way.

Notwithstanding the minimum limits set forth in Section 3.2.11. 2(B), any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 3.2.11.4(B). (C) Workers’ Compensation and Employer’s Liability Coverage.

The insurer shall agree to waive all rights of subrogation agai nst the City, its directors, officials, officers, employees, agents, and volunteers for losses paid und er the terms of the insurance policy which arise from work performed by the Consultant. (D) All Coverages. Each insurance policy required by this Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced or canceled except after thirty (30) days (10 days for nonpayment of premium) prior written notice by certified mail, return receipt requested, has been given to the City; and (B) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its directors, officials, officers, employees, agents, and volunteers.

Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officials, officers, employees, agents and volunteers, or any other additional insureds.

3.2.11.5 Separation of Insureds; No Special Limitations; Waiver of Subrogation. All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its directors, officials, officers, employees, agents, and volunteers.

All policies shall waive any right of subrogation of the insurer against the City, its officials, officers, employees, agents, and volunteers, or any other additional insu reds, 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 here by waives its own right of recovery against City, its officials, officers, employees, agents, and v olunteers, or any other additional insureds, and shall require similar written express waivers and insurance clauses from each of its subconsultants.

3.2.11.6 Deductibles and Self-Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. Consultant shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, it s directors, officials, officers, employees, agents, and volunteers; or (2) the Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims, and administrative and defense expenses.

3.2.11.7 Subconsultant Insurance Requirements. Consultant sha ll not allow any subconsultants to commence work on any subcontrac t relating to the work under the Agreement until they have pr ovided evidence satisfactory to the City that they have secured all insurance required under this Section. If requested by Con sultant, the City may approve different scopes or minimum limits of insurance for particular subconsultants. The Consultant and the City shall be named as additional insureds on all subconsul tants’ policies of Commercial General Liability using ISO form 20 38, or coverage at least as broad.

8.a
Packet Pg. 413
Attachment: Exhibit A - CMY Solutions Professional Services Agreement (1312 : Contract - Electric Utility System Designer Consulting

11.b
Packet Pg. 343
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-8

3.2.11.8 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best’s rating no less than A:VIII, licensed to do business in California, and satisfactory to the City.

3.2.11.9 Verification of Coverage. Consultant shall furnish Ci ty with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endors ements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. All certificates and endorsements must be received and approved by the City before work commences. The City reser ves the right to require complete, certified copies of all required insurance policies, at any time.

3.2.11.10 Reporting of Claims. 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.

3.2.12 Water Quality Management and Compliance.

3.2.12.1 Storm Water Management. Storm, surface, nuisance, or other waters may be encountered at various times during the Services. Consultant hereby acknowledges that it has investigated the risk arising from such waters, and assumes any and all risks and liabilities arising therefrom.

3.2.12.2 Compliance with Water Quality Laws, Ordinances and Regulations. Consultant shall keep itself and all subcontracto rs, 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 inc luding, 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.

3.2.12.3 Standard of Care. Consultant warrants that all employ ees and subcontractors shall have sufficient skill and experience to pe rform the work assigned to them without impacting water quality in violation of the laws, regul ations and policies described in Section 3.2.12.2 of this Agreement. Consultant further warrant s that it, its employees and subcontractors have or will receive adequate training, as determined by the City, regarding these requirements as they may relate to the Services.

3.2.12.4 Liability for Non-compliance.
(A) Indemnity: Failure to comply with laws, regulations, and ordinances listed in Section 3.2.14.2 of this Agreement is a vi olation of federal and state law.

Notwithstanding any other indemnity contained in this Agreement, Consultant agrees to indemnify and hold harmless the City, its officials, officers, agents, em ployees and authorized volunteers from and against any and all claims, demands, losses or liabilities of any kind or nature which the City, its officials, officers, agents, employees and authorized volunteers may sustain or incur for noncompliance with the laws, regulations, and ordinances listed above, arising out of or in

8.a
Packet Pg. 414
Attachment: Exhibit A - CMY Solutions Professional Services Agreement (1312 : Contract - Electric Utility System Designer Consulting

11.b
Packet Pg. 344
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-9

connection with the Services, except for liability resulting fr om the sole established negligence, willful misconduct or active negligence of the City, its offici als, officers, agents, employees or authorized volunteers.
(B) Defense: City reserves the right to defend any enforcement action or civil action brought against the City for Consultant’s failure to comply with any applicable water quality law, regulation, or policy. Consultant hereby ag rees to be bound by, and to reimburse the City for the costs associated with, any settlemen t reached between the City and the relevant enforcement entity.
(C) Damages: 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 Section 3.2.12.2 of this Agreement, or any other relevant water quality law, regulation, or policy.

3.3 Fees and Payments.

3.3.1 Compensation. Consultant shall receive compensation, inc luding 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 One Hundred Thirty - Two Thousand Dollars and No Cent ($132,000 .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 t he rates and manner set forth in this Agreement.

3.3.2 Payment of Compensation. Consultant shall submit to City a monthly invoice which indicates work completed and hours of Services re ndered by Consultant. The invoice shall describe the amount of Services provided since th e initial commencement date, or since the start of the subsequent billing periods, as appropria te, through the date of the invoice.

City shall, within 30 days of receiving such invoice, review th e invoice and pay all non-disputed and approved charges thereon. If the City disputes any of Cons ultant'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.

