Colton City Council
September 19, 2023

1 CITY OF COLTON
City Hall, Council Chambers
650 N. La Cadena Drive
Colton, CA 92324
Website: www.coltonca.gov

Mayor Frank J. Navarro
Council Members:

David J. Toro – District 1
Kelly J. Chastain – District 2
Dr. Luis S. Gonzalez – District 3
John R. Echevarria – District 4

City Treasurer Aurelio De La Torre

City Manager William R. Smith
City Attorney Carlos Campos
Deputy City Clerk Stephanie M. Vargas

AGENDA

CITY COUNCIL,

COLTON UTILITY AUTHORITY, COLTON PUBLIC FINANCING AUTHORITY,

COLTON HOUSING AUTHORITY

REGULAR MEETING
TUESDAY, SEPTEMBER 19, 2023 – 6:00 P.M.

CITY HALL, COUNCIL CHAMBERS
CLOSED SESSION - 5:00 p.m.

NO CLOSED SESSION

RULES OF DECORUM

To help conduct the business of the City Council in an orderly fashion, the City Council has adopted rules pertaining to decorum and order, as provided for in the City Council Manual of Procedure. The City Council will strictly enforce these rules in order to allow full expression of ideas and opinions by councilmembers, staff and the public. Generally, the City's rules of decorum prohibit comments or actions which willfully disrupt the meeting. All remarks and questions shall be addressed to the Council as a whole and not to any particular member. No individual Councilmember or member of the City staff shall be questioned without first obtaining permission from the Presiding Officer. The City Council asks that all persons - including councilmembers, staff and the public - act and speak respectfully.

2 OPEN SESSION
6:00 P.M.

OPEN SESSION CALLED TO ORDER
INVOCATION Pastor Conrad Valdez - Echoes of Love Ministries

FLAG SALUTE

ROLL CALL

CEREMONIAL MATTERS
Presentations, Awards, Proclamations
• Business Focus - Colton Beauty Salon
• 50th Anniversary Celebration of Nickelodeon Pizza
• Proclamation - Dr. Tom Rivera Day of Community Service

MAYOR AND COUNCIL ITEMS

GIFT DISCLOSURES
Prior to rendering a decision in any proceeding involving a license, permit, contract or other entitlement pending before the City Council, any Council Member who has received been promised a gift or gifts aggregating $50.00 or more in value within the preceding twelve months from a party or participant in the proceeding shall disclose that fact either orally or in writing during open session. This disclosure shall be made part of the official public record of the proceeding, either as part of the minutes of the meeting or as a separate writing filed with the city. (CMC Section 2.04.030) AB 1234 ORAL REPORTS
Members of the City Council shall provide brief reports on meetings attended at the expense of the city. (GC Section 53232.3(d))

APPOINTMENTS

MAYOR AND COUNCIL DISCUSSION ITEMS

PUBLIC HEARINGS
There are no Public Hearings.

3 BUSINESS ITEMS
To speak on business items, it is requested that you obtain a card from the City Clerk and complete it by noting the agenda item number, as well as whether you are in favor, opposition or neither, and give it to the City Clerk. The applicant will be allowed 5 minutes to address the Council and all other persons will be allowed 3 minutes; provided, however, that the presiding officer shall have certain discretion to extend or limit time as provided for in the City Council Manual of Procedure. (1) Solid Waste Franchise Agreement - Discussion - Discussion and Possible Direction to Staff, Pertaining to the Contract with CR&R Inc. for Solid Waste Services.
[Staff Person: Brian Dickinson]

PUBLIC COMMENT Limit 3 Minutes
This is the portion of the meeting specifically set aside to invite your comments regarding Consent Calendar items and other general comments about matters not on the agenda; however, any matter that requires action will be referred to staff for investigation and report at a subsequent Council meeting. The Council is prohibited by law from discussing or taking immediate action on items during this public comment period.

Persons desiring to submit paperwork to the City Council Members shall provide copy of any paperwork to the City Clerk for the Official Record.

Speakers will be limited to 3 minutes; provided, however, that the presiding officer shall have certain discretion to extend or limit time as provided for in the City Council Manual of Procedure.

Please state your name and your City of Residence before providing your comment.

CONSENT CALENDAR
All matters listed under the Consent Calendar are considered by the City Council to be routine and will all be enacted by one motion. There will be no separate discussion of these items prior to the time the City Coun cil votes on the motion, unless councilmembers, staff or the public request that specific items be discussed and/or removed for separate discussions or action.

(2) Minutes - Approval of Minutes for the City Council Regular Meeting Held on September 5,2023, on file in the Office of the City Clerk.
[Staff Person: Stephanie M. Vargas]
(3) Warrants - Approve voucher numbers 207461 to 207579 dated 08/17/2023 and totaling $1,683,906.54; voucher numbers 207580 to 207657 dated 08/21/2023 and totaling $510,357.25; replacement checks 207658 to 207659 totaling $2,744.35; voucher numbers 207660 to 207763 dated 08/24/2023 and totaling $599,210.84; a payroll disbursement listing dated 07/08/2023 to 07/21/2023 and totaling $1,167,344.07 and a payroll disbursement listing dated 07/22/2023 to 08/04/2023 and totaling $1,085,947.1 5. [Staff Person: Stacey Dabbs]
(4) City Treasurer's Report - Receive and File City Treasurer’s Report for June 2023. [Staff Person: Aurelio De La Torre]

4 (5) Agreement - Mobile Modular Management Corp. - Approve a Lease Agreement with Mobile Modular Management Corp for a Temporary Office Trailer for the Wastewater Division of the Public Works & Utilities Department.
[Staff Person: Brian Dickinson]
(6) Contract Award - Anixter, Inc. - Approve Contract Award to Anixter Inc. for Medium Voltage Pad Mounted Switchgear.
[Staff Person: Brian Dickinson]
(7) Contract Award - Flock Safety Group Inc. - Approve Award of a 5-year Contract to Flock Safety Group Inc. for Automated License Plate Readers (ALPR) in the Police Department. [Staff Person: Tim Heusterberg]
(8) Grant Agreement - FHWA SS4A - Approve Grant Agreement with Federal Highway Administration (FHWA) for the Safe Streets and Roads for All (SS4A) Grant; RESOLUTION NO. R-85-23. [Staff Person: Brian Dickinson]
(9) Legislative Policy - 2024 - Approve Legislative Policy for the 2024 Legislative Year. [Staff Person: Bill Smith]
(10) License Agreement - County of Riverside - Approve License Agreement with the County of Riverside for Lease of Space at Blue Mountain Tower.
[Staff Person: Brian Dickinson]
(11) Purchase - Fire Department Vehicle - Authorize the Purchase of a 2022 Dodge 1500 Quad Cab 4x4 for the Fire Department.
[Staff Person: Tim McHargue]
(12) Salary Schedule Adjustment - Part-time Positions - Approve Part-Time Classification Salary Schedule Adjustment.
[Staff Person: Tom Cody]
(13) 2022 Power Content Label - Approve and Adopt Resolution Approving the 2022 Annual Power Source Disclosure Report & 2022 Power Content Label, RESOLUTION NO. R-84-23. [Staff Person: Brian Dickinson]

MAYOR AND COUNCIL ORAL REPORTS AND COMMENTS
Comments from Mayor and Council on various issues and activities throughout the community. Comments shall be limited to 5 Minutes per speaker.

CITY MANAGER'S REPORTS

ADJOURNMENT

5 I, Stephanie Vargas, the Deputy City Clerk, hereby certify that a true and correct, accurate copy of the foregoing agenda was posted , at least seventy-two (72) hours prior to the meeting per Government Code 54954.2, at the following locations:

City of Colton City Hall 650 N. La Cadena Drive
City of Colton Website, www.coltonca.gov <http://www.coltonca.gov>

PROCEDURES FOR ADDRESSING CITY COUNCIL

For the Official Record, it is requested that you obtain a card from the Deputy City Clerk and complete it by noting a specific item number on the Agenda, if applicable, or you can identify the subject that you wish to address under the Public Comment portion of the Agenda. The City Council encourages public input on all City issues within the Rules of Decorum. Speakers will be limited to the time periods provi ded on the Agenda; provided, however, that the presiding officer sha ll have certain discretion to extend or limit time as provided for in the City Council Manual of Procedure.

RULES OF DECORUM

To help conduct the business of the City Council in an orderl y fashion, the City Council has adopted rules pertaining to decorum and order, as provided for in the City Council Manual of Procedure. The City Council will strictly enforce these rules in order to allow full expression of ideas and opinions by councilme mbers, staff and the public. Generally, the City's rules of decorum prohibit comments or actions which willfully disrupt the meeting. All remarks and questions shall be addressed to the Council as a whole and not to any particula r member. No individual Councilmember or member of the City staff shall be questioned without first obtaining permission from the Presiding Officer. The City Council asks that all persons - including councilmembers, staff and the public - act and speak respectfully.

NOTICE TO PUBLIC

Staff reports or other written documentation relating to each item referred to, on the Agenda, are available for public inspection at the following locations: Office of the City Clerk, 650 N. La Cadena Drive, Colton, CA; Ci ty of Colton Public Libra ry, 656 9 th St., Colton, CA; or the City of Colton Internet Website, www.coltonca.gov. Any person having questions concerning any item on the Agenda may call the City Clerk at 370 -5191 to make inquiry concerning the nature of the item described on the Agenda. The City Clerk shall direct inquiries to the appropriate office.

All matters listed under the Consent Calendar are considered by the City Council to be routine and will all be enacted by one motion. There will b e no separate discussion of these items prior to the time the City Council votes on the motion, unless councilmembers, staff or the public request that specific items be discussed and/or removed for separate discussions or action.

6 In compliance with the A merican with Disabilities Act, if you need special assistance to participate in a City Meeting, please contact the City Clerk’s Office at 909 -370-5001. Notification 48 hours prior to the meeting w ill enable the City to make reasonable arrangements to ensu re accessibility to this meeting.

LEGAL CHALLENGES

If you challenge in court any discussion or action taken concerning an item on this Agenda, you may be limited to raising only those issues you or someone else raised during the meeting or in written correspondence delivered to the City at or prior to the City's consideration of the it em at the meeting.

MANUAL OF PROCEDURE

The City Council adopted its Manual of Procedure pursuant to Resolution No. R-41-18. Copies are available in the Office of the City Clerk.

ITEM NO. 1

STAFF REPORT

DATE: SEPTEMBER 19, 2023
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: BRIAN DICKINSON, PUBLIC WORKS AND UTILITY SERVICES

DIRECTOR
SUBJECT: DISCUSSION AND POSSIBLE DIRECTION TO STAFF,
PERTAINING TO THE CONTRACT WITH CR&R INC. FOR SOLID
WASTE SERVICES.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

No recommended action. Receive Proposals from CR&R requesting an extension to the existing Franchise Agreement from June 30, 2026, to one of three presented Options; Option 1 - five year extension, Option 2 - five years plus option to extend five additional years or Option 3 - ten year extension.

BACKGROUND

The City’s Solid Waste, Recyclables and Or ganic/Green Waste is currently collected and processed by CR&R Inc. under the existing Franchise Agreement which originated on or about May 16, 1996 with Taormina Industries. On or about February 16, 1997 Taormina Industries was approved as a wholly owned subsidiary of Republic Services.

On or before March 7 2017, the Franchise Agreement was assigned to CR&R Inc.

ISSUES/ANALYSIS

During the City Council meeting of August 15, 2023, CR&R Inc. made a presentation with three options for Contract enhancements in exchange for an extension to the existing Franchise Agreement, which expires June 30, 2026.

1 Packet Pg. 7
Staff Report to the Mayor and City Council
Solid Waste Franchise Agreement - Discussion
September 19, 2023

Option 1 – Extend current Contract for five years to June 30, 2031, with the proposed Contract Enhancements:

• Replace all existing 64 -gallon residential carts w ith new 96 -gallon, SB-1383 compliant carts, with no additional cost to the residents. ($2.8 - $3.0m investment by CR&R) • Implement new Host Fee on July 1, 2024
o Out of City tons only
o 0-1500 TPD = $2.00 per ton
o 1501+ = $3.00 per ton
o Will generate estimated $2 00,000 per year in City revenues , based on CR&R estimates.
o The current Host Fee which became effective July 1, 2016 is $1.00/ton, with no sliding scale.
• CR&R will add a Free Paper Shredding Event at each community clean -up, twice per year.
• CR&R will provide residents with a free Sharp’s disposal program • Full an early SB 1383 compliance, concerning carts. Compliance is required by 2036. • $250,000 Impact Mitigation Fee payable to the City of Colton upon signing of contract amendment.
• The 2023 Annual CPI increa se of 8.7% will be implemented to residential customers, with an increase from $32.44/mo to $35.26/mo. , an increase of $2.82/mo per customer.

Estimated increase in revenues of $798,509.23 per year

Option 2 – Extend current Contract for five years with an additional five-year City option, with the proposed Contract Enhancements:

• Replace all existing 64 -gallon residential carts with new 96 -gallon, SB-1383 compliant carts, with no additional cost to the residents. ($2.8 - $3.0m investment by CR&R) • Implement new Host Fee on July 1, 2024, as stated in Option 1 . Will generate estimated $200,000 per year in City revenues, based on CR&R estimates. • CR&R will add a Free Paper Shredding Event at each community clean -up, twice per year.
• CR&R will provide residents with a free Sharp’s disposal program. • Full an early SB 1383 compliance, concerning carts. Compliance is required by 2036. • Begin Site Improvements and expansion within 24 – 36 months ($12 - $15M investment) • Additional $250,000 Impact Mitigation Fee payable to City of Colton in year six of the contract.
• CR&R will forgo its 2023 CPI Increase for all Colton residential customers; current residential rate will be frozen through July 1, 2024. This would be a savings of $2.82/mo per customer.

Option 3 – Extend current Contract for ten years, with the proposed Contract Enhancements:
1 Packet Pg. 8
Staff Report to the Mayor and City Council
Solid Waste Franchise Agreement - Discussion
September 19, 2023

• Replace all existing 64 -gallon residential carts with new 96 -gallon, SB-1383 compliant carts, with no additional cost to the residents. ($2.8 - $3.0m investment by CR&R) • Implement new Host Fee on July 1, 2024, as stated in Option 1 . Will generate estimated $200,000 per year in City revenues, based on CR&R estimates. • CR&R will add a Free Paper Shredding Event at each community clean -up, twice per year.
• CR&R will provide residents with a free Sharp’s disposal program • Full an early SB 1383 compliance, concerning carts. Compliance is required by 2036. • Begin Site Improvements and expansion within 24 – 36 months ($12 - $15M investment) • The City will realize an additional incremental tax revenue g ain from our new facility expansion in the City of Colton.
• CR&R will forgo its 2023 CPI Increase for all Colton residential customers; current residential rate will be frozen through July 1, 2024. This would be a savings of $2.82/mo per customer.
• $500,000 Impact Mitigation Fee payable to City of Colton upon execution of the contract amendment.

Colton recently executed an MOU with San Bernardino County , Public Environmental Services Division, to conduct inspections of Commercial facilities for SB 1383 Edible Food Organics compliance and provide reporting , gather information/data from Food Recovery Organizations , conduct education and outreach to commercial food generators.

Colton is in compliance with SB 1383 collection, reporting and education components. Staff recently conducted a random inspection of residential organics collection, and it was observed that there was organic food waste included, with very little non-organic material included.

FISCAL IMPACTS

Option 1 Fiscal Impact would increase revenues by estimated $200,000 for Host City Fee , as the current Host Fee is $1.00/ton , an estimated $798,509 per year from the 8.7% CPI increase to residential customers of $2.82/month. Estimated increase of $118,426 for Franchise Fee , based on increased revenues from CPI increase.

Option 2 Fiscal Impact would increase revenues by estimated $200,000 for Host City Fee, as the current Host Fee is $1.00/ton, $250,000 in year 6 for Impact Mitigation Fee.

The City would not realize an estimated $798,509 per year from 8.7% CPI increase to residential customers of $2.82/month, as CR&R would not implement until July 1, 2024 . This would also result in no increase in Franchise Fees of an estimated $118,426.

Option 3 Fiscal Impact would increase revenues by estimated $200, 000 for Host City Fee, as the current Host Fee is $1.00/ton, and $500,000 for Impact Mitigation Fee. 1 Packet Pg. 9
Staff Report to the Mayor and City Council
Solid Waste Franchise Agreement - Discussion
September 19, 2023

The City would not realize an estimated $798,509 per year from 8.7% CPI increase to residential customers of $2.82/month, as CR&R would not implement unti l July 1, 2024. This would also result in no increase in Franchise Fees of an estimated $118,426.

ALTERNATIVES

1. Continue with the existing Franchise Agreement, which expires June 30, 2026, and then solicit Requests for Proposals.

ATTACHMENT

1. Colton Contract Presentation 9-19-23 (FINAL)

2. CR&R Contract Enhancement Discussions
1 Packet Pg. 10
City of Colton
Contract Enhancement Discussions
September 19, 2023
1 1.a
Packet Pg. 11
Attachment: Colton Contract Presentation 9-19-23 (FINAL) (4198 : Solid Waste Franchise Agreement - • Proposed Cost Savings
• New Proposed savings
• Service Review
• SB 1383 Compliance
• Summary of Service Enhancements
• New Service Enhancement
• Q&A
Agenda

1.a
Packet Pg. 12
Attachment: Colton Contract Presentation 9-19-23 (FINAL) (4198 : Solid Waste Franchise Agreement - CR&R proposes the following Cost Savings:
• Waive the current 2023 residential CPI of 8.7% and
FREEZE the residential rate through July 1, 2024. Over
10 years this is a $4m savings to Colton residents
• NEW! If City Council approves Option 3 (10-year
extension) CR&R will add the following discount to
residential rates: In July 2024, CR&R will only apply 50% of the allowable CPI to the service component of our
residential rates.

Realized Cost Savings

1.a
Packet Pg. 13
Attachment: Colton Contract Presentation 9-19-23 (FINAL) (4198 : Solid Waste Franchise Agreement - Service Performance - Residential
Colton MPU's Reported Residential Colton MPU's Reported Residential Year: 2022 Year: 2023
Month
Residential
Calls
Working
Days
MPU Calls Per
Day Month
Residential
Calls
Working
Days
MPU Calls
Per Day
January 92 21 4.38 January 74 22 3.36
February 54 20 2.70 February 73 20 3.65
March 95 23 4.13 March 89 23 3.87
April 76 21 3.62 April 68 20 3.40
May 79 22 3.59 May 85 23 3.70
June 66 22 3.00 June 53 22 2.41
July 33 21 1.57 July 76 24 3.17
August 24 23 1.04 August 0 23 -
September 51 22 2.32 September 0 21 -
October 87 21 4.14 October 0 22 -
November 64 22 2.91 Novembe r 0 22 -
December 86 22 3.91 December 0 21 -
Totals: 807 260 37 Totals: 518 177 23.55
Averages: 67.25 22 3.11 Averages: 64.75 22 2.94
2022 MPU/Day 3.11
2023 MPU/Day 2.94
Decrease in Calls 5.47%

1.a
Packet Pg. 14
Attachment: Colton Contract Presentation 9-19-23 (FINAL) (4198 : Solid Waste Franchise Agreement - Service Performance - Commercial
Colton MPU's Reported Commercial Colton MPU's Reported Commercial Year: 2022 Year: 2023
Month
Commercial
Calls
Working
Days
MPU Calls Per
Day Month
Commercial
Calls
Working
Days
MPU Calls
Per Day
January 40 23.5 1.70 January 31 24 1.29
February 28 22 1.27 February 26 22 1.18
March 20 25 0.80 March 42 25 1.68
April 46 23.5 1.96 April 22 22.5 0.98
May 27 24 1.13 May 42 25 1.68
June 25 24 1.04 June 15 24 0.63
July 16 23.5 0.68 July 40 23.5 1.70
August 29 25 1.16 August 0 25 -
September 37 24 1.54 September 0 23.5 -
October 32 23.5 1.36 October 0 24 -
November 22 24 0.92 Novembe r 0 23.5 -
December 28 24.5 1.14 December 0 23 -
Totals: 350 286.5 15 Totals: 218 191 9.14
Averages: 29.17 24 1.23 Averages: 27.25 24 1.14
2022 MPU/Day 1.23
2023 MPU/Day 1.14
Decrease in Calls 7.32%

1.a
Packet Pg. 15
Attachment: Colton Contract Presentation 9-19-23 (FINAL) (4198 : Solid Waste Franchise Agreement - Senate Bill 1383 Summary
• Signed into Law by Governor Brown in 2016
• Requires all Cities to implement organics diversion programs • When in landfills, Organics decompose and send
dangerous Methane Gas into the atmosphere
• In conjunction with City Staff, CR&R has implemented the required 1383 programs for City compliance. These include, but are not limited to:
• City Ordinance
• Contract Amendment
SB 1383 Compliance

1.a
Packet Pg. 16
Attachment: Colton Contract Presentation 9-19-23 (FINAL) (4198 : Solid Waste Franchise Agreement - Senate Bill 1383 Summary
(Compliance Programs Continued)
• Residential and Commercial
Diversion Programs
• Customer Education
• Annual Notifications
• Record Keeping
• Reporting
• Procurement Availability (AD)
SB 1383 Compliance

1.a
Packet Pg. 17
Attachment: Colton Contract Presentation 9-19-23 (FINAL) (4198 : Solid Waste Franchise Agreement - Compliance - AB 341 (Recycling)
Recycling
As of 8/1/23As of 7/1/23As of 1/1/23As of 7/1/22As of 3/1/22Businesses 600602612612624Total Subject to Recycling
447435354351325Recycling w/ CR&R
2825600Self-Haul or 3rd Party Recycling
103901140Exempt
2252241257299Total Not Recycling

3.67%8.64%39.38%41.99%47.92%Percent Not Recycling
As of 8/1/23As of 7/1/23As of 1/1/23As of 7/1/22As of 3/1/22Multifamily 121121122122122Total Number Subject to Recycling
120120575757Recycling w/ CR&R
00000Self-Haul or 3rd Party Recycling
11000Exempt
00656565Total Number Not Recycling
0%0%53%53%53%Percent Not Recycling