3.3.3 Reimbursement for Expenses. Consultant shall not be reim bursed for any expenses unless authorized in writing by City, or included in Exhibit "C" of this Agreement.

3.3.4 Extra Work. At any time during the term of this Agreemen t, 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 Wor k without written authorization from the City.

3.3.5 Rate Increases. In the event that this Agreement is rene wed pursuant to Section 3.1.2, the rate set forth in Exhibit “C” may be adjuste d each year at the time of renewal as set forth in Exhibit “C.”

3.4 Labor Code Requirements.

3.4.1 Prevailing Wages. Consultant is aware of the requirement s of California

8.a
Packet Pg. 415
Attachment: Exhibit A - CMY Solutions Professional Services Agreement (1312 : Contract - Electric Utility System Designer Consulting

11.b
Packet Pg. 345
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-10

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 ap plicable "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 Pre vailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per d iem wages in effect at the commencement of this Agreement. Consultant shall make copies o f the prevailing rates of per diem wages for each craft, classification or type of worker nee ded to execute the Services available to interested parties upon request, and shall post co pies 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 wi th such Labor Code sections to the fullest extent required by law. Consultant shall defend, i ndemnify 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 p erformed on a public works project of over $25,000 when the project is for co nstruction, 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 registere d with the Department of Industrial Relations (“DIR”). Consultant shall maintain regist ration for the duration of the project and require the same of any subconsultants. This project may a lso 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 records directly to the DIR. Any stop orders issued by the Dep artment of Industrial Relations 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 arisin g out of stop orders issued by the Department of Industrial Relations against Consultant or any subconsultant.

3.4.3 Labor Certification. By its signature hereunder, Consult ant certifies that it is aware of the provisions of Section 3700 of the California La bor 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 Accounting Records.

3.5.1 Maintenance and Inspection. Consultant shall maintain co mplete 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 copie s 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.

8.a
Packet Pg. 416
Attachment: Exhibit A - CMY Solutions Professional Services Agreement (1312 : Contract - Electric Utility System Designer Consulting

11.b
Packet Pg. 346
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-11

3.6 General Provisions.

3.6.1 Termination of Agreement.

3.6.1.1 Grounds for Termination. City may, by written notice t o Consultant, terminate the whole or any part of this Agreement a t any time and without cause by giving written notice to Consultant of such termination, and sp ecifying 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. Consu ltant may not terminate this Agreement except for cause.

3.6.1.2 Effect of Termination. If this Agreement is terminated a s 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.

3.6.1.3 Additional Services. In the event this Agreement is te rminated 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.

3.6.2 Delivery of Notices. All notices permitted or required u nder this Agreement shall be given to the respective parties at the following addre ss, or at such other address as the respective parties may provide in writing for this purpose:

Consultant:

CMY Solutions, LLC
76 Sellas South
Ladera Ranch, CA 92694
Attn: Baldwin Yeung, P.E., VP of Business Development
City:

City of Colton
650 North La Cadena Drive
Colton, CA 92324
ATTN Dr. David X. Kolk, Utility Director
Such notice shall be deemed made when personally delivered or w hen mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prep aid and addressed to the party at its applicable address. Actual notice shall be deemed adequate not ice on the date actual notice occurred, regardless of the method of service.

3.6.3 Ownership of Materials and Confidentiality.

8.a
Packet Pg. 417
Attachment: Exhibit A - CMY Solutions Professional Services Agreement (1312 : Contract - Electric Utility System Designer Consulting

11.b
Packet Pg. 347
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-12

3.6.3.1 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 intellect ual 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 wh ole 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 docum ent 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 su ch documents pending resolution of the dispute. In addition, Consultant shall retain copies of al l 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 sh all make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.

3.6.3.2 Subconsultants. Consultant shall require all subconsul tants to agree in writing that City is granted a non-exclusive and perpe tual 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.

3.6.3.3 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 purp oses intended by this Agreement or on a project other than this Project without employing the s ervices 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 fr om claims arising out of the negligent use or re-use of the Documents & Data on such other p roject. Consultant shall be responsible and liable for its Documents & Data, pursuant to th e terms of this Agreement, only with respect to the condition of the Documents & Data at the ti me they are provided to the City upon completion, suspension, abandonment or termination. Consu ltant 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.

3.6.3.4 Indemnification. Consultant shall defend, indemnify an d 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

8.a
Packet Pg. 418
Attachment: Exhibit A - CMY Solutions Professional Services Agreement (1312 : Contract - Electric Utility System Designer Consulting

11.b
Packet Pg. 348
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-13

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.

3.6.3.5 Confidentiality. All ideas, memoranda, specifications, p l a n s , procedures, drawings, descriptions, computer program data, inpu t record data, written information, and other Documents & Data either created by or pr ovided 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 confident ial. Consultant shall not use City's name or insignia, photographs of the Project, or any pub licity 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.

3.6.3.6 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 r equired 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 Propr ietary 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 the Objection Notice u nless 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 n on-appealable order by a court of competent jurisdiction requires that City release such information.

3.6.4 Cooperation; Further Acts. The Parties shall fully coope rate 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.

3.6.5 Indemnification.

3.6.5.1 To the fullest extent permitted by law, Consultant shal l 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 claim s, 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 o f, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subconsultants 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. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any , received by Consultant, the City, its officials, officers, employees, agents, or volunteers.