1.a
Packet Pg. 18
Attachment: Colton Contract Presentation 9-19-23 (FINAL) (4198 : Solid Waste Franchise Agreement - Compliance - Organics (AB 1826 & SB 1383
Organics
As of 8/1/23As of 7/1/23As of 1/1/23As of 7/1/22As of 3/1/22Businesses 600602612612618Total Number Subject to Organics
242229145145139Recycling w/ CR&R
1591403270Self-Haul or 3rd Party Recycling
1691501360Exempt
3083422454479Total Number Not Recycling

5.00%13.79%68.95%74.18%77.51%Percent Not Recycling
As of 8/1/23As of 7/1/23As of 1/1/23As of 7/1/22As of 3/1/22Multifamily 121121122122122Total Number Subject to Organics
120120888Recycling w/ CR&R
00000Self-Haul or 3rd Party Recycling
11000Exempt
00114114114Total Number Not Recycling
0%0%93%93%93%Percent Not Recycling

1.a
Packet Pg. 19
Attachment: Colton Contract Presentation 9-19-23 (FINAL) (4198 : Solid Waste Franchise Agreement - Proposed Contract Enhancements are IN ADDITION to
current service offerings
• 33,000 New 96-gallon carts
• $4m Residential Rate Savings
• Paper Shredding Events
• Residential Sharps Program
• Plate reader installation at new Facility to assist Law Enforcement (New)
• New Revenues through new Host Fee Agreement
• New on-going revenues to be used at City’s discretion • $10-$15m Site improvements at our Colton yard
• Incremental Property Tax increase to the City
• $250-$500k in mitigation fees
Contract Enhancements

1.a
Packet Pg. 20
Attachment: Colton Contract Presentation 9-19-23 (FINAL) (4198 : Solid Waste Franchise Agreement - Contract Enhancement Option Summary
Option #1 Option #2 Option #3
Contract Enhancements and Benefits
Five Year
Extension
Five Plus Five Year
Option
10 Year
Extension
Replace All Existing 64 Gallon Residential Carts with
New 96 Gallon SB 1383 Compliant Carts P P P
Implement New Host Fee in 2024 P P P
New Paper Shredding Services at Community Clean
Ups P P P
New In-Home Sharps Program P P P
Plate Reader Installation P P
Full SB 1383 Compliance P P P
Site Improvements at Colton Yard P P
Freeze Residential Rates Until July 2024 P P
50% off CPI Residential Service Component-2024 P
Perris AD Facility for Procurement Credit P P P
$250,000 C ity Mitigation Fee P
$250k+$250k in Year Six Mitigation Fee P
$500,000 Mitigation Fee inYearOne P

1.a
Packet Pg. 21
Attachment: Colton Contract Presentation 9-19-23 (FINAL) (4198 : Solid Waste Franchise Agreement - 12 Thank you

1.a
Packet Pg. 22
Attachment: Colton Contract Presentation 9-19-23 (FINAL) (4198 : Solid Waste Franchise Agreement - City of Colton
Contract Enhancement Discussions
September 19, 2023
OCIRSM

INCORPORATED
a.
1 \ ' ,$ - f
environmental services
A the face of a greener generation
4,
ci T %

71.,.. i5e,,,co
1 1.b
Packet Pg. 23
Attachment: CR&R Contract Enhancement Discussions (4198 : Solid Waste Franchise Agreement - CR & R

INCORPOR A TED
environmental services
Agenda
mow„ °
arty
tf
Proposed Cost Savings
s
Agri
Fow
i II .
1 \ \
New Proposed savings f
Service Review
4, \
SB 1383 Compliance
Summary of Service Enhancements
New Service Enhancement
Q& A
the face of a grecner generation

1.b
Packet Pg. 24
Attachment: CR&R Contract Enhancement Discussions (4198 : Solid Waste Franchise Agreement - CR & R

INCORPOR A TED
environmental services
Realized Cost Savings
CR& R proposes the following Cost Savings:

Waive the current 2023 residential CPI of 8. 7% and
FREEZE the residential rate through July 1 , 2024. Over 10 years this is a $ 4m savings to Colton residents
NEW! If City Council approves Option 3 ( 10- year
extension) CR& R will add the following discount to
residential rates: In July 2024, CR& R will only apply 50% of the allowable CPI to the service component of our
residential rates.
the fcce of c greener generation

1.b
Packet Pg. 25
Attachment: CR&R Contract Enhancement Discussions (4198 : Solid Waste Franchise Agreement - INCORPORATEDaMerrq
environmental services
Service Performance - Residential
Colton MPU' s Reported Residential Colton MPU' s Reported Residential Year: 2022 Year: 2023
Residential Working MPU Calls Per Residential Working MPU Calls Month Calls Days Day Month Calls Days Per Day
January 92 21 4. 38 January 74 22 3. 36
February 54 20 2. 70 February 73 20 3. 65
March 95 23 4. 13 March 89 23 3. 87
April 76 21 3. 62 April 68 20 3. 40
May 79 22 3. 59 May 85 23 3. 70
June 66 22 3. 00 June 53 22 2. 41
July 33 21 1. 57 July 76 24 3. 17
August 24 23 1. 04 August 0 23
September 51 22 2. 32 September 0 21
October 87 21 4. 14 October 0 22
November 64 22 2. 91 November 0 22
December 86 22 3. 91 December 0 21
Totals: 807 260 37 Totals: 518 177 23. 55
Averages: 67. 25 22 3. 11 Averages: 64. 75 22 2. 94 2022 MPU/ Day 3. 11
2023 MPU/ Day 2. 94
Decrease in Calls 5. 47%
the fccc of a grccncr generation

1.b
Packet Pg. 26
Attachment: CR&R Contract Enhancement Discussions (4198 : Solid Waste Franchise Agreement - CR & R

INCORPOR A TED
environmental services
Service Performance - Commercial
Colton MPU' s Reported Commercial Colton MPU' s Reported Commercial Year: 2022 Year: 2023
Commercial Working MPU Calls Per Commercial Working MPU Calls Month Calls Days Day Month Calls Days Per Day
January 40 23. 5 1. 70 January 31 24 1. 29
February 28 22 1. 27 February 26 22 1. 18
March 20 25 0. 80 March 42 25 1. 68
April 46 23. 5 1. 96 April 22 22. 5 0. 98
May 27 24 1. 13 May 42 25 1. 68
June 25 24 1. 04 June 15 24 0. 63
July 16 23. 5 0. 68 July 40 23. 5 1. 70
August 29 25 1. 16 August 0 25
September 37 24 1. 54 September 0 23. 5
October 32 23. 5 1. 36 October 0 24
November 22 24 0. 92 November 0 23. 5
December 28 24. 5 1. 14 December 0 23
Totals: 350 286. 5 15 Totals: 218 191 9. 14
Averages: 29. 17 24 1. 23 Averages: 27. 25 24 1. 14 2022 MPU/ Day 1. 23
2023 MPU/ Day 1. 14
Decrease in Calls 7. 32%
tho face of a greener generation

1.b
Packet Pg. 27
Attachment: CR&R Contract Enhancement Discussions (4198 : Solid Waste Franchise Agreement - Mr4e0M

INCORPOR A TED
environmental services
SB 1383 Compliance
Senate Bill 1383 Summary
Signed into Law by Governor Brown in 2016
Requires all Cities to implement organics diversion programs When in landfills, Organics decompose and send
dangerous Methane Gas into the atmosphere
In conjunction with City Staff, CR& R has implemented the required 1383 programs for City compliance. These include, but are not limited to:
r
City Ordinance
Contract Amendment
e1lAcL.P411111.
the face of a grcencr gcnerction

1.b
Packet Pg. 28
Attachment: CR&R Contract Enhancement Discussions (4198 : Solid Waste Franchise Agreement - pR & 9
environmental services
SS 1383 Compliance
Senate Bill 1383 Summary 4 ,
mks*,
Compliance Programs Continued)
10 ,-

4. °..

Residential and Commercial
4 Diversion Programs
Customer Education
Annual Notifications
1 ""`
Record Kee inp g
s
Reporting w
A ` ,
I
Procurement Availability ( AD)
g
P
the face of a greener generation

1.b
Packet Pg. 29
Attachment: CR&R Contract Enhancement Discussions (4198 : Solid Waste Franchise Agreement - C ligerlq

INCORPOR A TED
environmental services
Compliance - AB 341 ( Recycling )
Recycling
Businesses As of 3/ 1/ 22 As of 7/ 1/ 22 As of 1/ 1/ 23 As of 7/ 1/ 23 As of 8/ 1/ 23 Total Subject to Recycling 624 612 612 602 600
Recycling w/ CR& R 325 351 354 435 447
Self- Haul or 3rd Party Recycling 0 0 6 25 28
Exempt 0 4 11 90 103
Total Not Recycling 299 257 241 52 22
Percent Not Recycling 47. 92% 41. 99% 39. 38% 8. 64% 3. 67% Multifamily As of 3/ 1/ 22 As of 7/ 1/ 22 As of 1/ 1/ 23 As of 7/ 1/ 23 As of 8/ 1/ 23 Total Number Subject to Recycling 122 122 122 121 121
Recycling w/ CR& R 57 57 57 120 120
Self- Haul or 3rd Party Recycling 0 0 0 0 0
Exempt 0 0 0 1 1
Total Number Not Recycling 65 65 65 0 0
Percent Not Recycling 53% 53% 53% 0% 0%
the fcce of c greener generation

1.b
Packet Pg. 30
Attachment: CR&R Contract Enhancement Discussions (4198 : Solid Waste Franchise Agreement - CR & R

INCORPOR A TED
environmental services
Compliance - Organics ( AB 1826 & SB 1383
Organics
1Businesses As of 3/ 1/ 22 As of 7/ 1/ 22 As of 1/ 1/ 23 As of 7/ 1/ 23 As of 8/ 1/ 23 Total Number Subject to Organics 618 612 612 602 600
Recycling w/ CR& R 139 145 145 229 242
Self- Haul or 3rd Party Recycling 0 7 32 140 159
Exempt 0 6 13 150 169
Total Number Not Recycling 479 454 422 83 30
Percent Not Recycling 77. 51% 74. 18% 68. 95% 13. 79% 5. 00% Multifamily As of 3/ 1/ 22 As of 7/ 1/ 22 As of 1/ 1/ 23 As of 7/ 1/ 23 As of 8/ 1/ 23 Total Number Subject to Organics 122 122 122 121 121
Recycling w/ CR& R 8 8 8 120 120
Self- Haul or 3rd Party Recycling 0 0 0 0 0 _
Exempt 0 0 0 1 1
Total Number Not Recycling 114 114 114 0 0
Percent Not Recycling 93% 93% 93% 0% L 0% the fcce of a greener generation

1.b
Packet Pg. 31
Attachment: CR&R Contract Enhancement Discussions (4198 : Solid Waste Franchise Agreement -

INCORPOR A TED
environmental services
Contract Enhancements
Proposed Contract Enhancements are IN ADDITION to
current service offerings
33, 000 New 96- gallon carts
sr
rt _ ;; 34m Residential Rate Savings 4,
dra
PaperShredding Events
Residential Sharps Program
Plate reader installation at new Facility to assist Law Enforcement ( New)
New Revenues through new Host Fee Agreement
New on- going revenues to be used at City' s discretion 10-$ 15m Site improvements at our Colton yard
Incremental Property Tax increase to the City
250-$ 500k in mitigation fees
the face of a grcencr generation

1.b
Packet Pg. 32
Attachment: CR&R Contract Enhancement Discussions (4198 : Solid Waste Franchise Agreement - CR & R

INCORPOR A TED
environmental services
Contract Enhancement Option Summary
Option# 1 Option# 2 Option# 3
Five Year Five Plus Five Year 10 Year
Contract Enhancements and Benefits Extension Option Extension Replace All Existing 64 Gallon Residential Carts with
New 96 Gallon SB 1383 Compliant Carts
Implement New Host Fee in 2024
New Paper Shredding Services at Community Clean
Ups
New In- Home Sharps Program
Plate Reader Installation
Full SB 1383 Compliance
Site Improvements at Colton Yard
Freeze Residential Rates Until July 2024
50% off CPI Residential Service Component- 2024
Perris AD Facility for Procurement Credit
250, 000 City Mitigation Fee
250k+$ 250k in Year Six Mitigation Fee
500, 000 Mitigation Fee in Year One
the face of a grcener gcncration

1.b
Packet Pg. 33
Attachment: CR&R Contract Enhancement Discussions (4198 : Solid Waste Franchise Agreement - Thank
OcRan

V INCORPORATED
environmental services
Cthe face of a greener generation
10 /~
COR
88'
I IP

PO RATED
12 1.b
Packet Pg. 34
Attachment: CR&R Contract Enhancement Discussions (4198 : Solid Waste Franchise Agreement -

ITEM NO. 2

STAFF REPORT

DATE: SEPTEMBER 19, 2023
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: STEPHANIE VARGAS, DEPUTY CITY CLERK
SUBJECT: APPROVAL OF MINUTES FOR THE CITY COUNCIL REGULAR MEETING HELD ON SEPTEMBER 5,2023, ON FILE IN THE OFFICE OF THE CITY CLERK.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Approval of Minutes for the City Council Regular Meeting Held on September 5, 2023.

BACKGROUND
Minutes for the City Council Regular Meeting Held on September 5, 2023.

FISCAL IMPACTS
None

ATTACHMENT

1. 202309-05 - DRAFT MINUTES
2 Packet Pg. 35

CITY COUNCIL/ COLTON UTILITY AUTHORITY/

COLTON PUBLIC FINANCING AUTHORITY AND COLTON HOUSING AUTHORITY

REGULAR MEETING MINUTES
September 5, 2023
Closed Session Meeting held on the above given date at 5: 00 p. m., in theCouncilChamberof CityHall, with Mayor Navarro presiding.

CITY COUNCIL ROLL CALL
CouncilmemberspresentwereMayorProTemToro, Chastain, Gonzalez, EchevarriaandMayorNavarro.

STAFF PRESENT
City ManagerSmith, City AttorneyCampos, andDeputyCity ClerkVargas

PUBLIC COMMENT
None

CLOSED SESSION
City AttorneyCamposannouncedtheCity Councilwouldmeetin ClosedSessionto DiscussItemsA andB.

A. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION Pursuant to Government Code Section 54956. 9( d)( 1)
Krystal Cassvs. City of Colton; Justin Dobiesz
San Bernardino Superior Court, Case No. CIVSB2220351
B. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION Pursuant to Government Code Section 54956. 9( d)( 1)
City of Colton vs. Inland Memorial Cremational& Burial Society, Inc.

San Bernardino Superior Court, Case No. CIVSB2300169
Mayor Navarroadjournedthemeetingto ClosedSessionat 5:02p.m. andat 6:00 p.m. themeetingreconvened, with all memberspresentheretofore.

City Attorney Reports/Reportable Action
CityAttorneyCamposannouncedthattheCityCouncildidmeetin ClosedSessionanddiscussedItemA andB and direction was given but there was no reportable action.

September 5, 2023 Regular City Council Meeting 1-

2.a
Packet Pg. 36
Attachment: 202309-05 - DRAFT MINUTES (4218 : Draft Minutes 09-05-2023)

CITY COUNCIL/ COLTON UTILITY AUTHORITY/

COLTON PUBLIC FINANCING AUTHORITY AND COLTON HOUSING AUTHORITY

REGULAR MEETING MINUTES
September 5, 2023
RegularMeetingheldontheabove-givendateat 6:00p.m. in theCouncilChamberof City Hall, with Mayor Navarro presiding.

INVOCATION: Pastor Ruben Cimental— Sovereign Grace Impact Ministries FLAG SALUTE: Fire Marshall Ray Bruno

CITY COUNCIL ROLL CALL
Council Members Present Staff Present
Frank J. Navarro, Mayor William R. Smith, City Manager
David J. Toro, MPT Carlos Campos, City Attorney
Kelly J. Chastain StephanieM. Vargas, Deputy City Clerk Dr. Luis S. Gonzalez
John R. Echevarria
Council Members Absent
None

CEREMONIAL MATTERS
Presentations, Awards, Proclamations\
Proclamation- California Native American Day
CM Gonzalez read a Proclamation Certificate— Officially recognizing the importance of California NativeAmericanDay, whichiscelebratedeveryyearonthe4thFridayof September, andthisyearon September22, 2023; acceptedbyMr. JackLugowhoisaFieldRepresentativeforAssemblyMember James Ramos and is a Morongo Band of Mission Indian.

MAYOR AND COUNCIL ITEMS

POSSIBLE CONFLICT OF INTEREST DISCLOSURES FOR THE COUNCIL MEETING OF SEPTEMBER 5, 2023.

GIFT DISCLOSURES
Mayor Navarro askedthe memberspresentif therewere any agendaitems that were a conflict of interest pursuantto CMCSection2.04.030.Nonedisclosed.

AB 1234 ORAL REPORTS
MayorNavarroaskedthememberspresentif therewereanybriefreportsonmeetingsattendedattheexpense of the City. ( GC Section 53232. 3(d). None disclosed.

September 5, 2023 Regular City Council Meeting
2 2.a
Packet Pg. 37
Attachment: 202309-05 - DRAFT MINUTES (4218 : Draft Minutes 09-05-2023)

APPOINTMENTS
Appointment- Utilities Commission- D2— Victor H. Villarreal CM Chastain submitted the name of Victor H. Villarreal for appointment to the Utilities Commission.

Consensusby CouncilMemberspresent, no objections, soratified.

MAYOR AND COUNCIL DISCUSSION ITEMS
Discussion - Term Limits/ Appointed Clerk & Treasurer - Discussion and Possible Direction to Staff Pertainingto Ballot Measuresto ConsiderTerm Limits for City Councilmembersand Conversionof City Clerk& City Treasurerto Appointed Positions.

Council Direction
Council unanimously directed staff to bring Term Limits discussion back to a future Council Meeting for continued discussion.

With CM Chastain and CM Echevarria objecting, a consensuswas reachedby Council to direct staff to bring back an item which would authorizethe City to place a ballot measureon the March 5, 2024 Presidential Primary Election. This Ballot Measure would allow the residents of Colton to decide whetheror not they want the City Clerk positionto continueto be an Electedposition or changeit to being an Appointed position.

PUBLIC HEARINGS— There are no Public Hearings.

BUSINESS ITEMS- There are no Business items.

PUBLIC COMMENT
The following communitymembersaddressedthe Council: JaimeM. Cervantes, Mike Leyva, Frank Montez, Kathy A. Davis, Samantha Smith- Almario, Dr. Peter Eveland, Troy Moulas, Consuelo De La Torre, Mguadalupe Bautista, Luz Molina, Darby Osnaya, Christine Irish- Re', Erika Holguin, John Stylianides, Kelley Morgan, Pam Lemos, Gary Shaver, and Mary Aguilar.

CONSENT CALENDAR
MayorNavarropresentstheConsentCalendarItems1through10.

City Manager announced the following correction of the Consent Calendar: Correction to Item 3 — Additional Funding— Early Care & Education Program.

City Manager Smith explained the correction for the records: Page 2 of the associated Resolution for Item 3, in Section4 undertheBudgetAmendments, theword "increase" wasleft outof the3rdbulletpoint. All 3 bullet points are increases.

Motion and Secondby CM Gonzalez/ CM Chastainto approve consentcalendar.

Vote: Unanimous, Motion Passes.

September 5, 2023 Regular City Council Meeting 3

2.a
Packet Pg. 38
Attachment: 202309-05 - DRAFT MINUTES (4218 : Draft Minutes 09-05-2023) 1) - Minutes - Approvalof Minutesfor theCity CouncilRegularMeetingHeld onAugust15, 2023, onfile in the Office of the City Clerk.
2) Warrants - Approve US Bank voucher dated 07/20/ 2023 and totaling $ 39, 523.59; voucher numbers 206993 to 207109 dated0727/2023 and totaling $2,176,858.69; voucher numbers 207110 to 207192 dated07/29/2023andtotaling $78,264.51; vouchernumbers207193to 207303dated08/03/2023and totaling $8,417,221.33; vouchernumbers207304to207369dated08/07/2023andtotaling $424,486.03; voucher numbers 207370 to 207460 dated 08/ 10/ 2023 and totaling $ 1,471,175.36 and a payroll disbursementlisting dated05/27/2023to 06/09/2023andtotaling$913,604.76; apayroll disbursement listingdated06/10/2023to 06/23/2023andtotaling $908,988.44andapayrolldisbursementlisting dated 06/ 24/ 2023 to 07/ 07/ 2023 and totaling $ 1,426, 657. 67. 3) Additional Funding- Early Care& Education Program - Approve and Adopt a Resolution Accepting the Early CareandEducationDivision AdditionalFunding, RESOLUTION NO. R-75-23. 4) Agreement- Blais & Associates - Approve a Professional Services Agreement with Blais & Associates to ProvideGrantWriting Servicesfor the StrategicGrowthCouncilCommunityResilienceCenters Program and Approve and Adopt Resolution R-82-2023 authorizing the submission of the application for grantfundsfor theCommunityResilienceCentersProgram, RESOLUTION NO. R-82-2023. 5) Agreement- CONFIRE - Approve IndependentContractor Agreement Between CONFIRE and City of Colton, RESOLUTION NO. R- 77- 23.
6) Budget Amendment- CR& R Disposal Services,- Approve and Adopt a Resolution to Amend the FY 22- 23 Budget for CR& R Residential Disposal Services, RESOLUTION NO. R- 83-23. 7) Contract Award- Resource Environmental Inc. - Award Contract to Resource Environmental Inc. for Demolition of Rialto Concrete Tank.
8) Notice of Completion- Downtown Paseo Improvement Project- Approve Notice of Completion( NOC) for theCity of Colton'sDowntownPaseoImprovementProjectwith ThreePeaksCorp. 9) Notice of Completion- F Street Transmission Line - Approve Notice of Completion for the F Street 16" Water Transmission Line.
10) Second Reading of Ordinance No. 0- 10- 23 - WaiveFull Reading, Readby Title Only, andApprove SecondReadingof An Ordinanceof theCity Councilof theCity of ColtonAmendingTitle 18, Section

18.48.150 of the Colton Municipal Code Relating to Accessory Dwelling Units and Junior Accessory Dwelling Units andDeterminingtheAdoptionof theOrdinanceto be StatutorilyExemptFromCEQA Under Public Resources Code § 21080. 17 ( File Index No. DAP- 001- 810), ORDINANCE NO. 0- 10-

23. MAYOR AND COUNCIL ORAL REPORTS AND COMMENTS
Commentsfrom Mayor, CouncilandCity Treasureronvariousissuesandactivitiesthroughoutthecommunity.

CITY MANAGER' S REPORTS
City ManagerSmithapologizedto residentswhowereaffectedby thepoweroutagesandexpressedconcern and a desireto assistCM Echevarria in his efforts to reach out to the effected resident.

September 5, 2023 Regular City Council Meeting 4

2.a
Packet Pg. 39
Attachment: 202309-05 - DRAFT MINUTES (4218 : Draft Minutes 09-05-2023) r ,

ADJOURNMENT
At 8: 25 p. m.. Mayor Navarro adjourned the Regular Council Meeting in Memorium for Eddie Cortez who recentlypassedaway. After expressingtheCity' s appreciationfor the 30plusyearsthatEddieCortezservedin theCity of Colton'sFireDepartment, theMayor calledfor amomentof silence.

Stephanie M. Vargas
Deputy City Clerk
September 5, 2023 Regular City Council Meeting 5-

2.a
Packet Pg. 40
Attachment: 202309-05 - DRAFT MINUTES (4218 : Draft Minutes 09-05-2023)

ITEM NO. 3

STAFF REPORT

DATE: SEPTEMBER 19, 2023
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: STACEY DABBS, FINANCE DIRECTOR
SUBJECT: APPROVE VOUCHER NUMBERS 207461 TO 207579 DATED 08/17/2023 AND TOTALING $1,683,906.54; VOUCHER NUMBERS
207580 TO 207657 DATED 08/21/2023 AND TOTALING $510,357.25; REPLACEMENT CHECKS 207658 TO 207659 TOTALING $2,744.35; VOUCHER NUMBERS 207660 TO 207763 DATED 08/24/2023 AND
TOTALING $599,210.84; A PAYROLL DISBURSEMENT LISTING
DATED 07/08/2023 TO 07/21/2023 AND TOTALING $1,167,344.07 AND A PAYROLL DISBURSEMENT LISTING DATED 07/22/2023
TO 08/04/2023 AND TOTALING $1,085,947.15.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Approve voucher numbers 207461 to 207579 dated 08/17/2023 and totaling $1,683,906.54; voucher numbers 207580 to 207657 dated 08/21/2023 and totaling $510,357.25; replacement checks 207658 to 207659 totaling $2,744.35; voucher numbers 207660 to 207763 dated 08/24/2023 and totaling $599,210.84; a payroll disbursement listing dated 07/08/2023 to 07/21/2023 and totaling $1,167,344.07 and a payroll disbursement listing dated 07/22/2023 to 08/04/2023 and totaling $1,085,947.15.

BACKGROUND

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

ISSUES/ANALYSIS

All vouchers and related backup documentation have been reviewed by the City Treasurer. 3 Packet Pg. 41
Staff Report to the Mayor and City Council
Warrants - Accounts Payable
September 19, 2023

FISCAL IMPACTS

None.

ALTERNATIVES

1. Provide alternative direction to staff.

ATTACHMENT

1. Fund Number and Title Legend

2. Voucher lists

3. Payroll Registers
3 Packet Pg. 42
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

3.a
Packet Pg. 43
Attachment: Fund Number and Title Legend (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 44
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 45
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 46
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 47
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 48
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 49
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 50
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 51
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 52
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 53
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 54
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 55
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 56
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 57
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 58
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 59
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 60
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 61
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 62
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 63
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 64
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 65
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 66
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 67
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 68
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 69
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 70
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 71
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 72
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 73
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 74
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 75
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 76
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 77
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 78
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 79
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 80
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 81
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 82
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 83
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 84
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 85
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 86
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 87
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 88
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 89
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.b
Packet Pg. 90
Attachment: Voucher lists (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 91
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 92
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 93
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 94
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 95
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 96
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 97
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 98
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 99
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 100
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 101
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 102
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 103
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 104
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 105
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 106
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 107
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 108
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 109
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 110
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 111
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

3.c
Packet Pg. 112
Attachment: Payroll Registers (4110 : Warrants - Accounts Payable)

ITEM NO. 4

STAFF REPORT

DATE: SEPTEMBER 19, 2023
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 TREAURER'S REPORT FOR JUNE 2023.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Receive and File City Treasurer’s Report for June 2023.

ATTACHMENT

1. Treasurer's report June 2023 pdf.
4 Packet Pg. 113

4.a
Packet Pg. 114
Attachment: Treasurer's report June 2023 pdf. (4217 : Treasurer's Report)

4.a
Packet Pg. 115
Attachment: Treasurer's report June 2023 pdf. (4217 : Treasurer's Report)

4.a
Packet Pg. 116
Attachment: Treasurer's report June 2023 pdf. (4217 : Treasurer's Report)

4.a
Packet Pg. 117
Attachment: Treasurer's report June 2023 pdf. (4217 : Treasurer's Report)

4.a
Packet Pg. 118
Attachment: Treasurer's report June 2023 pdf. (4217 : Treasurer's Report)

4.a
Packet Pg. 119
Attachment: Treasurer's report June 2023 pdf. (4217 : Treasurer's Report)

4.a
Packet Pg. 120
Attachment: Treasurer's report June 2023 pdf. (4217 : Treasurer's Report)

4.a
Packet Pg. 121
Attachment: Treasurer's report June 2023 pdf. (4217 : Treasurer's Report)

4.a
Packet Pg. 122
Attachment: Treasurer's report June 2023 pdf. (4217 : Treasurer's Report)

4.a
Packet Pg. 123
Attachment: Treasurer's report June 2023 pdf. (4217 : Treasurer's Report)

4.a
Packet Pg. 124
Attachment: Treasurer's report June 2023 pdf. (4217 : Treasurer's Report)

ITEM NO. 5

STAFF REPORT

DATE: SEPTEMBER 19, 2023
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: BRIAN DICKINSON, PUBLIC WORKS AND UTILITY SERVICES

DIRECTOR
SUBJECT: APPROVE A LEASE AGREEMENT WITH MOBILE MODULAR

MANAGEMENT CORP FOR A TEMPORARY OFFICE TRAILER

FOR THE WASTEWATER DIVISION OF THE PUBLIC WORKS &
UTILITIES DEPARTMENT.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Dispense with competitive bidding under Colton Municipal Code Section 3.08.140(C) and approve a two (2) year lease agreement for a 36-foot x 60-foot temporary office building in a total amount of $118,909.16, from Mobile Modular Management Corp, through the Sourcewell cooperative purchasing program, Contract ID #120822-MMR.

BACKGROUND

The City of Colton owns and operates a Wastewater Treatment Plant located at 1201 S.

Rancho Avenue. Colton’s Wastewater Treatment Plant accepts domestic, commercial, and industrial wastewater generated within the Cit ies of Colton, Grand Terrace, and some unincorporated areas of San Bernardino County.

The original facilities for the treatment plant and control building were built in 1949. In 1998, during an expansion project of the treatment plant, a portable modular office was installed by the contractor as an on-site construction office. At the completion of the project, the contractor donated the modular building to the City which has been used as the administration building since. The existing modular building has aged and needs major maintenance renovations and upgrades.

5 Packet Pg. 125
Staff Report to the Mayor and City Council
Agreement - Mobile Modular Management Corp.

September 19, 2023

In 2017, City Council approved a professional services agreement with an architectural design and engineering firm for the design of a new Administration and Controls Building. In 2023, City staff advertised for bid the construction of the new building and received multiple bid s that exceeded budgeted amounts for construction. After evaluation of the bids received, staff determined that the increase in cost was due to the significant increase s in both materials and labor costs. Staff is currently re -evaluating the design and will be looking for funding for the new building in the coming fiscal year. In the meantime, staff evaluated options for the existing facility and determined that leasing a new temporary modular building was a more cost -effective solution in lieu of doing major maintenance and repairs to the existing building.

ISSUES/ANALYSIS

Section 3.08.140(C) of the City's Purchasing Ordinance allows the City to dispense with competitive bidding when it is determined “that a competitive bid procedure has been conducted by another public agency and the price to the City is equal to or better than the price to that public agency.” As a local government unit, Sourcewell created a coope rative purchasing contract designed to make the governmental procurement procedure more efficient by creating competitively bid/priced contracts for goods and services; and providing the customer service necessary to help its members achieve their procurem ent goals. Sourcewell performs all competitive bidding and procurement procedures in accordance with state statutes.

Only government agencies, public and private schools/colleges, tribal governments, and nonprofit organizations can register as a participating agency. The City of Colton is currently an active member of the Sourcewell cooperative purchasing contract program (registration account number 71800). McGrath RentCorp dba Mobile Modular Management Corp. is an approved qualified Sourcewell contract vendor (#120822-MMR).

Staff recommends City Council approve a two (2) year lease with Mobile Modular Management Corp for the lease of a 36 -foot x 60 -foot temporary modular building for a total cost of $118,909.16 through the Sourcewell Cooperative pur chasing program, Contract No 120822 - MMR.

FISCAL IMPACTS

Sufficient adopted FY2022-23 appropriations in Wastewater Fund Wastewater Treatment Plant Capital Improvement Account 522 -8200-8204-3890-0000-000 are available for carryover to FY2023-24 to complete the project in the current year.

ALTERNATIVES

1. Provide Alternative Direction to Staff.

5 Packet Pg. 126
Staff Report to the Mayor and City Council
Agreement - Mobile Modular Management Corp.

September 19, 2023

ATTACHMENT

1. Lease Agreement_City of Colton_36x60

2. Executed Mobile Modular-Sourcewell Contract 2023
5 Packet Pg. 127
Page1of8
LeaseQuotationandAgreement
LesseeName: BillingAddress:
ContactName: City/State/Zip:
Email: LessorRepresentative:
Phone: Email:
QuotationDate: Phone:
ProjectInformation
ProjectName: SiteContact:
SiteAddress: Phone:
City/State/Zip: Email:
County: PONumber:
LeaseTerm(months): EstimatedDeliveryDate:
EquipmentandServices
EquipmentDescription: UnitNumber:
DescriptionofServices: Qty Charge(US$)
MonthlyRentalRate:
MonthlyDamageandDestructionWaiverFee(ifapplicable*): Delivery:
Installation(Block/Level/ Anchors): EstimatedTeardown,AnchorRemoval:
EstimatedReturn:
SupplementalAdministrativeFee:
AccessoriesandServices
Steps: x$ ea.= /month
EstimatedEquipmentInsuranceValue:
RefertoLeaseTermsandConditionsforapplicableinsurancerequirements * TheDamageandDestructionWaiveroptionissubjecttothetermsandconditionssetforthinthe DamageandDestructionWaiver,whichisattachedheretoandincorporatedhereinbyreference.

Mobile:

S/N:

TotalChargesbeforeTax:
PrevailingorUnionRatesIncluded
City of Colton
Mario Arredondo
[email protected]
909-370-5099
8/15/23
650 N. La Cadena Dr.

Colton, CA 92324-2823
Chris Parker
[email protected]
951-553-3520
Office Trailer
1201 S. Rancho Ave.

Colton, CA 92324-3342
San Bernardino
24 8/14/23
36x60 203292/247/249 MO01461
$ 2,021.00 24 $ 48,504.00
$ 225.00 0 $ 0.00
$ 2,250.00
CP $ 9,300.00
$ 5,700.00
$ 2,250.00
$ 101.05 24 $ 2,425.20
2 50 $ 100 24 $ 2,400.00
ADA Ramp Monthly Rental $ 575.00 24 $ 13,800.00
ADA Ramp Delivery/Installation $ 1,500.00 1 $ 1,500.00
ADA Ramp Dismantle/Return $ 1,500.00 1 $ 1,500.00
Skirting Installation $ 7,040.00 1 $ 7,040.00
Skirting Removal $ 1,520.00 1 $ 1,520.00
Furniture Monthly Rental $ 838.54 24 $ 20,124.96
Furniture Delivery $ 297.50 1 $ 297.50
Furniture Return $ 297.50 1 $ 297.50
$ 200,000 $ 118,909.16
Sourcewell Member ID#71800
Sourcewell monthly rental rate 24+ months@ $2,201.00 - $200.00 discount = $2,021.00 per month rental rate x 24 months= $48,504.00

5.a
Packet Pg. 128
Attachment: Lease Agreement_City of Colton_36x60 (4215 : Agreement - Mobile Modular Management Corp.)

ClarificationsandAdditionalInformation
• Quote is valid for 30 days.
• This Lease Quotation and Agreement is subject to the Scope of Work and Terms and Conditions set forth below. • Prices quoted exclude all applicable sales and property taxes. Taxes payable by Lessee will be calculated at the applicable rate at the time of invoicing.
• Charges for return-relatedservicesspecifiedhereinareestimatesonlyforallleaseswithinitialLeaseTerms12monthsor longer or if the Lease Term is extended past the expiration of the initial Lease Term. Actual charges for return-related services will be charged at Lessor’s then-current rates for such services at the time the leased equipment is returned to Lessor.
• Lessee’s site must be dry, compacted, level and accessible by normal truck delivery. Lessee will be responsible for all chargestodolly,crane,forklift,orotherwise.Unlessotherwisespecified,quotationexcludespermits,rampremoval,stairs, foundation systems, foundation system removal, temporary power, skirting, skirting removal, engineering, taxes, or utility connections.
• Quotationissubjecttoequipmentavailability.Unlessotherwisespecified,equipmentandrelatedfurnishings,finishes, accessories, and appliances provided are previously leased and materials,dimensionsandspecificationsvary.Detailed specificationsmaybeavailableuponrequest.
• Lessor reserves the right to substitute equal or better equipment prior to delivery without notice. • This transaction is subject to Lessor’s credit approval requirements. Security deposit and/or payment in advance may be required. To complete a credit application, please visit https:/ /vestamodular.com/customer-credit-application/. • Unlessotherwisespecified,pricesdonotincludeprevailingwages,Davis-Baconwages,orotherspecialorcertifiedwages.

SCOPE OF WORK
Note: the terms “Customer” and “Lessee” are used interchangeably. Lessee Not Applicable
Lessor

1. Floor plan X

2. Foundation Pad -minimum 2500 PSF recommended X

3. Third party certification of drawings of building X

4. Delivery to customers site X

5. Site access including all weather road (Vesta Modular does not restore access wheel ruts and damaged grass, landscaping and trees)
X

6. Site leveling, compaction and drainage (note positive drainage is required from foundation pad)
X

7. Stake location (all four corners) and site plan showing building layout X

8. Site utilities (electrical, water, sewer, and telcom including crawl space harnessing)
X

9. Provide pier (dry stack CMU) foundation plans (above grade only) X

10. Permits and fees (other than delivery) X

11. Set buildings on foundation pad provided by customer X

12. Provideconcretepiers(drystackedpiersusing8x8x16CMUblocks)on precastconcretepads16”x16”x4”orequal
X

13. Remove axles, tires and hitches (hitches removed and placed in crawl space on doublewide and larger installations only)
X

14. Provide temporary power for hand tools if required X • Additional Note: MM Sourcewell Contract ID#120822-MMR. 36x60 Modular Building lease priced using our std Sourcewell pricing. All one time charges including installation, delivery, foundation, skirting, ADA ramp, site work, etc. was priced using RSMeans plus 17% markup Mobile Modular Sourcewell Contract ID#120822-MMR

5.a
Packet Pg. 129
Attachment: Lease Agreement_City of Colton_36x60 (4215 : Agreement - Mobile Modular Management Corp.)

15. Provide dumpster service for trash removal at the jobsite if required X

16. Provide bathroom facilities at jobsite for setup crews if required X

17. Anchor building – type of site (check one) Dirt__ Gravel __ Rock ___ Concrete __ X

18. Install skirting to match siding – type X

19. Install interior and exterior finishes X

20. Weathertite roof X

21. Site adjustment of all doors after setup (related to site settlement) X

22. Level floor during setup X

23. Supply/install electrical panel box (es) X

24. Engineer, supply and install electrical distribution system, and sub feed to electrical panel box(es)
X

25. Supply/install transformer, if needed X

26. Supply/install Step and Landings – Type X

27. Broom sweep of interior floors– all other cleaning by customer X

28. Supply/install awning/canopies X

29. Hookup HVAC to electrical panel box or boxes (by factory) X

30. Balance HVAC system X

31. Supply/install miniblinds X

32. Supply/install guttering and downspouts X

33. Supply/install fire alarm system, if needed X

34. Supply/install fire sprinkler system if required X

35. Supply/install emergency lighting X

36. Supply/install telephone J-boxes and computer J-boxes X

37. Supply/install telephone and communication wiring X

38. Connect power during set-up X

Mobile Modular Sourcewell Contract ID#120822-MMR

5.a
Packet Pg. 130
Attachment: Lease Agreement_City of Colton_36x60 (4215 : Agreement - Mobile Modular Management Corp.)

This Lease Quotation and Agreement is entered into by and between Lessor and Lessee effective as of the date signed by Lessee. This Lease Quotation and Agreement includes the terms and conditions set forth in the following two documents (collectively, the “Agreement”), each of which is incorporated herein by this reference:

1. Lease Terms and Conditions attached hereto; and

2. Supplemental Lease Terms and Conditions located at (https://www.mobilemodular.com/contractterms), as the same may be updated from time to time in the sole and absolute discretion of Lessor.

By signing below, Lessee: (1) acknowledges and agrees that it has received, read and understands the terms of this Agreement and agrees to be bound by the terms of this Agreement, including prices and specifications, and (2) instructs Lessor to make appropriate arrangements for the preparation and delivery of the Equipment identified herein. This Agreement may be executed in one or more counterparts (including through the use of electronic signatures), each of which shall be deemed an original and all of which shall constitute one and the same Agreement. Upon execution of this Agreement, Lessor shall generate a Lease Agreement Number, which shall be referenced on all Lessor invoices.

No document provided by Lessee, including, without limitation, Lessee’s purchase orders, work orders, bills of lading, or forms for receipt or acknowledgment or authorization (“Lessee Forms”), nor the terms and conditions associated with such Lessee Forms, shall amend, modify, supplement, waive, or release any term or condition of this Agreement (or the Master Lease Agreement, as applicable) even if such Lessee Forms are signed by an agent or representative of Lessor. The terms and conditions of this Agreement (or the Master Lease Agreement, as applicable) shall prevail over any Lessee Forms, and any inconsistent or additional terms and conditions in Lessee Forms shall be deemed void ab initio and of no force or effect.

The individuals signing this Agreement affirm that they are duly authorized to execute this Agreement by and on behalf of the parties hereto.

LESSOR: LESSEE:

Vesta Housing Solutions, LLC
Signature: Signature:

Name: Name:

Title: Title:

Date: Date:

City of Colton
Chris Parker
Western Region Manager
Mobile Modular Sourcewell Contract ID#120822-MMR

5.a
Packet Pg. 131
Attachment: Lease Agreement_City of Colton_36x60 (4215 : Agreement - Mobile Modular Management Corp.)

LEASE TERMS AND CONDITIONS

1. LEASE. Lessor agrees to lease to Lessee, and Lessee agrees to lease from Lessor, theEquipment(asdefinedbelow).The lease of any Equipment is governed by the terms of this Agreement. The Equipment is and shall remain the personal property of Seller.

2. TERMS.Allcapitalizedtermsusedandnototherwisedefinedherein,willhavethemeanings set forth in this Agreement. As usedinthisAgreement,thefollowingdefinitionsshallapply:“Accessories” shall mean any additions, attachments, or accessories to the modular buildings, or ancillary services, provided by Lessor to Lessee and identifiedinthisAgreement; “Equipment”shallmeanthemodularbuildings,Accessories,and/orServicesidentifiedinthisAgreement,togetherwithany replacements, repairs, additions, attachments or accessories hereafter rented to Lessee under this Agreement.

3. PAYMENTS AND PRICE ADJUSTMENTS.LesseeagreestopaytoLessoreachpaymentspecifiedhereinonanetinvoicebasis. Payment terms are net due upon receipt unless otherwise agreed upon in writing. All payments due from Lessee pursuant to this Agreement shallbemadebyLesseewithoutanyabatementorsetoofanykindwhatsoeverarisingfromanycause whatsoever. Prices will be increased by Lessor for unknown circumstances or conditions, including, but not limited to, driver waiting time, special transportpermits,dicultsiteconditionsand/orincreasesinfuelprices.

4. LEASE TERM; EARLY TERMINATION.TheLeaseTermandMonthlyRent,eachofwhicharespecifiedinthisAgreement,shall commenceonthedatetheEquipmentisdeliveredtotheSite(the"StartRentDate”),unlessadierentdateismutually agreed upon in writing, and shall continue thereafterforthenumberofmonthsspecifiedinthisAgreementastheLease Term.LesseeagreestopaytheTotalMonthlyChargesspecifiedinthisAgreement(asmaybeadjustedpursuanttoSection5 below) for each month during the Lease Term and any extensionsthereof.Amonthisdefinedasthirty(30)calendardays; rentwillbebilledmonthlyunlessotherwisespecifiedinthisAgreement(butrentshallbedueandowingevenintheabsence of actual receipt by Lessee of an invoice or bill). In the event that Lessee terminates this Agreement prior to the expiration of the Lease Term, Lessor shall be entitled to charge an early termination fee, even if such termination occurs prior to delivery of the Equipment. Such fee shall be determined by Lessor, in its sole discretion, following the receipt of the termination request. Such early termination fee may include, but shall not be limited to, charges related to the preparation of the Equipment for delivery and/or the rental value of this Agreement. In no event shall any such early termination fee exceed the total value of this Agreement. Lessor shall not be liable to Lessee for any failure or delay in obtaining, delivering or setting up the Equipment. If Lessee delays delivery of the Equipment for any reason for thirty (30) days or longer from the original delivery date mutually agreed upon between both parties, Lessor may, in Lessor’s sole discretion, charge Lessee a monthly storage fee equal to the Monthly Rent starting on the original delivery date, and/or terminate this Agreement, subject to the early termination provisions set forth above.