3.6.5.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design pr ofessional” (as that term is

8.a
Packet Pg. 419
Attachment: Exhibit A - CMY Solutions Professional Services Agreement (1312 : Contract - Electric Utility System Designer Consulting

11.b
Packet Pg. 349
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-14

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 t he 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.

3.6.6 Entire Agreement. This Agreement contains the entire Agr eement of the parties with respect to the subject matter hereof, and supersed es all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties.

3.6.7 Governing Law; Government Code Claim Compliance. This Ag reement shall be governed by the laws of the State of California. Venue shall be in San Bernardino 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 a nd/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 Govern ment 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 suc h 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.

3.6.8 Time of Essence. Time is of the essence for each and eve ry provision of this Agreement.

3.6.9 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.

3.6.10 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.

3.6.11 Assignment or Transfer. Consultant shall not assign, hy pothecate, or transfer, either directly or by operation of law, this Agreemen t or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.

3.6.12 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the la nguage 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 deeme d 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 descri be the scope, content, or intent of this Agreement.

3.6.13 Amendment; Modification. No supplement, modification, o r amendment of

8.a
Packet Pg. 420
Attachment: Exhibit A - CMY Solutions Professional Services Agreement (1312 : Contract - Electric Utility System Designer Consulting

11.b
Packet Pg. 350
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-15

this Agreement shall be binding unless executed in writing and signed by both Parties.

3.6.14 Waiver. No waiver of any default shall constitute a wai ver of any other default or breach, whether of the same or other covenant or con dition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

3.6.15 No Third-Party Beneficiaries. There are no intended thi rd party beneficiaries of any right or obligation assumed by the Parties.

3.6.16 Invalidity; Severability. If any portion of this Agreem ent is declared invalid, illegal, or otherwise unenforceable by a court of competent jur isdiction, the remaining provisions shall continue in full force and effect.

3.6.17 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. Further, 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 A greement. 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, n o 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.

3.6.18 Authority to Enter Agreement. Consultant has all requis ite 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 ha ve the legal power, right, and authority to make this Agreement and bind each respective Party.

3.6.19 Counterparts. This Agreement may be signed in counterpa rts, each of which shall constitute an original.

3.6.20 Federal Provisions (Not Used).

3.7 Subcontracting.

3.7.1 Prior Approval Required. Consultant shall not subcontrac t any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provis ion making them subject to all provisions stipulated in this Agreement.
[SIGNATURES ON NEXT PAGE]

8.a
Packet Pg. 421
Attachment: Exhibit A - CMY Solutions Professional Services Agreement (1312 : Contract - Electric Utility System Designer Consulting

11.b
Packet Pg. 351
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-16

SIGNATURE PAGE TO

PROFESSIONAL SERVICES AGREEMENT BY AND

BETWEEN THE CITY OF COLTON AND CMY SOLUTIONS,
LLC.

C I T Y O F C O L T O N CMY SOLUTIONS, LLC.

A Limited Liability Company

By: ____________________________ By: ________________________ _ William R. Smith
City Manager

Attest:

____ By: _______________ __________
Carolina Padilla
C i t y C l e r k

8.a
Packet Pg. 422
Attachment: Exhibit A - CMY Solutions Professional Services Agreement (1312 : Contract - Electric Utility System Designer Consulting

11.b
Packet Pg. 352
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-17

EXHIBIT "A"

SCOPE OF SERVICES
Provide staffing for Electric Utility System Designer Consulting and other Electrical Engineering Consulting Services

8.a
Packet Pg. 423
Attachment: Exhibit A - CMY Solutions Professional Services Agreement (1312 : Contract - Electric Utility System Designer Consulting

11.b
Packet Pg. 353
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “B”-1

EXHIBIT "B"

SCHEDULE OF SERVICES
JULY 1, 2019 TO JUNE 30, 2020

8.a
Packet Pg. 424
Attachment: Exhibit A - CMY Solutions Professional Services Agreement (1312 : Contract - Electric Utility System Designer Consulting

11.b
Packet Pg. 354
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “C”-1

EXHIBIT "C"

COMPENSATION
Not to Exceed Amount of One Hundred Thirty-Two Thousand and No Cents ($132,000.00)

Hourly Rate:

Electric Utility System Designer = $117/Hr.

Other Engineering Resources* = $117/Hr.

(*) Engineers are additional staff that are not part of the on-site staff augmentation. CED will be notified prior to utilizing these engineers.

8.a
Packet Pg. 425
Attachment: Exhibit A - CMY Solutions Professional Services Agreement (1312 : Contract - Electric Utility System Designer Consulting

11.b
Packet Pg. 355
Attachment: Agenda -Item 8- Tuesday, June 4, 2019 (3656 : Contract Amendment - CMY Solutions)

11.c
Packet Pg. 356
Attachment: CMY FY 21-22 PO 22023063 (3656 : Contract Amendment - CMY Solutions)

11.c
Packet Pg. 357
Attachment: CMY FY 21-22 PO 22023063 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-1

CITY OF COLTON

PROFESSIONAL SERVICES AGREEMENT

1. P ARTIES AND DATE.

This Agreement is made and entered into this _____ day of _____ ___, 2019, by and between the City of Colton, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 650 North L a Cadena Drive, Colton, California 92324 ("City") and CMY Solutions, LLC, a limited liability comp any with its principal place of business at 76 Sellas South, Ladera Ranch, CA 92694 ("Consultan t"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. R ECITALS.

2.1 Consultant.

Consultant desires to perform and assume responsibility for the provision of certain professional consulting services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in pro viding electrical engineering services to public clients, is licensed in the State of Califor nia, and is familiar with the plans of City.

2.2 Project.

City desires to engage Consultant to render such professional E lectric Utility System Designer Consulting Services (“Services”) as set forth in this Agreement.

3. T ERMS.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Consultant promises and agree s to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional elect rical engineering consulting services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by referenc e. All Services shall be subject to, and performed in accordance with, this Agreement, the exhib its attached hereto and incorporated herein by reference, and all applicable local, sta te and federal laws, rules and regulations.

3.1.2 Term. The term of this Agreement shall be from July 1, 2019 to June 30, 2020 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 thi s Agreement if necessary to complete the Services.

3.2 Responsibilities of Consultant.

3.2.1 Independent Contractor; Control and Payment of Subordinat e s . T h e Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject t o the requirements of this

11.d
Packet Pg. 358
Attachment: CMY service agreement June 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-2

Agreement. City retains Consultant on an independent contractor basis and not as an employee.

Consultant retains the right to perform similar or different se rvices for others during the term of this Agreement. Any additional personnel performing the Servic es under this Agreement on behalf of Consultant shall also not be employees of City and sh all at all times be under Consultant's exclusive direction and control. Neither City, no r any of its officials, officers, directors, employees or agents shall have control over the cond uct of Consultant or any of Consultant's officers, employees, or agents, except as set fort h in this Agreement. Consultant shall pay all wages, salaries, and other amounts due such perso nnel 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, unem ployment insurance, disability insurance, and workers' compensation insurance.

3.2.2 Schedule of Services. Consultant shall perform the Servi ces expeditiously, within the term of this Agreement, and in accordance with the S chedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by referenc e. Consultant represents that it has the professional and technical personnel required to perfor m the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon re quest of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

3.2.3 Conformance to Applicable Requirements. All work prepare d by Consultant shall be subject to the approval of City.

3.2.4 Substitution of Key Personnel. Consultant has represente d 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 ma y 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 shal l be entitled to terminate this Agreement for cause. As discussed below, any personnel who fai l or refuse to perform the Services in a manner acceptable to the City, or who are determi ned by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for p erformance of this Agreement are as follows: Baldwin Yeung, P.E., Vice President of Business Development.

3.2.5 City's Representative. The City hereby designates Dr. Da ve X. Kolk, Public Works and Utilities Director, or his/her designee, to act as it s representative in all matters pertaining to the administration and performance of this Agreem ent ("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 Work 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 Work or change the Consultant's total compensation subject to the provisions contained in Section 3.3 of this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee.

3.2.6 Consultant's Representative. Consultant hereby Vice Pres ident of Business Development, or his/her designee, to act as its repres entative for the performance of this Agreement ("Consultant's Representative"). Consultant's R epresentative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement.

11.d
Packet Pg. 359
Attachment: CMY service agreement June 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-3

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 portion s of the Services under this Agreement.

3.2.7 Coordination of Services. Consultant agrees to work clos ely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times.

3.2.8 Standard of Care; Performance of Employees. Consultant s hall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being em ployed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is ski lled in the professional calling necessary to perform the Services. Consultant warrants that al l employees and subconsultants shall have sufficient skill and ex perience to perform the Servi ces assigned to them. Finally, 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.

As provided for in the indemnification provisions of this Agree ment, Consultant shall perform, at its own cost and expense and without reimbursement from the Cit y, 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 sub-consultants who is determined by the City to be uncooperative, incompetent, a t hreat 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 any of the Services or to work on the Project.

3.2.9 Period of Performance and Liquidated Damages. 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 Service s 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 Project Milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged an d agreed that the City will suffer damage.

3.2.10 Laws and Regulations; Employee/Labor Certification. Con sultant 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 Proj ect 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 Services. If Consultant performs any work knowing it to be contrary to such laws, rules and regulations, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees, agents, and volunteers free and harmless, pursuant to the indemnification provisions of th is Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

3.2.10.1 Employment Eligibility; Consultant. By executing this Agreement, Consultant verifies that it fully complies with all requirements and restrictions of state

11.d
Packet Pg. 360
Attachment: CMY service agreement June 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-4

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 amend ed from time to time. Such requirements and restrictions include, but are not limited to, examination and retention of documentation confirming the identity and immigration status of each employee of the Consultant.

Consultant also verifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agree ment, and shall not violate any such law at any time during the term of the Agreement. Consult ant shall avoid any violation of any such law during the term of this Agreement by participating in an electronic verification of work authorization program operated by the United States Department of Homeland Security, by participating in an equivalent federal work authorization progr am operated by the United States Department of Homeland Security to verify information of newly hired employees, or by some other legally acceptable method. Consultant shall maintain records of each such verification, and shall make them available to the City or its representatives fo r inspection and copy at any time during normal business hours. The City shall not be responsible for any costs or expenses related to Consultant’s compliance with the requirements provided for in Section 3.2.10 or any of its sub- sections.