5. EXTENSION OF LEASE TERM. Upon expiration of the initial Lease Term set forth in this Agreement, the lease of the Equipment shall automatically be extended on a month-to-month basis until the Equipment is returned to Lessor. This Agreementdoesnotexpireandthetermsandconditionshereofshallremaininfullforceandeectforanyextensionofthe Lease Term, unless otherwise agreed upon by Lessor and Lessee in writing. Lessor may periodically revise the Total Monthly ChargesfromthosereflectedinthisAgreementiftheleaseoftheEquipmentisextendedbeyondtheinitialLeaseTerm.If the lease of the Equipment is extended beyond the initial Lease Term, Lessor may revise the charges for the Estimated Mobile Modular Sourcewell Contract ID#120822-MMR

5.a
Packet Pg. 132
Attachment: Lease Agreement_City of Colton_36x60 (4215 : Agreement - Mobile Modular Management Corp.)

Return-RelatedServicesfromthosespecifiedinthisAgreementtoreflectLessor’sthen-current market rates for such services.

6. PREPARATION FOR REMOVAL OF THE EQUIPMENT. Prior to the scheduled removal of the Equipment, Lessee shall, at a minimum: (a) provide clear access to the Equipment for Lessor to dismantle and remove the Equipment from the Site by industry-standard trucking methods; (b) disconnect all utilities; (c) remove all personal property of Lessee’s from the Equipment;and(d)inthecaseofEquipmentthatincludesplumbing,flushtheplumbinglinescleanandensurethatno foreignmatterremainsinanyfixtures.PlumbingmustbeproperlydisconnectedbyLesseeatitssolecostandexpense. Lessee will be responsible for costs of repair required by improper plumbing disconnection to the extent that the Equipment is damaged. Any components, parts or accessories supplied by Lessor must be returned with the Equipment. In the event that Lessee fails to meet the requirements herein, additional charges may be incurred by Lessee for additional labor, waiting time, or dry-runs in the event that Lessor is unable to return the Equipment as scheduled.

7. RETURN OF EQUIPMENT. Lessee must provide a minimum of thirty (30) days prior, written notice to Lessor when requesting to return the Equipment. Lessee is responsible for complying with the requirements set forth in the “Preparation for Removal of the Equipment” section of these Lease Terms and Conditions. Unless otherwise agreed upon by Lessor in writing, Lessee shall continue to be responsible for payment of the monthly charges set forth in this Agreement (as may be adjusted pursuant to Section 5 hereto) until return of the Equipment to Lessor is completed. The monthly charges will be prorated in one-half(1/2)monthincrementsonly.IftheEquipmentisreturnedwithinthefirstfifteen(15)daysofthebillingperiod, Lessee shall be responsible for paying half of the monthly charges; if Equipment is returned between the sixteenth (16th) and thirtieth (30th) days of the billing period, Lessee shall be responsible for paying the entire amount of the monthly charges. The estimated charges for return-relatedservicesreflectedinthisAgreementwillbeadjustedforanyLeaseTerm longer than twelve (12) months or if the Lease is extended beyond the initial Lease Term, pursuant to Section 5.

8. WARRANTIES; DISCLAIMER. Lessor warrants to Lessee that the Equipment, when delivered and set up and under normal use and regular service and maintenance by Lessee, shall be free from major defects in materials and workmanship that prevent any normal use and operation. Accessories supplied by Lessor pursuant to this Agreement but not owned by Lessor shall not be subject to the foregoing warranty, but shall carry the applicable warranty of the Accessory owner, which Lessor hereby assigns to Lessee to the extent transferable. Lessor’s liability under this warranty shall be limited to the replacement or repair of the defective Equipment (during Lessor’s normal working hours), at Lessor’s option; provided, however, that Lessee shall provide written notice of any failure or defect to Lessor within four (4) days after discovery, and within the applicable warranty period, and failure to provide such notice in a timely manner may result in a limitation of this warranty at Lessor’s sole option. If Lessee does not grant clear, unobstructed access for any such repairs between 8:00 a.m. and 5:00 p.m., Monday through Friday, Lessee shall bear the cost of repair rates for labor at the applicable overtime rates. This warranty does not extend to any Equipment subjected to improper application, damaged by accident or abuse, or repaired or altered outside of Lessor’s facilities without prior written authorization from Lessor. THE EXPRESS WARRANTIES CONTAINED IN THIS AGREEMENT ARE LESSOR’S SOLE AND EXCLUSIVE WARRANTIES WITH RESPECT TO THE EQUIPMENT AND SERVICES,

AND ARE IN LIEU OF AND EXCLUDE ALL OTHER WARRANTIES, GUARANTEES, PROMISES, AFFIRMATION OR

REPRESENTATIONS OF ANY KIND, EXPRESSED OR IMPLIED, WHICH MAY BE DEEMED APPLICABLE TO THE EQUIPMENT OR

SERVICES, INCLUDING WITHOUT LIMITATION, THE CONDITION OF THE EQUIPMENT, ITS MERCHANTABILITY OR ITS FITNESS

FOR ANY PARTICULAR PURPOSE, ANY WARRANTY AGAINST INFRINGEMENT OR AS TO TITLE, WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OR TRADE OR ANY OTHER MATTER. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION, ALL EQUIPMENT AND SERVICES ARE BEING PROVIDED “AS IS”, “WHERE IS, WITH ALL FAULTS”. LESSOR SPECIFICALLY DISCLAIMS ANY WARRANTY, GUARANTY OR REPRESENTATION, ORAL OR WRITTEN, PAST OR PRESENT, THERETO. LESSEE HAS SELECTED ALL EQUIPMENT FOR LESSEE’S INTENDED USE AND RECOGNIZES THAT LESSOR IS NOT A DESIGNER OR MANUFACTURER OF ANY EQUIPMENT.

Mobile Modular Sourcewell Contract ID#120822-MMR5.a
Packet Pg. 133
Attachment: Lease Agreement_City of Colton_36x60 (4215 : Agreement - Mobile Modular Management Corp.)

9. TAXES. Lessee agrees to be responsible for all charges, fees and taxes (local, state and federal) levied or assessed upon Lessee or Lessor relating to the ownership, leasing, rental, sale, possession, use or operation of the Equipment (including, without limitation, sales, use and personal property taxes); provided, however, that the foregoing obligation shall not apply to any local, state or federal income tax assessed against the Lessor as a result of this Agreement which shall continue to be the obligation of Lessor. Lessee shall pay all such taxes for which it is responsible to the appropriate taxing authorities or, if directed or invoiced by Lessor, pay such amounts to Lessor for remittance by Lessor to the appropriate taxing authorities.

10. LOSS OR DAMAGE. Upon delivery and until the Equipment is removed from the Site by Lessor or its authorized agent, Lessee assumes all risk of loss or damage to the Equipment. Should any Equipment damaged be capable of repair, the Equipment shall be repaired and restored to its condition existing prior to such damage, at Lessee’s sole cost and expense. In the event any of the Equipment is damaged beyond repair or is lost, stolen or wholly destroyed, this Agreement shall cease and terminate as to such Equipment as of the date of the event, accident or occurrence causing such loss or destruction, and Lessee shall pay Lessor within forty-five(45)daysthereafter,anamountequaltothefullreplacementvalueofthe Equipment, which payment obligation shall survive the termination of this Agreement.

11. INSURANCE. Lessee shall procure and maintain, at its sole expense (including all premiums, deductibles and self-insured retentions), (i) property insurance covering the loss, theft, destruction, or damage to the Equipment in an amount not less than the full replacement value thereof (and with a deductible no higher than $25,000), naming Lessor as loss payee of the proceeds, and (ii) commercial general liability insurance (minimum of $1,000,000 per occurrence and $2,000,000 in the aggregate) (and with a deductible no higher than $25,000), naming Lessor and its designees as additional named insureds.

Lessee's insurance shall be primary and non-contributory to any insurance maintained by Lessor or any other additional insureds or additional named insureds. The liability insurance policy shall contain coverage for all contractual indemnity obligations of Lessee set forth in this Agreement, cross-liability and waiver of subrogation provisions in favor of Lessor and any other additional insureds. All evidence of all required insurance shall be in a form reasonably acceptable to Lessor and with a company having an A.M. Best rating of A- (VII) or better, and shall not be subject to cancellation without thirty (30) days’ prior written notice to Lessor. Lessee shall provide to Lessor insurancecertificatesandendorsements(including without limitation, additional insured and loss payee endorsements) evidencing compliance with the insurance requirements of this Agreement (including without limitation, the deductible amounts and waiver of subrogation) prior to delivery of the Equipment and shall maintain all required insurance coverage until the Equipment is returned to Lessee. Lessor will not and does not provide insurance for any of Lessee’s personal property that may be in or on any Equipment.

12. INDEMNIFICATION AND LIMITATION OF LIABILITY.
(a) LESSEE ON BEHALF OF ITSELF, ITS SUCCESSORS, ASSIGNS, PARENTS, SUBSIDIARIES, VENDORS, SUBCONTRACTORS,

AND AFFILIATES, AND THEIR RESPECTIVE REPRESENTATIVES, DIRECTORS, OFFICERS, MANAGERS, VENDORS, MEMBERS, SHAREHOLDERS, PARTNERS, CONTRACTORS, EMPLOYEES, AGENTS, AND ASSIGNS (EACH, A “LESSEE PARTY,” AND COLLECTIVELY, THE “LESSEE PARTIES”) SHALL INDEMNIFY, DEFEND, RELEASE, AND HOLD HARMLESS

LESSOR, ITS SUCCESSORS, ASSIGNS, PARENTS, SUBSIDIARIES, VENDORS, CONTRACTORS, AND AFFILIATES, AND THEIR

RESPECTIVE REPRESENTATIVES, DIRECTORS, OFFICERS, MANAGERS, VENDORS, MEMBERS, SHAREHOLDERS, PARTNERS, CONTRACTORS, EMPLOYEES, AGENTS, AND ASSIGNS (EACH A "LESSOR INDEMNIFIED PARTY,” AND COLLECTIVELY, THE “LESSOR INDEMNIFIED PARTIES”) FROM AND AGAINST ANY AND ALL LOSSES, FEES, COSTS,

EXPENSES, CLAIMS, LIABILITIES, DAMAGES, PENALTIES, FINES, FORFEITURES, AND SUITS (INCLUDING COSTS OF DEFENSE, SETTLEMENT AND REASONABLE ATTORNEYS’ FEES, ENVIRONMENTAL CONSULTANTS AND EXPERT WITNESS FEES AT TRIAL AND ON APPEAL) (COLLECTIVELY, “LOSSES”) RELATING TO, ARISING OUT OF OR IN CONNECTION WITH: (1) ANY BREACH OR NON-FULFILLMENT OF ANY COVENANT, AGREEMENT, OR OBLIGATION TO BE PERFORMED

BY LESSEE PURSUANT TO THIS AGREEMENT, OR ANY INACCURACY IN OR BREACH OF ANY OF THE REPRESENTATIONS OF LESSEE SET FORTH IN THIS AGREEMENT; (2) THE OCCURRENCE OF ANY EVENT SET FORTH IN SECTION 13; (3) THE

SELECTION, USE, POSSESSION, DELIVERY, RENTING, LEASING, SUBLEASING, OPERATION, TRANSPORT, MAINTENANCE, Mobile Modular Sourcewell Contract ID#120822-MMR5.a
Packet Pg. 134
Attachment: Lease Agreement_City of Colton_36x60 (4215 : Agreement - Mobile Modular Management Corp.)

CONDITION, REPAIR, REPLACEMENT, REPOSSESSION, RETURN OR STORAGE OF ANY EQUIPMENT OR ANY SERVICES; (4) ANY FAILURE BY ANY LESSEE PARTY TO COMPLY WITH ANY APPLICABLE LAW IN CONNECTION WITH ANY EQUIPMENT OR THE SERVICES OR THIS AGREEMENT; (5) ANY DEATH OR BODILY INJURY TO ANY PERSON OR

DESTRUCTION OR DAMAGE TO ANY PROPERTY TO WHICH THE ACTS OR OMISSIONS OF A LESSEE PARTY CONTRIBUTED; OR (6) ANY NEGLIGENT OR INTENTIONAL ACT OR OMISSION OF ANY LESSEE PARTY FOR ANY ACTION RELATED TO OR ANY USE OF ANY EQUIPMENT. THIS INDEMNITY SHALL APPLY EVEN IF SAID LOSSES ARE

OCCASIONED, BROUGHT ABOUT OR CAUSED BY THE CONCURRENT NEGLIGENCE OF ANY LESSOR INDEMNIFIED PARTY,

UNLESS A COURT OF COMPETENT JURISDICTION SHOULD DETERMINE THAT THE LOSSES WERE PROXIMATELY CAUSED BY THE SOLE NEGLIGENCE OR WILLFUL ACTS OR OMISSIONS OF A LESSOR INDEMNIFIED PARTY. IF THE

FOREGOING OBLIGATIONS ARE NOT ENFORCEABLE AGAINST LESSEE UNDER APPLICABLE LAW, LESSEE AGREES TO

INDEMNIFY, DEFEND, RELEASE AND HOLD HARMLESS LESSOR INDEMNIFIED PARTIES FROM AND AGAINST ANY AND

ALL LOSSES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, INCLUDING, WITHOUT LIMITATION, TO THE EXTENT OF THE ACTS OR OMISSIONS OF THE LESSEE PARTIES’ NEGLIGENT OR WORSE CONDUCT. THIS INDEMNIFICATION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. (b) TO THE FULLEST EXTENT NOT PROHIBITED BY LAW, LESSOR’S LIABILITY, IF ANY, SHALL BE LIMITED TO THE VALUE OF

RENTAL FEES AND ALL OTHER AMOUNTS PAID BY LESSEE AND RECEIVED BY LESSOR UNDER THIS AGREEMENT FOR

THE EQUIPMENT AND/OR SERVICES, AND LESSOR SHALL HAVE NO LIABILITY TO LESSEE OR ANY THIRD-PARTY FOR

ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE.

13. EVENTS OF DEFAULT; REMEDIES. Each of the following shall constitute an "Event of Default": (1) failure by Lessee to make any payment within ten (10) days after its due date; (2) failure by Lessee to perform any other obligation under this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Lessee of any of the Equipment; or (5) Lessee’s dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Lessee. Lessee acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys’ fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specifiedinthisAgreement(“SecurityDeposit”)topaymentofLessor’scosts,expensesandattorneyfeesinenforcingthe terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess.. Lessor’s waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement.

Lease Terms and Conditions, Rev. 05/25/2023

Mobile Modular Sourcewell Contract ID#120822-MMR

5.a
Packet Pg. 135
Attachment: Lease Agreement_City of Colton_36x60 (4215 : Agreement - Mobile Modular Management Corp.) 120822-MMR

Rev. 3/2022 1

Solicitation Number: 120822

CONTRACT

This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and McGrath RentCorp dba Mobile Modular Management Corp., 5700 Las Positas Road, Livermore, CA 94551-7806 (Supplier).

Sourcewell is a State of Minnesota local government unit and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that offers cooperative procurement solutions to government entities. Participation is open to eligible federal, state/province, and municipal governmental entities, higher education, K-12 education, nonprofit, tribal government, and other public entities located in the United States and Canada.

Sourcewell issued a public solicitation for Relocatable Building and Storage Solutions with Related Services from which Supplier was awarded a contract.

Supplier desires to contract with Sourcewell to provide equipment, products, or services to Sourcewell and the entities that access Sourcewell’s cooperative purchasing contracts (Participating Entities).

1. TERM OF CONTRACT

A. EFFECTIVE DATE. This Contract is effective upon the date of the final signature below.

B. EXPIRATION DATE AND EXTENSION. This Contract expires February 24, 2027, unless it is cancelled sooner pursuant to Article 22. This Contract may be extended one additional year upon the request of Sourcewell and written agreement by Supplier.

C. SURVIVAL OF TERMS. Notwithstanding any expiration or termination of this Contract, all payment obligations incurred prior to expiration or termination will survive, as will the following: Articles 11 through 14 survive the expiration or cancellation of this Contract. All other rights will cease upon expiration or termination of this Contract.

2. EQUIPMENT, PRODUCTS, OR SERVICES

A. EQUIPMENT, PRODUCTS, OR SERVICES. Supplier will provide the Equipment, Products, or Services as stated in its Proposal submitted under the Solicitation Number listed above.

DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 136
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 120822-MMR

Rev. 3/2022 2

Supplier’s Equipment, Products, or Services Proposal (Proposal) is attached and incorporated into this Contract.

All Equipment and Products provided under this Contract must be new and the current model.

Supplier may offer close-out or refurbished Equipment or Products if they are clearly indicated in Supplier’s product and pricing list. Unless agreed to by the Participating Entities in advance, Equipment or Products must be delivered as operational to the Participating Entity’s site.

This Contract offers an indefinite quantity of sales, and while substantial volume is anticipated, sales and sales volume are not guaranteed.

B. WARRANTY. Supplier warrants that all Equipment, Products, and Services furnished are free from liens and encumbrances, and are free from defects in design, materials, and workmanship.

In addition, Supplier warrants the Equipment, Products, and Services are suitable for and will perform in accordance with the ordinary use for which they are intended. Supplier’s dealers and distributors must agree to assist the Participating Entity in reaching a resolution in any dispute over warranty terms with the manufacturer. Any manufacturer’s warranty that extends beyond the expiration of the Supplier’s warranty will be passed on to the Participating Entity.

C. DEALERS, DISTRIBUTORS, AND/OR RESELLERS. Upon Contract execution and throughout the Contract term, Supplier must provide to Sourcewell a current means to validate or authenticate Supplier’s authorized dealers, distributors, or resellers relative to the Equipment, Products, and Services offered under this Contract, which will be incorporated into this Contract by reference. It is the Supplier’s responsibility to ensure Sourcewell receives the most current information.

3. PRICING

All Equipment, Products, or Services under this Contract will be priced at or below the price stated in Supplier’s Proposal.

When providing pricing quotes to Participating Entities, all pricing quoted must reflect a Participating Entity’s total cost of acquisition. This means that the quoted cost is for delivered Equipment, Products, and Services that are operational for their intended purpose, and includes all costs to the Participating Entity’s requested delivery location.

Regardless of the payment method chosen by the Participating Entity, the total cost associated with any purchase option of the Equipment, Products, or Services must always be disclosed in the pricing quote to the applicable Participating Entity at the time of purchase.

A. SHIPPING AND SHIPPING COSTS. All delivered Equipment and Products must be properly packaged. Damaged Equipment and Products may be rejected. If the damage is not readily apparent at the time of delivery, Supplier must permit the Equipment and Products to be DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 137
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 120822-MMR

Rev. 3/2022 3

returned within a reasonable time at no cost to Sourcewell or its Participating Entities.

Participating Entities reserve the right to inspect the Equipment and Products at a reasonable time after delivery where circumstances or conditions prevent effective inspection of the Equipment and Products at the time of delivery. In the event of the delivery of nonconforming Equipment and Products, the Participating Entity will notify the Supplier as soon as possible and the Supplier will replace nonconforming Equipment and Products with conforming Equipment and Products that are acceptable to the Participating Entity.

Supplier must arrange for and pay for the return shipment on Equipment and Products that arrive in a defective or inoperable condition.

Sourcewell may declare the Supplier in breach of this Contract if the Supplier intentionally delivers substandard or inferior Equipment or Products.

B. SALES TAX. Each Participating Entity is responsible for supplying the Supplier with valid tax- exemption certification(s). When ordering, a Participating Entity must indicate if it is a tax- exempt entity.

C. HOT LIST PRICING. At any time during this Contract, Supplier may offer a specific selection of Equipment, Products, or Services at discounts greater than those listed in the Contract.

When Supplier determines it will offer Hot List Pricing, it must be submitted electronically to Sourcewell in a line-item format. Equipment, Products, or Services may be added or removed from the Hot List at any time through a Sourcewell Price and Product Change Form as defined in Article 4 below.

Hot List program and pricing may also be used to discount and liquidate close-out and discontinued Equipment and Products as long as those close-out and discontinued items are clearly identified as such. Current ordering process and administrative fees apply. Hot List Pricing must be published and made available to all Participating Entities.

4. PRODUCT AND PRICING CHANGE REQUESTS

Supplier may request Equipment, Product, or Service changes, additions, or deletions at any time. All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Supplier Development Administrator. This approved form is available from the assigned Sourcewell Supplier Development Administrator.

At a minimum, the request must:

• Identify the applicable Sourcewell contract number;
• Clearly specify the requested change;
• Provide sufficient detail to justify the requested change; DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 138
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 120822-MMR

Rev. 3/2022 4

• Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change); and • Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion. The new pricing restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged.

A fully executed Sourcewell Price and Product Change Request Form will become an amendment to this Contract and will be incorporated by reference.

5. PARTICIPATION, CONTRACT ACCESS, AND PARTICIPATING ENTITY REQUIREMENTS

A. PARTICIPATION. Sourcewell’s cooperative contracts are available and open to public and nonprofit entities across the United States and Canada; such as federal, state/province, municipal, K-12 and higher education, tribal government, and other public entities.

The benefits of this Contract should be available to all Participating Entities that can legally access the Equipment, Products, or Services under this Contract. A Participating Entity’s authority to access this Contract is determined through its cooperative purchasing, interlocal, or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service Member of Sourcewell during such time of access. Supplier understands that a Participating Entity’s use of this Contract is at the Participating Entity’s sole convenience and Participating Entities reserve the right to obtain like Equipment, Products, or Services from any other source.

Supplier is responsible for familiarizing its sales and service forces with Sourcewell contract use eligibility requirements and documentation and will encourage potential participating entities to join Sourcewell. Sourcewell reserves the right to add and remove Participating Entities to its roster during the term of this Contract.

B. PUBLIC FACILITIES. Supplier’s employees may be required to perform work at government- owned facilities, including schools. Supplier’s employees and agents must conduct themselves in a professional manner while on the premises, and in accordance with Participating Entity policies and procedures, and all applicable laws.