3.2.10.2 Employment Eligibility; Subcontractors, Consultants, S ub- subcontractors and Subconsultants. To the same extent and unde r the same conditions as Consultant, Consultant shall require all of its subcontractors, consultants, sub-subcontractors and subconsultants performing any work relating to the Project or t his Agreement to make the same verifications and comply with all requirements and restrictions provided for in Section 3.2.10.1.

3.2.10.3 Employment Eligibility; Failure to Comply. Each perso n executing this Agreement on behalf of Consultant verifies that they are a duly authorized officer of Consultant, and understands that any of the following shall be grounds for the City to terminate the Agreement for cause: (1) failure of Consultant or its subco ntractors, consultants, sub- subcontractors or subconsultants to meet any of the requirement s provided for in Sections

3.2.10.1 or 3.2.10.2; (2) any misrepresentation or material omi ssion concerning compliance with such requirements (including in those verifications provided to the Consultant under Section

3.2.10.2); or (3) failure to immediately remove from the Projec t any person found not to be in compliance with such requirements.

3.2.10.4 Equal Opportunity Employment. Consultant represents t hat it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, n ational 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 pr ovisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related pr ograms or guidelines currently in effect or hereinafter enacted.

3.2.10.5 Air Quality. To the extent applicable, Consultant mus t fully comply with all applicable laws, rules and regulations in furni shing or using equipment and/or providing services, including, but not limited to, emissions li mits and permitting requirements imposed by the South Coast Air Quality Management District (SCA QMD) and/or California Air Resources Board (CARB). Although the SCAQMD and CARB limits and requirements are more broad, Consultant shall specifically be aware of their applicat ion to "portable equipment", which definition is considered by SCAQMD and CARB to include any item of equipment with a fuel- powered engine. Consultant shall indemnify City against any fi nes or penalties imposed by SCAQMD, CARB, or any other governmental or regulatory agency fo r violations of applicable

11.d
Packet Pg. 361
Attachment: CMY service agreement June 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-5

laws, rules and/or regulations by Consultant, its sub-consultan ts, or others for whom Consultant is responsible under its indemnity obligations provided for in this Agreement.

3.2.10.6 Safety. Consultant shall execute and maintain its wor k so as to avoid injury or damage to any per son 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 wo rk is to be performed. Safety precautions, where applicable, shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subconsultants, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawf ully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures.

3.2.11 Insurance.

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.

3.2.11.2 Minimum Requirements. Consultant shall, at its expens e, procure and maintain for the duration of the Agreement insuranc e against claims for injuries to persons or damages to property which may arise from or in conne ction with the performance of the Agreement by the Consultant, its agents, representatives, e mployees or subconsultants.

Consultant shall also require all of its subconsultants to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001) ; (2) Automobile Liability :

Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto); and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance. The policy shall not contain any exclusion contrary to the Agreement, including but not limited to endorsements or provisions limiting coverage for (1) contractual liability (including but not limited to ISO CG 24 26 or 21 29); or (2) cross liability for claims or suits by one insured against another. (B) Minimum Limits of Insurance. Consultant shall maintain limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used including, but not limited to, form CG 2503, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s Liability: W o r k e r s ’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability

11.d
Packet Pg. 362
Attachment: CMY service agreement June 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-6

limits of $1,000,000 per accident for bodily injury or disease. Defense costs shall be paid in addition to the limits.
(C) Notices; Cancellation or Reduction of Coverage. At least fifteen (15) days prior to the expiration of any such policy, evidence showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or materially reduced, Consultant shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evide nce of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. In the event any policy of insurance required un der this Agreement does not comply with these specifications or is canceled and not replace d, the City has the right but not the duty to obtain the insurance it deems necessary and any pre mium paid by the City will be promptly reimbursed by Consult ant or the City may withhold amou nts sufficient to pay premium from Consultant payments. In the alternative, the City may suspend or terminate this Agreement.

3.2.11.3 Professional Liability. Consultant shall procure and maintain, and require its sub-consultants to procure and mainta in, for a period of five (5) years following completion of the Project, errors and omissions liabi lity insurance appropriate to their profession. Such insurance shall be in an amount not less than $1,000,000 per claim, and shall be endorsed to include contractual liability. Defense costs shall be paid in addition to the limits.

3.2.11.4 Insurance Endorsements. The insurance policies shall contain the following provisions, or Consultant shall provide e ndorsements on forms supplied or approved by the City to add the following provisions to the insurance policies:
(A) General Liability. The general liability policy shall incl ude or be endorsed (amended) to state that: (1) using ISO CG forms 20 10 and 20 37, or endorsements providing the exact same coverage, the City of Colton, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insured w ith respect to the Services or ongoing and completed operations performed by or on behalf of t he Consultant, including materials, parts or equipment furnished in connection with such work; and (2) using ISO form 20 01, or endorsements providing the exact same coverage, the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage exce ss of the Consultant’s scheduled underlying coverage. Any excess insurance shall contain a prov ision that such coverage shall also apply on a primary and noncontributory basis for the benefit of the City, before the City’s own primary insurance or self-insurance shall be called upon to pro tect it as a named insured. Any insurance or self-insurance maintained by the City, its directo rs, officials, officers, employees, agents, and volunteers shall be excess of the Consultant’s insurance and shall not be called upon to contribute with it in any way. Notwithstanding the minimum limits set forth in Section

3.2.11.2(B), any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 3.2.11.4(A).
(B) Automobile Liability. The automobile liability policy shal l include or be endorsed (amended) to state that: (1) the City, its directors, officials, officers, employees, agents, and volunteers shall be covered as additiona l insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Consultant or for which the Consultant is re sponsible; and (2) the insurance coverage shall be primary insurance as respects the City, its d irectors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage

11.d
Packet Pg. 363
Attachment: CMY service agreement June 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-7

excess of the Consultant’s scheduled underlying coverage. Any insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Consultant’s insurance and shall not be called upon to contribute with it in any way.