6. PARTICIPATING ENTITY USE AND PURCHASING

A. ORDERS AND PAYMENT. To access the contracted Equipment, Products, or Services under this Contract, a Participating Entity must clearly indicate to Supplier that it intends to access this Contract; however, order flow and procedure will be developed jointly between Sourcewell and Supplier. Typically, a Participating Entity will issue an order directly to Supplier or its authorized subsidiary, distributor, dealer, or reseller. If a Participating Entity issues a purchase order, it may use its own forms, but the purchase order should clearly note the applicable Sourcewell DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 139
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 120822-MMR

Rev. 3/2022 5

contract number. All Participating Entity orders under this Contract must be issued prior to expiration or cancellation of this Contract; however, Supplier performance, Participating Entity payment obligations, and any applicable warranty periods or other Supplier or Participating Entity obligations may extend beyond the term of this Contract.

Supplier’s acceptable forms of payment are included in its attached Proposal. Participating Entities will be solely responsible for payment and Sourcewell will have no liability for any unpaid invoice of any Participating Entity.

B. ADDITIONAL TERMS AND CONDITIONS/PARTICIPATING ADDENDUM. Additional terms and conditions to a purchase order, or other required transaction documentation, may be negotiated between a Participating Entity and Supplier, such as job or industry-specific requirements, legal requirements (e.g., affirmative action or immigration status requirements), or specific local policy requirements. Some Participating Entities may require the use of a Participating Addendum, the terms of which will be negotiated directly between the Participating Entity and the Supplier or its authorized dealers, distributors, or resellers, as applicable. Any negotiated additional terms and conditions must never be less favorable to the Participating Entity than what is contained in this Contract.

C. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Participating Entity requires service or specialized performance requirements not addressed in this Contract (such as e- commerce specifications, specialized delivery requirements, or other specifications and requirements), the Participating Entity and the Supplier may enter into a separate, standalone agreement, apart from this Contract. Sourcewell, including its agents and employees, will not be made a party to a claim for breach of such agreement.

D. TERMINATION OF ORDERS. Participating Entities may terminate an order, in whole or in part, immediately upon notice to Supplier in the event of any of the following events:

1. The Participating Entity fails to receive funding or appropriation from its governing body at levels sufficient to pay for the equipment, products, or services to be purchased; or

2. Federal, state, or provincial laws or regulations prohibit the purchase or change the Participating Entity’s requirements.

E. GOVERNING LAW AND VENUE. The governing law and venue for any action related to a Participating Entity’s order will be determined by the Participating Entity making the purchase.

7. CUSTOMER SERVICE

A. PRIMARY ACCOUNT REPRESENTATIVE. Supplier will assign an Account Representative to Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is changed. The Account Representative will be responsible for:

DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 140
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 120822-MMR

Rev. 3/2022 6

• Maintenance and management of this Contract;
• Timely response to all Sourcewell and Participating Entity inquiries; and • Business reviews to Sourcewell and Participating Entities, if applicable.

B. BUSINESS REVIEWS. Supplier must perform a minimum of one business review with Sourcewell per contract year. The business review will cover sales to Participating Entities, pricing and contract terms, administrative fees, sales data reports, performance issues, supply issues, customer issues, and any other necessary information.

8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT

A. CONTRACT SALES ACTIVITY REPORT. Each calendar quarter, Supplier must provide a contract sales activity report (Report) to the Sourcewell Supplier Development Administrator assigned to this Contract. Reports are due no later than 45 days after the end of each calendar quarter. A Report must be provided regardless of the number or amount of sales during that quarter (i.e., if there are no sales, Supplier must submit a report indicating no sales were made).

The Report must contain the following fields:

• Participating Entity Name (e.g., City of Staples Highway Department); • Participating Entity Physical Street Address;
• Participating Entity City;
• Participating Entity State/Province;
• Participating Entity Zip/Postal Code;
• Participating Entity Contact Name;
• Participating Entity Contact Email Address;
• Participating Entity Contact Telephone Number;
• Sourcewell Assigned Entity/Participating Entity Number; • Item Purchased Description;
• Item Purchased Price;
• Sourcewell Administrative Fee Applied; and
• Date Purchase was invoiced/sale was recognized as revenue by Supplier.

B. ADMINISTRATIVE FEE. In consideration for the support and services provided by Sourcewell, the Supplier will pay an administrative fee to Sourcewell on all Equipment, Products, and Services provided to Participating Entities. The Administrative Fee must be included in, and not added to, the pricing. Supplier may not charge Participating Entities more than the contracted price to offset the Administrative Fee.

The Supplier will submit payment to Sourcewell for the percentage of administrative fee stated in the Proposal multiplied by the total sales of all Equipment, Products, and Services purchased DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 141
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 120822-MMR

Rev. 3/2022 7

by Participating Entities under this Contract during each calendar quarter. Payments should note the Supplier’s name and Sourcewell-assigned contract number in the memo; and must be mailed to the address above “Attn: Accounts Receivable” or remitted electronically to Sourcewell’s banking institution per Sourcewell’s Finance department instructions. Payments must be received no later than 45 calendar days after the end of each calendar quarter.

Supplier agrees to cooperate with Sourcewell in auditing transactions under this Contract to ensure that the administrative fee is paid on all items purchased under this Contract.

In the event the Supplier is delinquent in any undisputed administrative fees, Sourcewell reserves the right to cancel this Contract and reject any proposal submitted by the Supplier in any subsequent solicitation. In the event this Contract is cancelled by either party prior to the Contract’s expiration date, the administrative fee payment will be due no more than 30 days from the cancellation date.

9. AUTHORIZED REPRESENTATIVE

Sourcewell's Authorized Representative is its Chief Procurement Officer.

Supplier’s Authorized Representative is the person named in the Supplier’s Proposal. If Supplier’s Authorized Representative changes at any time during this Contract, Supplier must promptly notify Sourcewell in writing.

10. AUDIT, ASSIGNMENT, AMENDMENTS, WAIVER, AND CONTRACT COMPLETE

A. AUDIT. Pursuant to Minnesota Statutes Section 16C.05, subdivision 5, the books, records, documents, and accounting procedures and practices relevant to this Contract are subject to examination by Sourcewell or the Minnesota State Auditor for a minimum of six years from the end of this Contract. This clause extends to Participating Entities as it relates to business conducted by that Participating Entity under this Contract.

B. ASSIGNMENT. Neither party may assign or otherwise transfer its rights or obligations under this Contract without the prior written consent of the other party and a fully executed assignment agreement. Such consent will not be unreasonably withheld. Any prohibited assignment will be invalid.

C. AMENDMENTS. Any amendment to this Contract must be in writing and will not be effective until it has been duly executed by the parties.

D. WAIVER. Failure by either party to take action or assert any right under this Contract will not be deemed a waiver of such right in the event of the continuation or repetition of the circumstances giving rise to such right. Any such waiver must be in writing and signed by the parties.

DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 142
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 120822-MMR

Rev. 3/2022 8

E. CONTRACT COMPLETE. This Contract represents the complete agreement between the parties. No other understanding regarding this Contract, whether written or oral, may be used to bind either party. For any conflict between the attached Proposal and the terms set out in Articles 1-22 of this Contract, the terms of Articles 1-22 will govern.

F. RELATIONSHIP OF THE PARTIES. The relationship of the parties is one of independent contractors, each free to exercise judgment and discretion with regard to the conduct of their respective businesses. This Contract does not create a partnership, joint venture, or any other relationship such as master-servant, or principal-agent.

11. INDEMNITY AND HOLD HARMLESS

Supplier must indemnify, defend, save, and hold Sourcewell and its Participating Entities, including their agents and employees, harmless from any third party claims or causes of action, including attorneys’ fees incurred by Sourcewell or its Participating Entities, to the extent caused by the negligence or willful misconduct of Supplier or its agents or employees; this indemnification includes injury or death to person(s) or property alleged to have been caused by some defect in the Equipment, Products, or Services under this Contract to the extent the Equipment, Product, or Service has been used according to its specifications. Sourcewell’s responsibility will be governed by the State of Minnesota’s Tort Liability Act (Minnesota Statutes Chapter 466) and other applicable law.

12. GOVERNMENT DATA PRACTICES

Supplier and Sourcewell must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data created, collected, received, maintained, or disseminated by the Supplier under this Contract.

13. INTELLECTUAL PROPERTY, PUBLICITY, MARKETING, AND ENDORSEMENT

A. INTELLECTUAL PROPERTY

1. Grant of License. During the term of this Contract:
a. Sourcewell grants to Supplier a royalty-free, worldwide, non-exclusive right and license to use the trademark(s) provided to Supplier by Sourcewell in advertising and promotional materials for the purpose of marketing Sourcewell’s relationship with Supplier.
b. Supplier grants to Sourcewell a royalty-free, worldwide, non-exclusive right and license to use Supplier’s trademarks in advertising and promotional materials for the purpose of marketing Supplier’s relationship with Sourcewell.

2. Limited Right of Sublicense. The right and license granted herein includes a limited right of each party to grant sublicenses to their respective subsidiaries, distributors, dealers, DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 143
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 120822-MMR

Rev. 3/2022 9

resellers, marketing representatives, and agents (collectively “Permitted Sublicensees”) in advertising and promotional materials for the purpose of marketing the Parties’ relationship to Participating Entities. Any sublicense granted will be subject to the terms and conditions of this Article. Each party will be responsible for any breach of this Article by any of their respective sublicensees.

3. Use; Quality Control.
a. Neither party may alter the other party’s trademarks from the form provided and must comply with removal requests as to specific uses of its trademarks or logos.
b. Each party agrees to use, and to cause its Permitted Sublicensees to use, the other party’s trademarks only in good faith and in a dignified manner consistent with such party’s use of the trademarks. Upon written notice to the breaching party, the breaching party has 30 days of the date of the written notice to cure the breach or the license will be terminated.

4. Termination. Upon the termination of this Contract for any reason, each party, including Permitted Sublicensees, will have 30 days to remove all Trademarks from signage, websites, and the like bearing the other party’s name or logo (excepting Sourcewell’s pre-printed catalog of suppliers which may be used until the next printing). Supplier must return all marketing and promotional materials, including signage, provided by Sourcewell, or dispose of it according to Sourcewell’s written directions.

B. PUBLICITY. Any publicity regarding the subject matter of this Contract must not be released without prior written approval from the Authorized Representatives. Publicity includes notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Supplier individually or jointly with others, or any subcontractors, with respect to the program, publications, or services provided resulting from this Contract.

C. MARKETING. Any direct advertising, marketing, or offers with Participating Entities must be approved by Sourcewell. Send all approval requests to the Sourcewell Supplier Development Administrator assigned to this Contract.

D. ENDORSEMENT. The Supplier must not claim that Sourcewell endorses its Equipment, Products, or Services.

14. GOVERNING LAW, JURISDICTION, AND VENUE

The substantive and procedural laws of the State of Minnesota will govern this Contract. Venue for all legal proceedings arising out of this Contract, or its breach, must be in the appropriate state court in Todd County, Minnesota or federal court in Fergus Falls, Minnesota.

DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 144
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 120822-MMR

Rev. 3/2022 10

15. FORCE MAJEURE

Neither party to this Contract will be held responsible for delay or default caused by acts of God or other conditions that are beyond that party’s reasonable control. A party defaulting under this provision must provide the other party prompt written notice of the default.

16. SEVERABILITY

If any provision of this Contract is found by a court of competent jurisdiction to be illegal, unenforceable, or void then both parties will be relieved from all obligations arising from that provision. If the remainder of this Contract is capable of being performed, it will not be affected by such determination or finding and must be fully performed.

17. PERFORMANCE, DEFAULT, AND REMEDIES

A. PERFORMANCE. During the term of this Contract, the parties will monitor performance and address unresolved contract issues as follows:

1. Notification. The parties must promptly notify each other of any known dispute and work in good faith to resolve such dispute within a reasonable period of time. If necessary, Sourcewell and the Supplier will jointly develop a short briefing document that describes the issue(s), relevant impact, and positions of both parties.

2. Escalation. If parties are unable to resolve the issue in a timely manner, as specified above, either Sourcewell or Supplier may escalate the resolution of the issue to a higher level of management. The Supplier will have 30 calendar days to cure an outstanding issue.

3. Performance while Dispute is Pending. Notwithstanding the existence of a dispute, the Supplier must continue without delay to carry out all of its responsibilities under the Contract that are not affected by the dispute. If the Supplier fails to continue without delay to perform its responsibilities under the Contract, in the accomplishment of all undisputed work, the Supplier will bear any additional costs incurred by Sourcewell and/or its Participating Entities as a result of such failure to proceed.

B. DEFAULT AND REMEDIES. Either of the following constitutes cause to declare this Contract, or any Participating Entity order under this Contract, in default:

1. Nonperformance of contractual requirements, or

2. A material breach of any term or condition of this Contract.

The party claiming default must provide written notice of the default, with 30 calendar days to cure the default. Time allowed for cure will not diminish or eliminate any liability for direct and actual damages. If the default remains after the opportunity for cure, the non-defaulting party may:

DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 145
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 120822-MMR

Rev. 3/2022 11

• Exercise any remedy provided by law or equity, or
• Terminate the Contract or any portion thereof, including any orders issued against the Contract.

18. INSURANCE

A. REQUIREMENTS. At its own expense, Supplier must maintain insurance policy(ies) in effect at all times during the performance of this Contract with insurance company(ies) licensed or authorized to do business in the State of Minnesota having an “AM BEST” rating of A- or better, with coverage and limits of insurance not less than the following:

1. Workers’ Compensation and Employer’s Liability.

Workers’ Compensation: As required by any applicable law or regulation.

Employer's Liability Insurance: must be provided in amounts not less than listed below:

Minimum limits:
$500,000 each accident for bodily injury by accident
$500,000 policy limit for bodily injury by disease
$500,000 each employee for bodily injury by disease

2. Commercial General Liability Insurance. Supplier will maintain insurance covering its operations, with coverage on an occurrence basis, and must be subject to terms no less broad than the Insurance Services Office (“ISO”) Commercial General Liability Form CG0001 (2001 or newer edition), or equivalent. At a minimum, coverage must include liability arising from premises, operations, bodily injury and property damage, independent contractors, products-completed operations including construction defect, contractual liability, blanket contractual liability, and personal injury and advertising injury. All required limits, terms and conditions of coverage must be maintained during the term of this Contract.

Minimum Limits:
$1,000,000 each occurrence Bodily Injury and Property Damage $1,000,000 Personal and Advertising Injury
$2,000,000 aggregate for products liability-completed operations $2,000,000 general aggregate

3. Commercial Automobile Liability Insurance. During the term of this Contract, Supplier will maintain insurance covering all owned, hired, and non-owned automobiles in limits of liability not less than indicated below. The coverage must be subject to terms no less broad than ISO Business Auto Coverage Form CA 0001 (2010 edition or newer), or equivalent.

Minimum Limits:
$1,000,000 each accident, combined single limit

DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 146
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 120822-MMR

Rev. 3/2022 12

4. Umbrella Insurance. During the term of this Contract, Supplier will maintain umbrella coverage over Employer’s Liability, Commercial General Liability, and Commercial Automobile.

Minimum Limits:
$2,000,000

5. Network Security and Privacy Liability Insurance. During the term of this Contract, Supplier will maintain coverage for network security and privacy liability. The coverage may be endorsed on another form of liability coverage or written on a standalone policy. The insurance must cover claims which may arise from failure of Supplier’s security resulting in, but not limited to, computer attacks, unauthorized access, disclosure of not public data – including but not limited to, confidential or private information, transmission of a computer virus, or denial of service.

Minimum limits:
$2,000,000 per occurrence
$2,000,000 annual aggregate

Failure of Supplier to maintain the required insurance will constitute a material breach entitling Sourcewell to immediately terminate this Contract for default.

B. CERTIFICATES OF INSURANCE. Prior to commencing under this Contract, Supplier must furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this Contract. Prior to expiration of the policy(ies), renewal certificates must be mailed to Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the Sourcewell Supplier Development Administrator assigned to this Contract. The certificates must be signed by a person authorized by the insurer(s) to bind coverage on their behalf.

Failure to request certificates of insurance by Sourcewell, or failure of Supplier to provide certificates of insurance, in no way limits or relieves Supplier of its duties and responsibilities in this Contract.

C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE. Supplier agrees to list Sourcewell and its Participating Entities, including their officers, agents, and employees, as an additional insured under the Supplier’s commercial general liability insurance policy with respect to liability arising out of activities, “operations,” or “work” performed by or on behalf of Supplier, and products and completed operations of Supplier. The policy provision(s) or endorsement(s) must further provide that coverage is primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds.

D. WAIVER OF SUBROGATION. Supplier waives and must require (by endorsement or otherwise) all its insurers to waive subrogation rights against Sourcewell and other additional DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 147
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 120822-MMR

Rev. 3/2022 13

insureds for losses paid under the insurance policies required by this Contract or other insurance applicable to the Supplier or its subcontractors. The waiver must apply to all deductibles and/or self-insured retentions applicable to the required or any other insurance maintained by the Supplier or its subcontractors. Where permitted by law, Supplier must require similar written express waivers of subrogation and insurance clauses from each of its subcontractors.

E. UMBRELLA/EXCESS LIABILITY/SELF-INSURED RETENTION. The limits required by this Contract can be met by either providing a primary policy or in combination with umbrella/excess liability policy(ies), or self-insured retention.

19. COMPLIANCE

A. LAWS AND REGULATIONS. All Equipment, Products, or Services provided under this Contract must comply fully with applicable federal laws and regulations, and with the laws in the states and provinces in which the Equipment, Products, or Services are sold.

B. LICENSES. Supplier must maintain a valid and current status on all required federal, state/provincial, and local licenses, bonds, and permits required for the operation of the business that the Supplier conducts with Sourcewell and Participating Entities.

20. BANKRUPTCY, DEBARMENT, OR SUSPENSION CERTIFICATION

Supplier certifies and warrants that it is not in bankruptcy or that it has previously disclosed in writing certain information to Sourcewell related to bankruptcy actions. If at any time during this Contract Supplier declares bankruptcy, Supplier must immediately notify Sourcewell in writing.

Supplier certifies and warrants that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity. Supplier certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this Contract. Supplier further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time.

21. PROVISIONS FOR NON-UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER

UNITED STATES FEDERAL AWARDS OR OTHER AWARDS

Participating Entities that use United States federal grant or FEMA funds to purchase goods or services from this Contract may be subject to additional requirements including the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 C.F.R. § 200. Participating Entities may have additional DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 148
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 120822-MMR

Rev. 3/2022 14

requirements based on specific funding source terms or conditions. Within this Article, all references to “federal” should be interpreted to mean the United States federal government.

The following list only applies when a Participating Entity accesses Supplier’s Equipment, Products, or Services with United States federal funds.

A. EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all contracts that meet the definition of “federally assisted construction contract” in 41 C.F.R. § 60-

1.3 must include the equal opportunity clause provided under 41 C.F.R. §60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 FR 12319, 12935, 3 C.F.R. §, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 C.F.R. § 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” The equal opportunity clause is incorporated herein by reference.

B. DAVIS-BACON ACT, AS AMENDED (40 U.S.C. § 3141-3148). When required by federal program legislation, all prime construction contracts in excess of $2,000 awarded by non- federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. § 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-federal entity must report all suspected or reported violations to the federal awarding agency. The contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations (29 C.F.R. § 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-federal entity must report all suspected or reported violations to the federal awarding agency. Supplier must be in compliance with all applicable Davis-Bacon Act provisions.

C. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (40 U.S.C. § 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. § 5).

Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 149
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 120822-MMR

Rev. 3/2022 15

of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. This provision is hereby incorporated by reference into this Contract. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above.

D. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT. If the federal award meets the definition of “funding agreement” under 37 C.F.R. § 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the recipient or subrecipient must comply with the requirements of 37 C.F.R. § 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above.

E. CLEAN AIR ACT (42 U.S.C. § 7401-7671Q.) AND THE FEDERAL WATER POLLUTION CONTROL ACT (33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of $150,000 require the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. § 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. § 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA).

Supplier certifies that during the term of this Contract will comply with applicable requirements as referenced above.

F. DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689). A contract award (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 C.F.R. §180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3 C.F.R. § 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Supplier certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency.

DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 150
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 120822-MMR

Rev. 3/2022 16

G. BYRD ANTI-LOBBYING AMENDMENT, AS AMENDED (31 U.S.C. § 1352). Suppliers must file any required certifications. Suppliers must not have used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Suppliers must disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from tier to tier up to the non-federal award. Suppliers must file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti-Lobbying Amendment (31 U.S.C. § 1352).

H. RECORD RETENTION REQUIREMENTS. To the extent applicable, Supplier must comply with the record retention requirements detailed in 2 C.F.R. § 200.333. The Supplier further certifies that it will retain all records as required by 2 C.F.R. § 200.333 for a period of 3 years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed.

I. ENERGY POLICY AND CONSERVATION ACT COMPLIANCE. To the extent applicable, Supplier must comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act.

J. BUY AMERICAN PROVISIONS COMPLIANCE. To the extent applicable, Supplier must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and open competition.

K. ACCESS TO RECORDS (2 C.F.R. § 200.336). Supplier agrees that duly authorized representatives of a federal agency must have access to any books, documents, papers and records of Supplier that are directly pertinent to Supplier’s discharge of its obligations under this Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable access to Supplier’s personnel for the purpose of interview and discussion relating to such documents.

L. PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. § 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 151
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 120822-MMR

Rev. 3/2022 17

and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines.

M. FEDERAL SEAL(S), LOGOS, AND FLAGS. The Supplier cannot use the seal(s), logos, crests, or reproductions of flags or likenesses of Federal agency officials without specific pre-approval.

N. NO OBLIGATION BY FEDERAL GOVERNMENT. The U.S. federal government is not a party to this Contract or any purchase by a Participating Entity and is not subject to any obligations or liabilities to the Participating Entity, Supplier, or any other party pertaining to any matter resulting from the Contract or any purchase by an authorized user.

O. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS. The Contractor acknowledges that 31 U.S.C. 38 (Administrative Remedies for False Claims and Statements) applies to the Supplier’s actions pertaining to this Contract or any purchase by a Participating Entity.

P. FEDERAL DEBT. The Supplier certifies that it is non-delinquent in its repayment of any federal debt. Examples of relevant debt include delinquent payroll and other taxes, audit disallowance, and benefit overpayments.

Q. CONFLICTS OF INTEREST. The Supplier must notify the U.S. Office of General Services, Sourcewell, and Participating Entity as soon as possible if this Contract or any aspect related to the anticipated work under this Contract raises an actual or potential conflict of interest (as described in 2 C.F.R. Part 200). The Supplier must explain the actual or potential conflict in writing in sufficient detail so that the U.S. Office of General Services, Sourcewell, and Participating Entity are able to assess the actual or potential conflict; and provide any additional information as necessary or requested.

R. U.S. EXECUTIVE ORDER 13224. The Supplier, and its subcontractors, must comply with U.S.

Executive Order 13224 and U.S. Laws that prohibit transactions with and provision of resources and support to individuals and organizations associated with terrorism.

S. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT. To the extent applicable, Supplier certifies that during the term of this Contract it will comply with applicable requirements of 2 C.F.R. § 200.216.

T. DOMESTIC PREFERENCES FOR PROCUREMENTS. To the extent applicable, Supplier certifies that during the term of this Contract will comply with applicable requirements of 2 C.F.R. § 200.322.

22. CANCELLATION

DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 152
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 120822-MMR

Rev. 3/2022 18

Sourcewell or Supplier may cancel this Contract at any time, with or without cause, upon 60 days’ written notice to the other party. However, Sourcewell may cancel this Contract immediately upon discovery of a material defect in any certification made in Supplier’s Proposal. Cancellation of this Contract does not relieve either party of financial, product, or service obligations incurred or accrued prior to cancellation.

Sourcewell McGrath RentCorp dba Mobile Modular
Management Corp.

By: __________________________ By: __________________________ Jeremy Schwartz Phil Hawkins
Title: Chief Procurement Officer Title: SVP Division Manager

Date: ________________________

Date: ________________________

Approved:

By: __________________________
Chad Coauette
Title: Executive Director/CEO

Date: ________________________

DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C 2/22/2023 | 4:43 PM CST
2/22/2023 | 5:15 PM CST
2/22/2023 | 5:17 PM CST

5.b
Packet Pg. 153
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) RFP 120822 - Relocatable Building and Storage Solutions with Related Services

Vendor Details
Company Name: Mobile Modular Management Corp
Does your company conduct
business under any other name? If
yes, please state:

McGrath RentCorp dba Mobile Modular Management Corp
Address:
5700 Los Positas Road
Livermore, CA 94551
Contact: Patrick Muchmore
Email: [email protected]
Phone: 704-614-7616
Fax: 704-519-4001
HST#: 94-2579843
Submission Details
Created On: Wednesday November 16, 2022 19:41:47
Submitted On: Thursday December 08, 2022 14:55:29
Submitted By: Patrick Muchmore
Email: [email protected]
Transaction #: f36a91f9-e4a2-43a6-b914-5fe19c3e75fe
Submitter's IP Address: 71.28.91.10
Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 154
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) Specifications
Table 1: Proposer Identity & Authorized Representatives General Instructions (applies to all Tables) Sourcewell prefers a brief but thorough response to each question. Do not merely attach additional documents to your response without also providing a substantive response. Do not leave answers blank; respond “N/A” if the question does not apply to you (preferably with an explanation).

Line
Item Question Response *
1 Proposer Legal Name (one legal entity only):
(In the event of award, will execute the
resulting contract as "Supplier")
McGrath RentCorp
*
2 Identify all subsidiary entities of the Proposer
whose equipment, products, or services are
included in the Proposal.

Mobile Modular Management Corp
Mobile Modular Portable Storage
Kitchens To Go
*
3 Identify all applicable assumed names or DBA
names of the Proposer or Proposer's
subsidiaries in Line 1 or Line 2 above.

DBA Mobile Modular Management Corp
DBA Mobile Modular Portable Storage
DBA Kitchens To Go
*
4 Provide your CAGE code or Unique Entity
Identifier (SAM):

UEI: LVDDZJ5UBDS4
Cage Code: 0PJ96 *
5 Proposer Physical Address: 5700 Las Positas Road, Livermore CA 94551-7806 * 6 Proposer website address (or addresses): www.mobilemodular.com * 7 Proposer's Authorized Representative (name,
title, address, email address & phone) (The
representative must have authority to sign
the “Proposer’s Assurance of Compliance” on
behalf of the Proposer and, in the event of
award, will be expected to execute the
resulting contract):

Phil Hawkins
SVP Division Manager
2849 E. Main Street
Grand Prairie, TX  75050
Email: [email protected]
Phone: (469) 507-3318
*
8 Proposer's primary contact for this proposal
(name, title, address, email address & phone):

Patrick Muchmore
Sr. Government Sales Manager
4301-C Stuart Andrew Blvd, Charlotte, NC 28173
Email: [email protected]
Phone: (704) 614-7616
*
9 Proposer's other contacts for this proposal, if
any (name, title, address, email address &
phone):

Cristhyan Monreal
National Accounts Manager (Government)
11450 Mission Blvd, Mira Loma, CA 91752
Email: [email protected]
Phone: 951-790-8961
Table 2: Company Information and Financial Strength
Line
Item Question Response *
Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 155
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 10 Provide a brief history of your company,
including your company’s core values,
business philosophy, and industry longevity
related to the requested equipment, products
or services.

Who We Are
Mobile Modular and Portable Storage are both divisions of McGrath RentCorp, a diversified business-to-business company that leases and sells modular buildings, containers, electronic test equipment, and containment tanks. McGrath RentCorp is headquartered in Livermore, CA with branch offices throughout North America.  We have been in business over 43 years are traded on the NASDAQ Global Select Market under the symbol “MGRC.” Mobile Modular has a national footprint regarding sales of modular buildings. Regarding leasing we are moving towards national operations via internal growth and acquisitions.

Our Core Values Include;
Social Responsibility:

McGrath RentCorp and its divisions’ are focused on social responsibility in all our business activities. We believe in zero discrimination, we employ and advance qualified individuals on merit with equal opportunity for all. We are especially proud of our ability to attract and employ Veterans. We are also proud to sponsor many community service events each year with volunteer teams from all our branches.

Environmental Responsibility:

New buildings that enter our fleet are custom manufactured to the highest level of environmental energy codes in effect within the group of states we tag or engineer seal to. In other words if we tag or engineer a new building to allow them to be installed in five states, we build to meet or exceed the state code that has the most stringent energy codes. We choose energy efficient materials, equipment, and plumbing fixtures to meet or exceed codes. For example our east coast buildings have white EPDM roofing which reflects sunlight reducing interior heat gain, reducing energy use. Our competitors typically use a black material. Most of our fleet now have 2x6 wall studs with heavy insulation vs. industry standard 2x4 wall studs. A full list of sustainability features is available upon request.

Business Philosophy:

We focus special attention on providing quality above industry standards and exceptional service
*
11 What are your company’s expectations in the
event of an award?
We expect to significantly increase our business with state and local government agencies by training our national sales teams to inform government agencies that they can purchase utilizing the Sourcewell contract. Additionally we will include our Sourcewell affiliation in marketing pieces and while exhibiting at government related conferences
*
12 Demonstrate your financial strength and
stability with meaningful data. This could
include such items as financial statements,
SEC filings, credit and bond ratings, letters
of credit, and detailed reference letters.

Upload supporting documents (as applicable)
in the document upload section of your
response.

Mobile Modular Management Corp., Mobile Modular Portable Storage, and Kitchens To Go are all divisions of McGrath RentCorp. McGrath has been in business over 43 years. We are traded on the NASDAQ Global Select Market under the symbol “MGRC.” McGrath is a dividend champion having increased the stock dividend 31 consecutive years. We are considered the most financially stable long term modular provider in the US. Never restructured or filed bankruptcy. Our supply chain vendors and site service subcontractors benefit from our net 30 or less payment terms. Please see our uploaded SEC 10-Q Financial Report. *
13 What is your US market share for the
solutions that you are proposing?
We estimate our market share is 30% *
14 What is your Canadian market share for the
solutions that you are proposing?
The McGrath divisions Mobile Modular Management Corp., Mobile Modular Portable Storage, and Kitchens To Go do not yet operate in Canada. We are continuing a strong expansion program in North America.
*
15 Has your business ever petitioned for
bankruptcy protection? If so, explain in detail.

Never petitioned for bankruptcy and never needed to restructure. * 16 How is your organization best described: is
it a manufacturer, a distributor/dealer/reseller,
or a service provider?  Answer whichever
question (either a) or b) just below) best
applies to your organization.
a)    If your company is best described as
a distributor/dealer/reseller (or similar entity),
provide your written authorization to act as a
distributor/dealer/reseller for the manufacturer
of the products proposed in this RFP. If
applicable, is your dealer network
independent or company owned?
b)    If your company is best described as
a manufacturer or service provider, describe
your relationship with your sales and service
force and with your dealer network in
delivering the products and services
proposed in this RFP. Are these individuals
your employees, or the employees of a third
party?
The Modular Building Lease and Sales Industry typically refers to our type of business as “Dealer” however we are best described as a manufacture and service provider who can lease, sell, install, and construct a complete turnkey modular project including utilities and site development. We manufacture in house and utilize factories across the US to manufacture to our specifications. We own multiple Inventory Centers (IC) across the US that store product, provide offices for administration staff. All ICs have large shops that perform the refurbishment of our lease fleet before the next customer receives our product. Many of our ICs are licensed to manufacture. Our national sales force consists of internal employees.

Most of our warranty service is provided by internal employees, supplemented when needed by subcontractors. We self perform some deliveries and installations, however most are subcontracted. We subcontract site preparation, foundations, site construction, and utility development and connections. We have employees on staff; Engineers, Construction Managers, and Project Managers. *
Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 156
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 17 If applicable, provide a detailed explanation
outlining the licenses and certifications that
are both required to be held, and actually
held, by your organization (including third
parties and subcontractors that you use) in
pursuit of the business contemplated by this
RFP.

We hold state contractors licenses in every state we perform site construction. Our sales reps hold state modular building sales professional licenses in every state they sell in that requires a license. We hold state modular building manufacture licenses in every state we manufacture in that has this requirement. We are registered in the federal system SAM for all types of federal awards under UEI:

LVDDZJ5UBDS4 and CAGE Code: 0PJ96. Our Transportation Trucks are DOT licensed as needed for each state we operate our own vehicles in. Our Engineers hold licenses for every state they perform work in.
*
18 Provide all “Suspension or Debarment”
information that has applied to your
organization during the past ten years.

There are no Suspensions or Debarments
*
Table 3: Industry Recognition & Marketplace Success
Line
Item Question Response *
19 Describe any relevant industry awards or
recognition that your company has received
in the past five years
On Oct 9, 2019 UCLA project: The UCLA fitness Modular Center is mentioned in the attached article, this was a really neat custom job we did. See attached document with additional pictures along wit the following link with more information. https://interiordesign.net/projects/john-friedman-alice-kimm-architects-goes-modular-for- kinross-recreation-center-at-ucla/
On Spring/Summer 2021 we did a Custom Modular school project: Crean Lutheran School was a customized, permanent modular building-one that a passerby may not notice was built using modular buildings. See the following link with an article with pictures and more information. https://www.qgdigitalpublishing.com/publication/? m=66075&i=705381&p=26&ver=html5
Kitchens To Go (KTG by Mobile Modular):

Hennessey Traveler - USAF Reserves
2016
2018
2020
Association of Healthcare Foodservice
Making A Difference Award 2021
Society for Hospitality and Foodservice Management
2021 President's Award
Dan McCaffery
Society for Hospitality and Foodservice Management
2021 Friend of the Foundation Award
On May 4, 2021 from Fast Company -
The projects we honor in the World Changing Ideas Awards are more important than ever. You and your fellow honorees are playing an important role in building a better world—now and as we emerge from the coronavirus crisis. We’re proud to support the bold ideas you’re working on. Our team determined which ideas were creative and meaningful enough to be included in our list. Thank you again for your continued support of Fast Company and your innovative work. See link under popmarts (Kitchens To Go by Mobile Modular):
https://www.fastcompany.com/90619192/world-changing-ideas-awards-2021-enduring- impact-15-years-in-business-finalists-and-honorable-mentions On January 30, 2020 members of the Mira Loma, CA Mobile Modular team volunteered at a non-profit organization in Fontana, CA called Heroes Warehouse.

This organization collects and donates furniture and household goods to needy veterans in the local community. The Mira Loma, CA team helped the organization by doing some landscaping and clean-up around their property and organizing their warehouse of furniture and household goods and this is what they wrote: "We all had an amazing experience with this incredible organization" *
20 What percentage of your sales are to the
governmental sector in the past three years
Government 34% *
21 What percentage of your sales are to the
education sector in the past three years
Education 35% *
Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 157
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 22 List any state, provincial, or cooperative
purchasing contracts that you hold. What is
the annual sales volume for each of these
contracts over the past three years?
State of California Contract#110059947 $441K
City of Tracy, CA Contract#110061354-56 $312K
County of San Mateo, CA Contract#110053497-682 $314K
E&I Cooperative Services: Is the only member-owned, non-profit sourcing cooperative exclusively focused on serving the education community. 2022 YE Est $4,470,000
2021 $4,375,000
2020 $2,290,000
Buy Board: All products, supplies, equipment, and services that appear on the BuyBoard have been competitively procured and awarded by the Cooperative. $4,313,251.32 total sales on contract Modular Buildings, Classrooms, and Relocation Services 637-21.
*
23 List any GSA contracts or Standing Offers
and Supply Arrangements (SOSA) that you
hold. What is the annual sales volume for
each of these contracts over the past three
years?
Our annual GSA contract is typically $1.5 Million Dollars.

Department of Interior: $396.36K
Department of Justice:$580K
Department of Navy:$2.23K
Air Force:$181.26K
Homeland Security:$99.93K
Department of Agriculture:$186.59K
Army: $239.31K
Health and Human Services:$7.93K
US Army Corps of Engineers: $38.68K
*
Table 4: References/Testimonials
Line Item 24 . Supply reference information from three customers who are eligible to be Sourcewell participating entities.

Entity Name * Contact Name * Phone Number *
Santa Cruz City School District Trevor Miller (Director of Facilities) 831-429-3904 x 59102 * Ohlone Community College Freemont &
Newark
Alex Lebedeff (Director of Contract Administration,
Purchasing, Risk Management & Auxiliary Services)
510-659-6263 *
Chesterfield County Public Schools Scott Carson 804-748-1405 * Mt. View Whisman School District Ayinde Rudolph (Superintendent) 650-526-3500 HACLA (Housing Authority City of Los
Angeles)
Kevin Sharp 213-252-3163
Table 5: Top Five Government or Education Customers
Line Item 25. Provide a list of your top five government, education, or non-profit customers (entity name is optional), including entity type, the state or province the entity is located in, scope of the project(s), size of transaction(s), and dollar volumes from the past three years.

Entity Name Entity Type * State /
Province * Scope of Work * Size of Transactions * Dollar Volume Past Three Years *
Santa Cruz
City School
District
Education California - CA The project totaled 20,160
square feet of learning space
and consisted of multiple single
story classroom buildings on
three campuses: Branciforte
Small Schools, De Laveaga
Elementary School, and Bay
View Elementary School. The
Project meets the contracting
valuation criteria, and
demonstrates Mobile Modular's
technical abilities with modular
building experience.
$6,149,958.00 $6,165,128.90
*
Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 158
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) Ohlone
Community
College District
Education California - CA Rental, delivery, foundation
installation, modular installation,
dismantle, of (112) 12x40’
prefabricated modules, labor and
material for interior and exterior
modifications and improvements.

Use of crane,
forklift, translift,.Included design
phase and value engineering
support and services to ensure
classrooms met
occupancy use/needs and all
required Division of State
Architect regulations, assessment
of civil scope, ramp design
and path of travel consideration
to meet ADA requirements. Utility
disconnect and asphalt removal
at time of return.

Job Hazard Analysis and Safety
Plan
$3,398,636.83 $3,433,906.97
*
Los Angeles
Unified School
District
(LAUSD)
Education California - CA Rental, delivery, foundation
installation, classroom modular
installation, dismantle, of multiple
12'x40’ prefabricated classrooms,
labor and material for interior
and exterior modifications and
improvements. Use of man
power along with forklift, translift.

Included design phase and value
engineering support and services
to ensure classrooms met
occupancy use/needs and all
required Division of State
Architect regulations, assessment
of civil scope, ramp design and
path of travel consideration to
meet ADA requirements. Utility
disconnect and asphalt removal
at time of return.
$2,552,139.01 $4,344,899.09
*
Housing
Authority City
of Los Angeles
Government California - CA This project totaled 8,640 square feet of office space and
consisted of multiple units
combined into one multiplex
144'x60' modular building
campus. This turnkey project
included manufacturing, delivery
and installation.
$1,449,250.02 $1,816,621.82
*
Patriot  - Ft.

Myer Dorm
Swing Space
Government Virginia - VA This project totaled 44,544 Sq.

Ft. of swing space building.

Delivered multiple floors from
factory, installed on site with
piers/pads/anchored down to
have this entire swing space
building ready to occupy.
$6,001,135.00 $6,001,135.00
*
Table 6: Ability to Sell and Deliver Service
Describe your company’s capability to meet the needs of Sourcewell participating entities across the US and Canada, as applicable.

Your response should address in detail at least the following areas: locations of your network of sales and service providers, the number of workers (full-time equivalents) involved in each sector, whether these workers are your direct employees (or employees of a third party), and any overlap between the sales and service functions.

Line
Item Question Response *
Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 159
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 26 Sales force. Mobile Modular Management Inc:

Our Custom Modular Solutions division have licenses to sell custom modular solutions units in all 50 states nationwide with the help and support of our inventory centers and different factories located around the nation and that we work with.

Locations of our network of sales:

CMS Nationwide: The number of workers involved with sales and services are: 20 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews).

Our Mobile Modular Divisions includes our Mobile Modular division along with our Mobile Modular Portable Storage division:

Pacific North West: With offices in Pacific WA, Richland WA, North Salt UT, Boise ID, Portland OR, Eugene OR, Airway Heights WA, Redmond OR, servicing/covering the following areas/states: WA, OR, ID, UT, MT, WY, and CO. The number of workers involved with sales and services within this branch are: 20 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews) Northern California: With an office located in Livermore CA (Corporate Office) servicing/covering just the Northern California area: From Del Norte County to Fresno County. The number of workers involved with sales and services within this branch are: 57 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews).

Pacific South West: With offices located in Mira Loma CA, Las Vegas NV, Phoenix AZ servicing/covering Southern California area: From Bakersfield County to San Diego County, and the states of AZ, NV. The number of workers involved with sales and services within this branch are: 70 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews).

Central: With an office located in Williston ND servicing/covering the states of North Dakota, South Dakota, Montana and Wyoming. The number of workers involved with sales and services within this branch are: 10 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews).

Texas: With offices located in Pasadena TX adn Grand Prairie TX servicing/covering the following States: TX, OK, LA and AR. The number of workers involved with sales and services within this branch are: 60 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews).

Florida: With an office in Auburndale FL servicing/covering the entire state of Florida.

The number of workers involved with sales and services within this branch are: 30 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews).

Mid Atlantic: With offices in Charlotte, NC and Fredericksburg, VA servicing/covering the following States: AL, TN, GA, SC, NC, VA, WV, PA, DC, MD, DE and NJ. The number of workers involved with sales and services within this branch are: 50 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews). *
Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 160
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 27 Dealer network or other distribution
methods.

Mobile Modular Management Inc:

Our Custom Modular Solutions division have licenses to sell custom modular solutions units in all 50 states nationwide with the help and support of our inventory centers and different factories located around the nation and that we work with.

Locations of our network of sales:

CMS Nationwide: The number of workers involved with sales and services are: 20 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews).

Our Mobile Modular Divisions includes our Mobile Modular division along with our Mobile Modular Portable Storage division:

Pacific North West: With offices in Pacific WA, Richland WA, North Salt UT, Boise ID, Portland OR, Eugene OR, Airway Heights WA, Redmond OR, servicing/covering the following areas/states: WA, OR, ID, UT, MT, WY, and CO. The number of workers involved with sales and services within this branch are: 20 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews) Northern California: With an office located in Livermore CA (Corporate Office) servicing/covering just the Northern California area: From Del Norte County to Fresno County. The number of workers involved with sales and services within this branch are: 57 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews).

Pacific South West: With offices located in Mira Loma CA, Las Vegas NV, Phoenix AZ servicing/covering Southern California area: From Bakersfield County to San Diego County, and the states of AZ, NV. The number of workers involved with sales and services within this branch are: 70 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews).

Central: With an office located in Williston ND servicing/covering the states of North Dakota, South Dakota, Montana and Wyoming. The number of workers involved with sales and services within this branch are: 10 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews).

Texas: With offices located in Pasadena TX adn Grand Prairie TX servicing/covering the following States: TX, OK, LA and AR. The number of workers involved with sales and services within this branch are: 60 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews).

Florida: With an office in Auburndale FL servicing/covering the entire state of Florida.

The number of workers involved with sales and services within this branch are: 30 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews).

Mid Atlantic: With offices in Charlotte, NC and Fredericksburg, VA servicing/covering the following States: AL, TN, GA, SC, NC, VA, WV, PA, DC, MD, DE and NJ. The number of workers involved with sales and services within this branch are: 50 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews). *
Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 161
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 28 Service force. Mobile Modular Management Inc:

Our Custom Modular Solutions division have licenses to sell custom modular solutions units in all 50 states nationwide with the help and support of our inventory centers and different factories located around the nation and that we work with.

Locations of our network of sales:

CMS Nationwide: The number of workers involved with sales and services are: 20 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews).

Our Mobile Modular Divisions includes our Mobile Modular division along with our Mobile Modular Portable Storage division:

Pacific North West: With offices in Pacific WA, Richland WA, North Salt UT, Boise ID, Portland OR, Eugene OR, Airway Heights WA, Redmond OR, servicing/covering the following areas/states: WA, OR, ID, UT, MT, WY, and CO. The number of workers involved with sales and services within this branch are: 20 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews) Northern California: With an office located in Livermore CA (Corporate Office) servicing/covering just the Northern California area: From Del Norte County to Fresno County. The number of workers involved with sales and services within this branch are: 57 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews).