Notwithstanding the minimum limits set forth in Section 3.2.11. 2(B), any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 3.2.11.4(B). (C) Workers’ Compensation and Employer’s Liability Coverage.

The insurer shall agree to waive all rights of subrogation agai nst the City, its directors, officials, officers, employees, agents, and volunteers for losses paid und er the terms of the insurance policy which arise from work performed by the Consultant. (D) All Coverages. Each insurance policy required by this Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced or canceled except after thirty (30) days (10 days for nonpayment of premium) prior written notice by certified mail, return receipt requested, has been given to the City; and (B) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its directors, officials, officers, employees, agents, and volunteers.

Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officials, officers, employees, agents and volunteers, or any other additional insureds.

3.2.11.5 Separation of Insureds; No Special Limitations; Waiver of Subrogation. All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its directors, officials, officers, employees, agents, and volunteers.

All policies shall waive any right of subrogation of the insurer against the City, its officials, officers, employees, agents, and volunteers, or any other additional insu reds, 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 here by waives its own right of recovery against City, its officials, officers, employees, agents, and v olunteers, or any other additional insureds, and shall require similar written express waivers and insurance clauses from each of its subconsultants.

3.2.11.6 Deductibles and Self-Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. Consultant shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, it s directors, officials, officers, employees, agents, and volunteers; or (2) the Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims, and administrative and defense expenses.

3.2.11.7 Subconsultant Insurance Requirements. Consultant sha ll not allow any subconsultants to commence work on any subcontrac t relating to the work under the Agreement until they have pr ovided evidence satisfactory to the City that they have secured all insurance required under this Section. If requested by Con sultant, the City may approve different scopes or minimum limits of insurance for particular subconsultants. The Consultant and the City shall be named as additional insureds on all subconsul tants’ policies of Commercial General Liability using ISO form 20 38, or coverage at least as broad.

11.d
Packet Pg. 364
Attachment: CMY service agreement June 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-8

3.2.11.8 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best’s rating no less than A:VIII, licensed to do business in California, and satisfactory to the City.

3.2.11.9 Verification of Coverage. Consultant shall furnish Ci ty with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endors ements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. All certificates and endorsements must be received and approved by the City before work commences. The City reser ves the right to require complete, certified copies of all required insurance policies, at any time.

3.2.11.10 Reporting of Claims. 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.

3.2.12 Water Quality Management and Compliance.

3.2.12.1 Storm Water Management. Storm, surface, nuisance, or other waters may be encountered at various times during the Services. Consultant hereby acknowledges that it has investigated the risk arising from such waters, and assumes any and all risks and liabilities arising therefrom.

3.2.12.2 Compliance with Water Quality Laws, Ordinances and Regulations. Consultant shall keep itself and all subcontracto rs, 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 inc luding, 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.

3.2.12.3 Standard of Care. Consultant warrants that all employ ees and subcontractors shall have sufficient skill and experience to pe rform the work assigned to them without impacting water quality in violation of the laws, regul ations and policies described in Section 3.2.12.2 of this Agreement. Consultant further warrant s that it, its employees and subcontractors have or will receive adequate training, as determined by the City, regarding these requirements as they may relate to the Services.

3.2.12.4 Liability for Non-compliance.
(A) Indemnity: Failure to comply with laws, regulations, and ordinances listed in Section 3.2.14.2 of this Agreement is a vi olation of federal and state law.

Notwithstanding any other indemnity contained in this Agreement, Consultant agrees to indemnify and hold harmless the City, its officials, officers, agents, em ployees and authorized volunteers from and against any and all claims, demands, losses or liabilities of any kind or nature which the City, its officials, officers, agents, employees and authorized volunteers may sustain or incur for noncompliance with the laws, regulations, and ordinances listed above, arising out of or in

11.d
Packet Pg. 365
Attachment: CMY service agreement June 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-9

connection with the Services, except for liability resulting fr om the sole established negligence, willful misconduct or active negligence of the City, its offici als, officers, agents, employees or authorized volunteers.
(B) Defense: City reserves the right to defend any enforcement action or civil action brought against the City for Consultant’s failure to comply with any applicable water quality law, regulation, or policy. Consultant hereby ag rees to be bound by, and to reimburse the City for the costs associated with, any settlemen t reached between the City and the relevant enforcement entity.
(C) Damages: 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 Section 3.2.12.2 of this Agreement, or any other relevant water quality law, regulation, or policy.

3.3 Fees and Payments.

3.3.1 Compensation. Consultant shall receive compensation, inc luding 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 One Hundred Thirty - Two Thousand Dollars and No Cent ($132,000 .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 t he rates and manner set forth in this Agreement.