Pacific South West: With offices located in Mira Loma CA, Las Vegas NV, Phoenix AZ servicing/covering Southern California area: From Bakersfield County to San Diego County, and the states of AZ, NV. The number of workers involved with sales and services within this branch are: 70 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews).

Central: With an office located in Williston ND servicing/covering the states of North Dakota, South Dakota, Montana and Wyoming. The number of workers involved with sales and services within this branch are: 10 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews).

Texas: With offices located in Pasadena TX adn Grand Prairie TX servicing/covering the following States: TX, OK, LA and AR. The number of workers involved with sales and services within this branch are: 60 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews).

Florida: With an office in Auburndale FL servicing/covering the entire state of Florida.

The number of workers involved with sales and services within this branch are: 30 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews).

Mid Atlantic: With offices in Charlotte, NC and Fredericksburg, VA servicing/covering the following States: AL, TN, GA, SC, NC, VA, WV, PA, DC, MD, DE and NJ. The number of workers involved with sales and services within this branch are: 50 (Direct Mobile Modular employees + employees from third party. e.g. haulers and setcrews). *
29 Describe the ordering process. If orders
will be handled by distributors, dealers or
others, explain the respective roles of the
Proposer and others.

Purchasing a New Modular Buildings vs Leasing or Purchasing from our existing Modular Inventory:

With a multitude of modular office configurations to choose from, we have the ability to meet your project needs. With locations across the country, we can ship modular buildings quickly to your site to keep you on schedule.

Mobile Modular provides custom prefab buildings for commercial and education solutions such as mobile offices, portable classrooms, restrooms and more.

We also provide blast resistant modules for rent, lease or sale.

Guide to Modular Ordering/Fabrication Process:

Step 1: Project Scoping Floor Plan/Design with our Mobile Modular Consultant The design phase of the modular building process will create the description of the building desired, by providing detailed plans and specifications.

A strong and healthy conversation with our Mobile Modular Consultant will bring together the necesary information to bring your building plan alive.

Here are a few of the general questions to start with:

Do we already have a budget for the project?
Have you already selected the site location for the project? Is the modular building meant for temporary or permanent usage? How soon will the building be occupied?
How many people will the modular building house?
How much square footage is required?
Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 162
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) How big is the building footprint (exterior) for the modular building? How many bathrooms are required?
Are fire suppression systems required?
Does the building need to be ADA compliant?
What direction will the building face?
What exterior finish does the customer want?
What interior finish does the customer want?
What flooring does the customer want?
What kind of foundation is appropriate?
What kind of roof is appropriate?
This is where we identify what the customer is looking for, whether it’s a cost-driven utilitarian building, or a modern energy efficient modular building. Once this information has been gathered our Mobile Modular consultant and team will produce the ideal modular building design to fit the customer’s needs.

Step 2: Pricing Information (Proposal) by our Mobile Modular Consultant:

Mobile Modular Consultant will provide you with a complete estimated cost (quotation) for the desired modular building pre-designed floor plan, along with the pricing information for the delivery and installation of the modular building.

Step 3: Terms and conditions:

Approvals & Down Payment
Step 4: Engineering
The modular building design will go through the Mobile Modular or factory engineering team for a complete engineering evaluation. Modular buildings are subject to a series of national, state and local building codes that ensure the building meets a set of standards codes for safety and performance, such as fires, earthquakes and the Hurricane Zone codes adopted by many coastal counties.

During this review process our engineering department confirms that our design proposal meets all applicable building codes.

After our engineering team review has been completed the engineering documents are sent for approval from an independent third party engineering review.

Step 3: Permits & Approvals
A construction permit or building permit is a permit required in most jurisdictions for new construction or major renovations.

Typical construction permits required can include:

Site plan
Building permit
Mechanical permit
Plumbing permit
Concrete permit
Encroachment permit
Sign permit
Flood district development permit
The building owner is ultimately responsible for securing building permits for work on their property. In practice most building owners appoint the general contractor as an authorized representative so the contractor can obtain the required permits. The building owner is advised to confirm that the general contractor has secured the proper building permits for their project. Failure to obtain the proper permits can result in significant fines, penalties, and even demolition of unauthorized construction.

Step 4: Site Development: The area selected for the insallation of the unit (s).

One of key factors with modular construction is that the site development and building foundation are prepared while the modules are being fabricated at the manufacturing facility and transported to the job site. The site development and building construction processes happen concurrently instead of sequentially like site built construction. Projects are developed on a variety of geographic settings; typical site development includes:

Surveying
Demolition
Excavation
Grading
Site drainage
Foundation construction
Utility installation
There are two primary modular building foundation classifications; on grade and *
Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 163
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) raised or full foundation. An on grade foundation is generally for permanent installations and is more expensive. A full foundation can be used for temporary or permanent structures, it is less expensive to install, and it is more cost effective to relocate the building later while causing minimal site disturbance.

Step 5: Plant Fabrication
Modular fabrication refers to the process of building and constructing equipment off- site in a fabrication facility. The completed product can then be delivered to the worksite and quickly installed and integrated into field operations. This differs from on-site construction in which the equipment or system is fully built at the worksite. Modular fabrication offers another set of very significant benefits over field construction:
efficiency, speed, safety, quality, economy, and convenience.

Step 6: Transportation
Each modular unit is shipped over the road by haulers experts in modular building transportation. In most U.S. jurisdictions building
shipping limitations are 14’ wide and between 60’ & 90’ in length per module unit.

The scope of the project and the size of the modules determines how the project is transported to the job site. For big modular buildings, that consist of many modular units, the delivery is staged in phases so the Mobile Modular set-crew can prepare and install the modules in a logical sequence.

Step 7: Installation
Mobile modular setcrew will install the modular building, complete any on site finish out and make the final utility connections if needed.

The choice of building foundation determines how the building will be installed.

Permanent, semi-permanent and on grade foundations will require the modules to be set with a crane. Raised foundations, typically used for temporary buildings, allow the modules to be set in place through simple mechanical methods.

With the modules in place final touch out of the interior and exterior proceeds. Finish out can include electrical and mechanical system connection between modules, stairs, ADA ramps, skirting, exterior siding, trim and utility connections.

Step 8: Safety and Quality
Most people who have ever been on a construction site understand the dangers associated with heavy machinery. In an on-site construction project, the dangers are often elevated since conventional, daily operations are likely to be on- going nearby. With modular fabrication, the work is done off-site, which means that the company’s routine operations are not disturbed or endangered, and by the same token, the fabrication work itself is also safer and easier to monitor. Additionally, modular fabrication allows for very thorough testing and evaluations to be done before the new goods and equipment ever reach the worksite. This allows for problems to be quickly and safely fixed before they become a field hazard and endanger workers or material resources on-site. Modular fabrication enables the highest industry standards to be met and all regulations and guidelines to be stringently adhered to.

Step 8: Warranty Services
Our custom modular buildings are built with high‑quality materials, excellent workmanship, and always within customer specifications.

Should an issue arise, we will address it immediately.
30 Describe in detail the process and
procedure of your customer service
program, if applicable.  Include your
response-time capabilities and
commitments, as well as any incentives
that help your providers meet your stated
service goals or promises.

As the complete modular solution provider, Mobile Modular expert technicians are available to service your modular classroom, building or complex. By either calling our 24hr 800 number or by completing the service request form, one of our team members will contact you to set up a service appointment. Please allow for next business day response if you are calling or submitting this form outside our regular business hours. Your lease includes service calls by Mobile Modular and its authorized subcontractors
for repairs resulting from routine wear and tear of the building and equipment.

Your lease does not include: charges for any service performed by other vendors or individuals, janitorial services, HVAC filter replacement and/or coil cleaning, light bulb replacement and pest control.
*
Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 164
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) 31 Describe your ability and willingness to
provide your products and services to
Sourcewell participating entities in the
United States.

As a leader in the modular building industry, we take pride in our end-to-end project solutions. With over 40 years of exceptional service and expertise, we are committed to matching the right product with each customer. Whether you are looking for a commercial or education building, our supply of modular and prefab buildings are available to lease or to own across the United States. Your project is our commitment! As an industry leader, our goal is to provide a comprehensive customer experience guided by our team of experts from start to finish. We offer a wide range of both temporary and permanent modular building solutions to meet the needs of major industries including education, construction, healthcare, government, commercial, retail, industrial and petrochemical.Our customers are able to build their ideal modular education building accessories floorplan with the help of our 360 3D Visualizer. It allows users to customize their buildings with an assortment of exterior wall colors, flooring options, restrooms, offices, equipment, and accessories. *
32 Describe your ability and willingness to
provide your products and services to
Sourcewell participating entities in Canada.

N/A
*
33 Identify any geographic areas of the United
States or Canada that you will NOT be
fully serving through the proposed contract.

We currently can not service Canada but we are continuing to expand our operations organically and through acquisitions *
34 Identify any Sourcewell participating entity
sectors (i.e., government, education, not-for-
profit) that you will NOT be fully serving
through the proposed contract. Explain in
detail. For example, does your company
have only a regional presence, or do other
cooperative purchasing contracts limit your
ability to promote another contract?
N/A
*
35 Define any specific contract requirements
or restrictions that would apply to our
participating entities in Hawaii and Alaska
and in US Territories.

A warranty servicing and shipping distance surcharge may be added depending on the type of transaction. If required this will be discussed and negotiated before a quote is provided *
Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 165
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) Table 7: Marketing Plan
Line
Item Question Response *
36 Describe your marketing strategy for
promoting this contract opportunity.

Upload representative samples of your
marketing materials (if applicable) in
the document upload section of your
response.

Mobile Modular will promote this contract opportunity through its website at www.mobilemodular.com, with internet advertising, promoting and direct marketing, along with the help of our Marketing team, MM will start sending  *email blast* to thousands of state and local government agencies nationwide that are related to this contract opportunity. See upload.
*
37 Describe your use of technology and
digital data (e.g., social media,
metadata usage) to enhance
marketing effectiveness.

A couple years ago we developed a 360 3D Building Visualizer tool that allows the user to design, build and furnish their own modular building. Our visualizer contains regional specific products such as classrooms, offices, blast resistant modules and restrooms. The user can utilize the visualizer on any device with features such as social distancing guidelines, walk – thru building experience, decorate, build cabinet sets, select unique paint colors and more. This unique one-of-a-kind modular building tool lets the customer truly visualize their modular building before purchasing or leasing.

Mobile Modular leverages customer data to personalize our marketing to build a better customer experience. We look to amplify MMMC products and services through effective, high-impact driven digital channels. We do this by routinely adjusting SEM investment, tailoring SEO to regional messaging, investing in social media ads as well as retargeted display ads and dynamic web loads based around geo preference.  We want to foster an environment of innovation, long-term planning, measurement, transparency and collaboration with the MMMC business partners.
*
38 In your view, what is Sourcewell’s role
in promoting contracts arising out of
this RFP? How will you integrate a
Sourcewell-awarded contract into your
sales process?
This can be a fruitful avenue to drive increased revenue streams. I believe that thousands of government agencies will be saving time and money during the procurement process with the help of Sourcewell, along with that Sourcewell participating entities can significantly reduce the overall sales cycle by already having a negotiated contract and pricing information with Mobile Modular.

We will train our sales representative receives to promote the Sourcewell contract. Our National Accounts Team – Government and Sr Government Sales Manager in charge of Sourcewell business development will edit the quote to verify the appropriate notes, verify pricing, and ensure the transaction is handled appropriately. At the point when the customer indicates they are ready to move forward with the order, and they will issue a PO.
*
39 Are your products or services
available through an e-procurement
ordering process? If so, describe your
e-procurement system and how
governmental and educational
customers have used it.

Yes, we have an online method of selecting buildings and any optional accessories and if helpful use our 360 3D Visualizer then automatically send that off for a specific quote from the local sales rep *
Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 166
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) Table 8: Value-Added Attributes
Line
Item Question Response *
40 Describe any product, equipment,
maintenance, or operator training
programs that you offer to
Sourcewell participating entities.

Include details, such as whether
training is standard or optional,
who provides training, and any
costs that apply.

For new building purchases O&M equipment manuals and product maintenance literature are provided at no cost. For standard building equipment in person or virtual training is typically not required, however if requested we can provide basic training at no cost. We provide this training by our warrantee service employees or third party product providers i.e. HVAC supplier. *
41 Describe any technological
advances that your proposed
products or services offer.

Sourcewell Participating Entities can use our website to choose buildings offered in their geographical area and utilize our 3D Visualizer tool. We are the only commercial, government, and education modular building provider that offers this type of tool. Additionally during the pandemic it was an opportunity for customers to utilize the social distancing feature to properly set up their classroom or office in a way that follows social distancing protocols. We introduced the digital transformation to the modular building marketplace. By taking a physical asset and turning it into a customizable digital asset on any device, including ADA ramps/steps, awnings, and furniture. See uploaded PDF *
42 Describe any “green” initiatives
that relate to your company or to
your products or services, and
include a list of the certifying
agency for each.

Our Sr. Government Sales Manager holds a current LEED AR BD+C Accreditation (certificate uploaded) For new building purchases we can provide design and specification consulting to meet LEED requirements and in general consult on best practices for overall best life cycle design and green/sustainability. Optionally at additional cost our lease fleet buildings can be modified to upgrade/install new equipment that meets Energy Star requirements or other green/sustainable certification programs *
43 Identify any third-party issued eco-
labels, ratings or certifications that
your company has received for
the equipment or products
included in your Proposal related
to energy efficiency or
conservation, life-cycle design
(cradle-to-cradle), or other
green/sustainability factors.

We provide buildings that are designed and constructed to meet the most stringent energy codes in affect at the time of manufacture. Upgrades are available to custom buildings at additional cost to certify and label LEED compliance and other green/sustainable programs.

Equipment, fixtures, and appliances can be specified and supplied with labels meeting Energy Star or other green/sustainable programs *
44 Describe any Women or Minority
Business Entity (WMBE), Small
Business Entity (SBE), or veteran
owned business certifications that
your company or hub partners
have obtained. Upload
documentation of certification (as
applicable) in the document
upload section of your response.

We subcontract the majority of our site work; delivery, installation, and utility connections to small business. These range from; SB, WOSB, EDWOSB, VOSB, SDVOSB *
45 What unique attributes does your
company, your products, or your
services offer to Sourcewell
participating entities? What makes
your proposed solutions unique in
your industry as it applies to
Sourcewell participating entities?
Mobile Modular does not sell or lease via a national call center. RFQs are delivered to the sale rep in the region your Sourcewell Participating Entities are located. Internet inquiries are issued to the regional sales manager who promptly places the request with the sales rep who can complete a quote usually the same day. Online service requests are delivered directly to the service team for quick response and schedule communications. Our online 3D visualizer and help choose the right size and configuration needed to assure all needs are met. Our in house technical project managers or installation PMs can perform a site visit to assure a quality installation.
*
Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 167
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) Table 9: Warranty
Describe in detail your manufacturer warranty program, including conditions and requirements to qualify, claims procedure, and overall structure. You may upload representative samples of your warranty materials (if applicable) in the document upload section of your response in addition to responding to the questions below.

Line
Item Question Response *
46 Do your warranties cover all products, parts, and
labor?
New buildings purchased are covered; products, parts, labor, for one year from the date of manufacture. Leased buildings are covered for the term of the lease for products, parts, and labor as described in the uploaded warrantee Service Guide
*
47 Do your warranties impose usage restrictions or
other limitations that adversely affect coverage?
We expect the buildings to be used for the purpose stated by the customer.

The following items are not included in your Lease Agreement and such services are not provided by Mobile Modular : janitorial services, HVAC filter replacement, HVAC coil cleaning, light bulb replacement and pest control.

Customer is responsible for damages caused by theft or vandalism, accidents, negligence, improper maintenance, failure to report water leaks in a timely manner, extreme weather, or acts of God.
*
48 Do your warranties cover the expense of
technicians’ travel time and mileage to perform
warranty repairs?
Yes
*
49 Are there any geographic regions of the United
States or Canada (as applicable) for which you
cannot provide a certified technician to perform
warranty repairs?  How will Sourcewell
participating entities in these regions be provided
service for warranty repair?
We will provide service in all regions that we sell, lease, and install buildings *
50 Will you cover warranty service for items made by
other manufacturers that are part of your proposal,
or are these warranties issues typically passed on
to the original equipment manufacturer?
We will provide service for all products we provide regardless of who the OEM is. *
51 What are your proposed exchange and return
programs and policies?
We will correct any building issues while the building is in place during the lease term. Depending on the circumstances a mid-term return is subject to an early return fee
*
52 Describe any service contract options for the
items included in your proposal.

We offer; furniture and office equipment and appliance rental. We have an optional HVAC system maintenance service. We provide a design service for custom engineered building and foundation plans. In some areas we can offer permitting services
*
Table 10: Payment Terms and Financing Options
Line
Item Question Response *
53 Describe your payment terms and accepted payment
methods.

We accept checks, ACH transfers, and P-cards. Payment terms are net 30 from invoice date. Building sales are subject to credit check and typically we invoice 25% upon order, 65% when ready to ship, and 10% as a final bill when the owner has beneficial occupancy.

Lease invoicing is line item invoicing per scope of work, typically when installation is complete (one time cost), Monthly lease invoicing for rental, and final invoicing for the teardown and return (one time cost) at the end of lease
*
54 Describe any leasing or financing options available for use by educational or governmental entities.

We offer in house lease rates based on the lease term. We offer third party finance company lease to purchase options * 55 Describe any standard transaction documents that you propose to use in connection with an awarded contract
(order forms, terms and conditions, service level
agreements, etc.). Upload a sample of each (as
applicable) in the document upload section of your
response.

See the uploaded Standard Documents; Lease Terms and
Conditions, Supplemental Lease Terms and Conditions, Sale Terms and Conditions, Supplemental Sale Terms and Conditions * 56 Do you accept the P-card procurement and payment
process? If so, is there any additional cost to Sourcewell participating entities for using this process?
We offer P-card payments at no additional fee
*
Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 168
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) Table 11: Pricing and Delivery
Provide detailed pricing information in the questions that follow below. Keep in mind that reasonable price and product adjustments can be made during the term of an awarded Contract as described in the RFP, the template Contract, and the Sourcewell Price and Product Change Request Form.

Line
Item Question Response *
57 Describe your pricing model (e.g., line-item discounts or product-category discounts). Provide detailed pricing data (including standard or list pricing and the Sourcewell
discounted price) on all of the items that you want
Sourcewell to consider as part of your RFP response. If applicable, provide a SKU for each item in your proposal.

Upload your pricing materials (if applicable) in the
document upload section of your response.

Our uploaded not to exceed Sourcewell pricing matrix has leasing rates established through our software system pricing tool that is based on market conditions, specific product utilization data, size and volume of business as a class of customer, win/loss ratios, and many other pertinent data inputs. The method used to establish pricing levels 2% to 25% below our standard rates for this Sourcewell RFP is as follows: System inputs were (1) customer category, high volume customers; Large commercial contractors (our lowest price category), (2) size of customer we input large (produces lowest price in the size category), (3) After the two price discount in steps 1&2 our pricing system allows an additional sliding scale price choice; Optimum (highest price), Target (mid-level price), and Minimum (lowest price available) We input at or near minimum to produce the submitted NTE price lowest final price available for Sourcewell Participating Entities. For building purchases, floor plan modifications, deliveries/transportation, foundations (except standard Block & Level), site preparation, custom installation, ancillary construction, utility development and connections, low voltage systems, structured cabling, servers and equipment, we use RSMeans (regionalized pricing system) plus 17% markup (the same system and rate approved in our Federal GSA Contract)
*
58 Quantify the pricing discount represented by the pricing proposal in this response. For example, if the pricing in your response represents a percentage discount from
MSRP or list, state the percentage or percentage range.

Our uploaded not to exceed Sourcewell pricing matrix represents a discount range of 2% to 25% discount from our standard pricing levels. *
59 Describe any quantity or volume discounts or rebate
programs that you offer.

Quantity and volume discounts are negotiated on a case by case basis. We offer negotiated volume rebate programs starting at $500K in yearly revenue volume and up. The additional discounts range from 2% to 5%
*
60 Propose a method of facilitating “sourced” products or related services, which may be referred to as “open
market” items or “nonstandard options”. For example, you may supply such items “at cost” or “at cost plus a
percentage,” or you may supply a quote for each such
request.

Sourced products or services can be provided at cost plus 17% or priced via the RSMeans regionalized pricing system plus 17% markup *
61 Identify any element of the total cost of acquisition that is NOT included in the pricing submitted with your response.

This includes all additional charges associated with a
purchase that are not directly identified as freight or shipping charges. For example, list costs for items like pre- delivery inspection, installation, set up, mandatory training, or initial inspection. Identify any parties that impose such costs and their relationship to the Proposer.

Sales/Use tax and Personal Property Expense (PPE) fees will be an additional cost based on the installation location unless we receive a valid tax exemption certificate. Local permit fees if required. Site security access training for installation crews if required. Return cleaning fees *
62 If freight, delivery, or shipping is an additional cost to the Sourcewell participating entity, describe in detail the complete freight, shipping, and delivery program.

N/A
*
63 Specifically describe freight, shipping, and delivery terms or programs available for Alaska, Hawaii, Canada, or any
offshore delivery.

Can be provided at cost plus 17% or priced via the RSMeans regionalized pricing system plus 17% markup *
64 Describe any unique distribution and/or delivery methods or options offered in your proposal.

N/A *
Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 169
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) Table 12: Pricing Offered
Line
Item The Pricing Offered in this Proposal is: * Comments 65 b. the same as the Proposer typically offers to GPOs, cooperative procurement organizations, or state purchasing departments.

Installation, customization, site
work and ancillary
construction/services match
our federal GSA Contract
pricing
Table 13: Audit and Administrative Fee
Line
Item Question Response *
66 Specifically describe any self-audit process or program that you plan to employ to verify compliance with your proposed Contract with Sourcewell. This process includes ensuring that Sourcewell participating entities obtain the proper pricing, that the Vendor reports all sales under the Contract each quarter, and that the Vendor remits the proper administrative fee to Sourcewell. Provide sufficient detail to support your ability to report quarterly sales to Sourcewell as described in the Contract template.