3.3.2 Payment of Compensation. Consultant shall submit to City a monthly invoice which indicates work completed and hours of Services re ndered by Consultant. The invoice shall describe the amount of Services provided since th e initial commencement date, or since the start of the subsequent billing periods, as appropria te, through the date of the invoice.

City shall, within 30 days of receiving such invoice, review th e invoice and pay all non-disputed and approved charges thereon. If the City disputes any of Cons ultant'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.

3.3.3 Reimbursement for Expenses. Consultant shall not be reim bursed for any expenses unless authorized in writing by City, or included in Exhibit "C" of this Agreement.

3.3.4 Extra Work. At any time during the term of this Agreemen t, 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 Wor k without written authorization from the City.

3.3.5 Rate Increases. In the event that this Agreement is rene wed pursuant to Section 3.1.2, the rate set forth in Exhibit “C” may be adjuste d each year at the time of renewal as set forth in Exhibit “C.”

3.4 Labor Code Requirements.

3.4.1 Prevailing Wages. Consultant is aware of the requirement s of California

11.d
Packet Pg. 366
Attachment: CMY service agreement June 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-10

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 ap plicable "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 Pre vailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per d iem wages in effect at the commencement of this Agreement. Consultant shall make copies o f the prevailing rates of per diem wages for each craft, classification or type of worker nee ded to execute the Services available to interested parties upon request, and shall post co pies 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 wi th such Labor Code sections to the fullest extent required by law. Consultant shall defend, i ndemnify 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 p erformed on a public works project of over $25,000 when the project is for co nstruction, 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 registere d with the Department of Industrial Relations (“DIR”). Consultant shall maintain regist ration for the duration of the project and require the same of any subconsultants. This project may a lso 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 records directly to the DIR. Any stop orders issued by the Dep artment of Industrial Relations 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 arisin g out of stop orders issued by the Department of Industrial Relations against Consultant or any subconsultant.

3.4.3 Labor Certification. By its signature hereunder, Consult ant certifies that it is aware of the provisions of Section 3700 of the California La bor 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 Accounting Records.

3.5.1 Maintenance and Inspection. Consultant shall maintain co mplete 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 copie s 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.

11.d
Packet Pg. 367
Attachment: CMY service agreement June 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-11

3.6 General Provisions.

3.6.1 Termination of Agreement.

3.6.1.1 Grounds for Termination. City may, by written notice t o Consultant, terminate the whole or any part of this Agreement a t any time and without cause by giving written notice to Consultant of such termination, and sp ecifying 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. Consu ltant may not terminate this Agreement except for cause.

3.6.1.2 Effect of Termination. If this Agreement is terminated a s 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.

3.6.1.3 Additional Services. In the event this Agreement is te rminated 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.

3.6.2 Delivery of Notices. All notices permitted or required u nder this Agreement shall be given to the respective parties at the following addre ss, or at such other address as the respective parties may provide in writing for this purpose:

Consultant:

CMY Solutions, LLC
76 Sellas South
Ladera Ranch, CA 92694
Attn: Baldwin Yeung, P.E., VP of Business Development
City:

City of Colton
650 North La Cadena Drive
Colton, CA 92324
ATTN Dr. David X. Kolk, Utility Director
Such notice shall be deemed made when personally delivered or w hen mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prep aid and addressed to the party at its applicable address. Actual notice shall be deemed adequate not ice on the date actual notice occurred, regardless of the method of service.

3.6.3 Ownership of Materials and Confidentiality.

11.d
Packet Pg. 368
Attachment: CMY service agreement June 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-12

3.6.3.1 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 intellect ual 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 wh ole 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 docum ent 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 su ch documents pending resolution of the dispute. In addition, Consultant shall retain copies of al l 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 sh all make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.

3.6.3.2 Subconsultants. Consultant shall require all subconsul tants to agree in writing that City is granted a non-exclusive and perpe tual 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.

3.6.3.3 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 purp oses intended by this Agreement or on a project other than this Project without employing the s ervices 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 fr om claims arising out of the negligent use or re-use of the Documents & Data on such other p roject. Consultant shall be responsible and liable for its Documents & Data, pursuant to th e terms of this Agreement, only with respect to the condition of the Documents & Data at the ti me they are provided to the City upon completion, suspension, abandonment or termination. Consu ltant 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.

3.6.3.4 Indemnification. Consultant shall defend, indemnify an d 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

11.d
Packet Pg. 369
Attachment: CMY service agreement June 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-13

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.

3.6.3.5 Confidentiality. All ideas, memoranda, specifications, p l a n s , procedures, drawings, descriptions, computer program data, inpu t record data, written information, and other Documents & Data either created by or pr ovided 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 confident ial. Consultant shall not use City's name or insignia, photographs of the Project, or any pub licity 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.

3.6.3.6 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 r equired 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 Propr ietary 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 the Objection Notice u nless 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 n on-appealable order by a court of competent jurisdiction requires that City release such information.

3.6.4 Cooperation; Further Acts. The Parties shall fully coope rate 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.

3.6.5 Indemnification.

3.6.5.1 To the fullest extent permitted by law, Consultant shal l 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 claim s, 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 o f, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subconsultants 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. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any , received by Consultant, the City, its officials, officers, employees, agents, or volunteers.

3.6.5.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design pr ofessional” (as that term is

11.d
Packet Pg. 370
Attachment: CMY service agreement June 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-14

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 t he 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.

3.6.6 Entire Agreement. This Agreement contains the entire Agr eement of the parties with respect to the subject matter hereof, and supersed es all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties.

3.6.7 Governing Law; Government Code Claim Compliance. This Ag reement shall be governed by the laws of the State of California. Venue shall be in San Bernardino 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 a nd/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 Govern ment 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 suc h 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.

3.6.8 Time of Essence. Time is of the essence for each and eve ry provision of this Agreement.

3.6.9 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.

3.6.10 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.

3.6.11 Assignment or Transfer. Consultant shall not assign, hy pothecate, or transfer, either directly or by operation of law, this Agreemen t or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.

3.6.12 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the la nguage 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 deeme d 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 descri be the scope, content, or intent of this Agreement.

3.6.13 Amendment; Modification. No supplement, modification, o r amendment of

11.d
Packet Pg. 371
Attachment: CMY service agreement June 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-15

this Agreement shall be binding unless executed in writing and signed by both Parties.

3.6.14 Waiver. No waiver of any default shall constitute a wai ver of any other default or breach, whether of the same or other covenant or con dition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

3.6.15 No Third-Party Beneficiaries. There are no intended thi rd party beneficiaries of any right or obligation assumed by the Parties.

3.6.16 Invalidity; Severability. If any portion of this Agreem ent is declared invalid, illegal, or otherwise unenforceable by a court of competent jur isdiction, the remaining provisions shall continue in full force and effect.

3.6.17 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. Further, 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 A greement. 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, n o 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.

3.6.18 Authority to Enter Agreement. Consultant has all requis ite 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 ha ve the legal power, right, and authority to make this Agreement and bind each respective Party.

3.6.19 Counterparts. This Agreement may be signed in counterpa rts, each of which shall constitute an original.

3.6.20 Federal Provisions (Not Used).

3.7 Subcontracting.

3.7.1 Prior Approval Required. Consultant shall not subcontrac t any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provis ion making them subject to all provisions stipulated in this Agreement.
[SIGNATURES ON NEXT PAGE]

11.d
Packet Pg. 372
Attachment: CMY service agreement June 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-16

SIGNATURE PAGE TO

PROFESSIONAL SERVICES AGREEMENT BY AND

BETWEEN THE CITY OF COLTON AND CMY SOLUTIONS,
LLC.

C I T Y O F C O L T O N CMY SOLUTIONS, LLC.

A Limited Liability Company

By: ____________________________ By: ________________________ _ William R. Smith
City Manager

Attest:

____ By: _______________ __________
Carolina Padilla
C i t y C l e r k

11.d
Packet Pg. 373
Attachment: CMY service agreement June 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “A”-17

EXHIBIT "A"

SCOPE OF SERVICES
Provide staffing for Electric Utility System Designer Consulting and other Electrical Engineering Consulting Services

11.d
Packet Pg. 374
Attachment: CMY service agreement June 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “B”-1

EXHIBIT "B"

SCHEDULE OF SERVICES
JULY 1, 2019 TO JUNE 30, 2020

11.d
Packet Pg. 375
Attachment: CMY service agreement June 2019 (3656 : Contract Amendment - CMY Solutions) (BB&K 2018)
23152.06000\30453088.2 Exhibit “C”-1

EXHIBIT "C"

COMPENSATION
Not to Exceed Amount of One Hundred Thirty-Two Thousand and No Cents ($132,000.00)

Hourly Rate:

Electric Utility System Designer = $117/Hr.

Other Engineering Resources* = $117/Hr.

(*) Engineers are additional staff that are not part of the on-site staff augmentation. CED will be notified prior to utilizing these engineers.

11.d
Packet Pg. 376
Attachment: CMY service agreement June 2019 (3656 : Contract Amendment - CMY Solutions)

ITEM NO. 12

STAFF REPORT

DATE: JUNE 7, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: TIM MCHARGUE, FIRE CHIEF
SUBJECT: APPROVE CONTRACT WITH DENNIS GRUBB & ASSOCIATES,

LLC FOR FIRE DEPARTMENT PLAN CHECK CONSULTANT
SERVICES.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

1. Award a three-year agreement with the option to renew for two additional one-year terms to the responsive bidder, Dennis Grubb and Associates LLC, in an amount not to exceed $100,000 per fiscal year for Contract Fire Plan Check Services and authorize the City Manager to execute this agreement and renewal options; and

2. Reject other bidders as non-responsive

BACKGROUND

In January 2017, the City be gan contracting with Dennis Grubb & Associates (DGA) to assist in completing complex reviews of fire safety systems and building construction for new and remodeled construction projects in the City.

This model has allowed the Fire Department to not only meet, but most often significantly reduce, plan check timelines adopted by the city. This has also allowed the Fire Department to increase customer service while decreasing cost and liability to the city with using outside plan check services.

Outside pla n check services are a true pass -through cost as all plan check fees are now fully recovered from the end user, in addition to administrative fees on each project. The Fire Prevention Division has also adopted new practices so that all these fees are colle cted before an 12 Packet Pg. 377
Staff Report to the Mayor and City Council
Contract Award - Dennis Grubb & Associates LLC
June 7, 2022