Our sales reps and regional sales managers will be trained to recognize and verify if a state or local government agency is a Sourcewell participating entity and verify they intend to use the Sourcewell contract and corresponding pricing. Our CRM quoting system already tracks federal, state, and local entities on both quotes and awards. An additional CRM flag will be added for Sourcewell related awards. Our daily
automated booked/billed report will highlight those Sourcewell related awards. Two employees, the National Account –
Government Manager and Sr. Government Sales Manager
will be tasked with collecting the data, developing quarterly reports and generate a quarterly payment to Sourcewell. We currently do this very same thing over the last 15 years for our federal GSA Contract, issuing quarterly IFF payments to GSA.
*
67 If you are awarded a contract, provide a few examples of internal metrics that will be tracked to measure whether you are having success with the contract.

We will utilize our existing tracking method in our CRM and quote generating system. We currently track and generate automated reports on all federal, state, and local quotes and PO awards by entity. We will add an additional flag for those awards (PO issued) using the Sourcewell contract
*
68 Identify a proposed administrative fee that you will pay to Sourcewell for facilitating, managing, and promoting the Sourcewell Contract in the event that you are awarded a Contract.  This fee is typically calculated as a percentage of Vendor’s sales under the Contract or as a per-unit fee; it is not a line-item addition to the Member’s cost of goods. (See the RFP and template Contract for additional details.)
We will pay an administrative fee of 1.5% of all sales and lease revenue generated from Sourcewell participating
entities that utilize the contract
*
Table 14A: Depth and Breadth of Offered Equipment Products and Services Line
Item Question Response *
69 Provide a detailed description of the
equipment, products, and services that you
are offering in your proposal.

Mobile Modular provides custom pre-fab buildings for government-commercial & education solutions such as Temporary or Permanent Office Modular Buildings (Trailers) such as: Government Field Office, Contractor Office Space, Modular Swing Space, Pre-Fabricated Modular wood building, Restroom Trailers, Kitchen Trailers, Blast Resistant Modulars, Container “Conex” boxes, and any Custom Made Modular building desired). Our Turnkey solutions for modular buildings includes: Site services, furniture, project management, Plus turnkey solutions improve efficiency by saving you the hassle of working with multiple vendors and managing numerous invoices. *
70 Within this RFP category there may be
subcategories of solutions. List subcategory
titles that best describe your products and
services.

Modular restroom trailers, Connex Containers, Restroom trailers, Prefabricated SCIF, Temporary Scif, Modular Scif, Modular Dormitories, Modular Dorms, Temporary Dorms, Pre Fabricated Multi Story, Pre Fabricated Multistory, Prefabricated Multistory, Modular Building, Temporary Field Office, Temporary Classroom, Pre- Engineered Structure, Temporary Kitchen, Connex box, Temporary Connex, Temporary Container, Portable Container, Construction Trailer, Swing Space, Temporary Modules, Temporary Office Space, Temporary Structure, Relocatable Building, Office Trailer, Prefabricated Modular, Prefabricated wood portable building, Temporary Office Trailer, Prefabricated Trailer, Temporary Construction Trailer *
Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 170
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp Table 148: Depth and 8readth of Offered Equipment Products and Services

Indicate below if the listed types or classes of equipment, products, and services are offered within your proposal. Provide additional comments in the text box provided, as necessary.

Line
Item CateJor\ or T\pe Offered Comments
71 Relocatable, demountable, portable, modular, temporary, and reusable buildings or storage
Yes
No
There are other keywords that
Mobile Modular recommends
for this category/listed types
of equipment: Modular
Restroom Trailers, Portable
Connex/Containers,
Prefabricated SCIF
Buildings, Modular Temporary
Dormitories, Prefabricated
Multi Story, Temporary
Modular Classrooms, Modular
Kitchen, Temporary Swing
Space.

*
72 Services related to the above offerings such as: assembly, disassembly, upkeep, repair, maintenance, leasing, rental, delivery, and transportation of the building or storage solutions described in Line 71 above
Yes
No
MM also offers Turnkey
solutions for Modular
Buildings: Site Related
Services (electrical sewer lines
water lines), Furniture and
project management.

*

Exceptions to Terms, Conditions, or Specifications Form

Only those Proposer Exceptions to Terms, Conditions, or Specifications that have been accepted by Sourcewell have been incorporated into the contract text.

Documents

Ensure your submission document(s) conforms to the following:

1. Documents in PDF format are preferred. Documents in Word, Excel, or compatible formats may also be provided.

2. Documents should NOT have a security password, as Sourcewell may not be able to open the file. It is your sole responsibility to ensure that the uploaded document(s) are not either defective, corrupted or blank and that the documents can be opened and viewed by Sourcewell.

3. Sourcewell may reject any response where any document(s) cannot be opened and viewed by Sourcewell.

4. If you need to upload more than one (1) document for a single item, you should combine the documents into one zipped file. If the zipped file contains more than one (1) document, ensure each document is named, in relation to the submission format item responding to. For example, if responding to the Marketing Plan category save the document as "Marketing Plan."

Pricing - Sourcewell Price List Final 120822.xlsx - Thursday December 08, 2022 14:49:02 Financial Strength and Stability - Financial SEC 10-Q 2022.pdf - Tuesday December 06, 2022 14:15:03 Marketing Plan/Samples - 3D Visualizer & Sample Email Marketing Sourcewell.pdf - Tuesday December 06, 2022 15:57:04 WMBE/MBE/SBE or Related Certificates - LEED-Building Design + Construction.pdf - Tuesday December 06, 2022 14:24:26 Warranty Information - Factory New Warantee & Lease Service Guide.pdf - Tuesday December 06, 2022 14:21:59 Standard Transaction Document Samples - Lease-Sale T&C & Supplemental Terms.pdf - Tuesday December 06, 2022 14:22:13 Upload Additional Document - UCLA KREC Fitness Center (BY Design Space).pdf - Tuesday December 06, 2022 12:41:36 DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 171
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) Addenda, Terms and Conditions

PROPOSER AFFIDAVIT AND ASSURANCE OF COMPLIANCE
I certify that I am the authorized representative of the Proposer submitting the foregoing Proposal with the legal authority to bind the Proposer to this Affidavit and Assurance of Compliance:

1. The Proposer is submitting this Proposal under its full and complete legal name, and the Proposer legally exists in good standing in the jurisdiction of its residence.

2. The Proposer warrants that the information provided in this Proposal is true, correct, and reliable for purposes of evaluation for contract award.

3. The Proposer, including any person assisting with the creation of this Proposal, has arrived at this Proposal independently and the Proposal has been created without colluding with any other person, company, or parties that have or will submit a proposal under this solicitation; and the Proposal has in all respects been created fairly without any fraud or dishonesty. The Proposer has not directly or indirectly entered into any agreement or arrangement with any person or business in an effort to influence any part of this solicitation or operations of a resulting contract; and the Proposer has not taken any action in restraint of free trade or competitiveness in connection with this solicitation. Additionally, if Proposer has worked with a consultant on the Proposal, the consultant (an individual or a company) has not assisted any other entity that has submitted or will submit a proposal for this solicitation.

4. To the best of its knowledge and belief, and except as otherwise disclosed in the Proposal, there are no relevant facts or circumstances which could give rise to an organizational conflict of interest. An organizational conflict of interest exists when a vendor has an unfair competitive advantage or the vendor’s objectivity in performing the contract is, or might be, impaired.

5. The contents of the Proposal have not been communicated by the Proposer or its employees or agents to any person not an employee or legally authorized agent of the Proposer and will not be communicated to any such persons prior to Due Date of this solicitation.

6. If awarded a contract, the Proposer will provide to Sourcewell Participating Entities the equipment, products, and services in accordance with the terms, conditions, and scope of a resulting contract.

7. The Proposer possesses, or will possess before delivering any equipment, products, or services, all applicable licenses or certifications necessary to deliver such equipment, products, or services under any resulting contract.

8. The Proposer agrees to deliver equipment, products, and services through valid contracts, purchase orders, or means that are acceptable to Sourcewell Members. Unless otherwise agreed to, the Proposer must provide only new and first-quality products and related services to Sourcewell Members under an awarded Contract.

9. The Proposer will comply with all applicable provisions of federal, state, and local laws, regulations, rules, and orders.

10. The Proposer understands that Sourcewell will reject RFP proposals that are marked "confidential" (or "nonpublic," etc.), either substantially or in their entirety. Under Minnesota Statutes Section 13.591, subdivision 4, all proposals are considered nonpublic data until the evaluation is complete and a Contract is awarded. At that point, proposals become public data. Minnesota Statutes Section 13.37 permits only certain narrowly defined data to be considered a "trade secret," and thus nonpublic data under Minnesota's Data Practices Act.

11. Proposer its employees, agents, and subcontractors are not:

1. Included on the “Specially Designated Nationals and Blocked Persons” list maintained by the Office of Foreign Assets Control of the United States Department of the Treasury found at: https://www.treasury.gov/ofac/downloads/sdnlist.pdf;

2. Included on the government-wide exclusions lists in the United States System for Award Management found at:
https://sam.gov/SAM/; or

3. Presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 172
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.) by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity. Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this solicitation.

By checking this box I acknowledge that I am bound by the terms of the Proposer’s Affidavit, have the legal authority to submit this Proposal on behalf of the Proposer, and that this electronic acknowledgment has the same legal effect, validity, and enforceability as if I had hand signed the Proposal. This signature will not be denied such legal effect, validity, or enforceability solely because an electronic signature or electronic record was used in its formation. - Patrick Muchmore, Sr. Government Sales Manager, McGrath RentCorp, DBA Mobile Modular Management Corp, DBA Mobile Modular Portable Storage, DBA Kitchens To Go The Proposer declares that there is an actual or potential Conflict of Interest relating to the preparation of its submission, and/or the Proposer foresees an actual or potential Conflict of Interest in performing the contractual obligations contemplated in the bid.

Yes No
The Bidder acknowledges and agrees that the addendum/addenda below form part of the Bid Document.

Check the box in the column "I have reviewed this addendum" below to acknowledge each of the addenda.

File Name
I have reviewed the
below addendum and
attachments (if
applicable)
Pages
Addendum_2_Relocatable_Building_Solutions_RFP_120822
Wed November 30 2022 09:30 AM 1
Addendum_1_Relocatable_Building_Solutions_RFP_120822
Wed November 2 2022 10:09 AM 1
Bid Number: RFP 120822 Vendor Name: Mobile Modular Management Corp DocuSign Envelope ID: D25BA198-B5E1-4254-BA56-04C047D6FF1C

5.b
Packet Pg. 173
Attachment: Executed Mobile Modular-Sourcewell Contract 2023 (4215 : Agreement - Mobile Modular Management Corp.)

ITEM NO. 6

STAFF REPORT

DATE: SEPTEMBER 19, 2023
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: BRIAN DICKINSON, PUBLIC WORKS AND UTILITY SERVICES

DIRECTOR
SUBJECT: APPROVE CONTRACT AWARD TO ANIXTER INC. FOR MEDIUM VOLTAGE PAD MOUNTED SWITCHGEAR.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Award the bid for a Medium Voltage Pad Mounted Switchgear to Anixter Inc. supplied by S&C Electric Company for $118,284.66.

BACKGROUND

The City purchases various sizes of medium voltage pad mounted switchgear into the Electric Stores Inventory for use by the Electric Utility on an “as required” basis and for future projects.

The switchgear is used within the electric system to provide isolation and fuse protection. It also allows for “switching” electricity from one circuit to another. When inventory levels reach predetermined review points, or when special projects arise, switchgear is reordered based on projected usage as det ermined by the City’s Electric Utility Systems Designer. Staff regularly reviews the previously established minimum and maximum quantities to ensure efficiency and reliability of the electric system.

ISSUES/ANALYSIS

On August 14, 2023, staff issued a N otice Inviting Bids for a Medium Voltage Pad Mounted Switchgear with fault interrupter for the Electric Utility, NIB -AB-10. The Notice Inviting Bids and related documents were distributed through National Institute of Governmental Purchasing (NIGP), the City’s online bid system, and 96 registered vendors received notification. 6 Packet Pg. 174
Staff Report to the Mayor and City Council
Contract Award - Anixter, Inc.

September 19, 2023

A public bid opening was held at 2:30 p.m., on August 28, 2023, at the Electric Department Administrative Offices. Only one bid was received. The Bid Analysis , showing the bid p rice and delivery, is attached. Anixter Inc. supplied by S&C Electric Company was the only bidder.

Bid Summary:

1. Anixter, INC, S&C Electric Company $118,284.66

FISCAL IMPACTS

Switchgear is purchased into Electric Utility Stores inventory account number 520-1500-154 and is charged to the appropriate budget account when it is put in service. The Stores inventory account is a balance sheet account and has no budgetary impacts. The Electric Department included sufficient appropriations in the adopted FY 2023-24 budget for capital improvement projects.

ALTERNATIVES

Provide alternative direction to Staff.

ATTACHMENT

1. Switchgear Bid Analysis 8-28-23
6 Packet Pg. 175

CITY OF COLTON

BID ANALYSIS

VARIOUS SIZE MED VOLTAGE PADMOUNT

SWITCHGEAR FOR THE ELECTRIC UTILITY
BID DATE: 8/28/23

ITEM UNIT MINIMUM
NO. QTY DESCRIPTION PRICE AMOUNT
1 1 Padmount switch, PMS-09 with fault $109,776.95 $118,284.66 interrupter, per City of Colton Specification
MANUFACTURER:

S&C Electric
Company
DELIV ERY: 322-336 days
$118,284.66
Anxiter, INC
S&C Electric Company

6.a
Packet Pg. 176
Attachment: Switchgear Bid Analysis 8-28-23 (4216 : Contract Award - Anixter, Inc.)

ITEM NO. 7

STAFF REPORT

DATE: SEPTEMBER 19, 2023
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: TIM HEUSTERBERG, ACTING CHIEF OF POLICE
SUBJECT: APPROVE AWARD OF A 5-YEAR CONTRACT TO FLOCK SAFETY GROUP INC. FOR AUTOMATED LICENSE PLATE READERS
(ALPR) IN THE POLICE DEPARTMENT.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Approve and authorize the City Man ager to execute an additional 5-year agreement between the City of Colton and Flock Safety, Inc. (through Insight Enterprises, Inc.).

BACKGROUND

The City Council approved the purchase of forty (40) automated license plate readers (ALPR) during its September 6, 2022, City C ouncil meeting. Installation of the cameras commenced around January 2023 and was completed around March 2023.

From March 2023 to present, there have been approximately 198 activations (meaning one or more of the cameras alerted the Police Department to a stolen and/or wanted vehicle in the city) .

Out of the 198 activations, officers have located 55 stolen and/or wanted vehicles.

Additionally, the Detective Division has been able to utilize the cameras to assist with investigations. Most recently, the system was used to put an “alert” on a vehi cle wanted in multiple ATM thefts in the City. Once the alert was activated , the patrol division was able to locate the vehicle after it “hit” on one of the camera’s, resulting in the arrest of the driver. While conducting the investigation, the driver w as found to be wanted for multiple ATM thefts throughout Orange, Riverside, San Diego, and San Bernardino Counties.

ISSUES/ANALYSIS
7 Packet Pg. 177
Staff Report to the Mayor and City Council
Contract Award - Flock Safety Group Inc.

September 19, 2023

In June 2023, the Police Department was told by Flock Safety Group, Inc. that, due to supply and demand, the cost was se t to increase on April 1, 2023, by $500.00 per camera. This would take our total annual cost from $100,000 to $120,000 ($3,000.00 x 40 cameras). However, if the City approved a new 5-year contract with Flock Safety Group, Inc. (through Insight Enterprises), the annual cost would remain at $100,000 ($2 ,500.00 x 40 cameras) for the five-year life of the contract; saving $100,000 over the five years. This also ensures that the original price under the competitive bidding process completed by OMNIA Partners and approved by City Council on September 6, 2022, per Section 3.08.140(C) of the City’s Purchasing Ordinance, will remain the same for those additional five years.

Although the overall contract amount with Flock Safety Group, Inc ., would normally trigger the formal bidding process, the City’s purchasing and bidding regulations provide an exception for these types of circumstances. Colton Municipal Code section 3.08.140(E) allows the City Manager with City Council concurrence to dispense with public bidd ing for non-public projects, when it is determined to be in the best interest of the City and its administrative operations. For the reasons explained above, the initial startup cost of a new system and training of personnel , staff believes it would be in the best interest of the City to forgo the formal bidding process and continue to utilize Flock Safety Group ALPRs . Therefore, staff recommends the City Council approve the agreement with Flock Safety Group, Inc. and authorize the City Manager to execute the agreement.

FISCAL IMPACTS

The budget for the City of Colton for the Fiscal Year commencing July 1, 2023, and ending June 30, 2024, was approved and adopted. Currently sufficient appropriations for the first year of the annual contract are available in the Software, Licensing and Support Account Number 100-6070- 6071-2315-0000-000.

Additional years of the agreement will be included in the requested budget for the respective fiscal years.

ALTERNATIVES

Provide alternative direction to staff.

ATTACHMENT

1. Signed Flock Contract
7 Packet Pg. 178
DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93

SOLD-TO PARTY 10975747

CITY OF COLTON
650 N LA CADENA DR
COLTON CA 92324-2823

SHIP-TO

CITY OF COLTON
POLICE DEPT.
650 N LA CADENA DR
COLTON CA 92324-2823
We deliver according to the following terms:

Payment Terms : Net 30 days
Ship Via : Insight Assigned Carrier/Ground
Terms of Delivery: : FOB DESTINATION
Currency : USD
In order for Insight to accept Purchase Orders against this contract and honor the prices on this quote, your agency must be registered with OMNIA Partners Public Sector (formerly U.S. Communities).

Our sales teams would be happy to assist you with your registration. Please contact them for assistance -- the registration process takes less than five minutes.

Material Material Description Quantity Unit Price Extended Price

OMNIA PARTNERS IT PRODUCTS & SERVICES(# 4400006644)
OMNIA PARTNERS IT PRODUCTS & SERVICES(# 4400006644)
Services Subtotal 114,000.00
TAX 0.00
Total 114,000.00
Lease & Financing options available from Insight Global Finance for your equipment & software acquisitions. Contact your Insight account executive for a quote.

Thank you for choosing Insight. Please contact us with any questions or for additional information about Insight's complete IT solution offering.

Sincerely,
FLCK-FALCON-2-LE FALCON INFRASTRUCTURE-FREE (SOLAR POWER + LTE), LICENSE PLATE RECOGNITION CAMERA
WITH VEHICLE FINGERPRINT TM TECHNOLOGY +

MACHINE LEARNING RNING SOFTWARE AND REAL-

TIME ALERTS FOR UNLIMITED USERS
40 2,500.00
100,000.00

PS-IMP-STD STANDARD IMPLEMENTATION SERVICE ONE

TIME FEE, INCLUDES CAMERA SETUP, SHIPPING
& HANDLING, MOUNTING EQUIPMENT &

IMPLEMENTATION OF FLOCK SAFETY FALCON

CAMERA PER STANDARD IMPLEMENTION

SERVICE BRIEF
40 350.00
14,000.00
INSIGHT PUBLIC SECTOR SLED Page 1 of
2 2701 E INSIGHT WAY
CHANDLER AZ 85286-1930
Quotation
Quotation Number : 225253358
Document
Date PO
Number PO
Release Sales
Rep Email
Telephone
Sales Rep 2
Email
Telephone
: 18-JUL-2022
:
:
: Damien Tran
: [email protected] :
+13103545674
:
:
:

DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 179
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

Damien Tran
+13103545674
[email protected]
Fax 3106303171
Damien Tran
[email protected]
OMNIA Partners (formerly U.S. Communities) IT Products, Services and Solutions Contract No. 4400006644 Insight Public Sector (IPS) is proud to be a contract holder for the OMNIA Partners Technology Products, Services & Solutions Contract.

This competitively solicited contract is available to participating agencies of OMNIA Partners. OMNIA Partners assists local and state government agencies, school districts (K-12), higher education, and nonprofits in reducing the cost of purchased goods by pooling the purchasing power of public agencies nationwide. This is an optional use program with no minimum volume requirements and no cost to agencies to participate.

Regarding tariff impacts on IPS contract quotes, Insight is communicating with the contracting officials on the contracts held by Insight to minimize the impact of tariffs to our clients.

Thanks for choosing Insight!
Insight Global Finance has a wide variety of flexible financing options and technology refresh solutions. Contact your Insight representative for an innovative approach to maximizing your technology and developing a strategy to manage your financial options.

This purchase is subject to Insight’s online Terms of Sale unless you have a separate purchase agreement signed by you and Insight, in which case, that separate agreement will govern. Insight’s online Terms of Sale can be found at the “terms-and- policies” link below.

SOFTWARE AND CLOUD SERVICES PURCHASES: If your purchase contains any software or cloud computing offerings (“Software and Cloud Offerings”), each offering will be subject to the applicable supplier's end user license and use terms ("Supplier Terms") made available by the supplier or which can be found at the “terms-and-policies” link below. By ordering, paying for, receiving or using Software and Cloud Offerings, you agree to be bound by and accept the Supplier Terms unless you and the applicable supplier have a separate agreement which governs. https://www.insight.com/terms-and-policies
DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-
A44D388B7D93 Quotation Number
225253358 Document Date
18-JUL-2022
DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 180
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93

E sec FLOCK SAFETY FLOWDOWN GOVERNMENT AGENCY TERMS
This Flock Safety Flowdown Government Agency Terms (this !Agreement”) is entered into by and between Flock Group, Inc. with a place of business at 1170 Howell Mill Rd NW Suite 210, Atlanta, GA 30318 (!Flock”) and the police department or government agency identified in the signature block of the Order Form (!Agency”) (each a !Party,” and together, the !Parties”).

RECITALS
WHEREAS, Flock offers a software and hardware situational awareness solution for automatic license plates, video and audio detection through Flock"s technology platform (the !Flock Service”), and upon detection, the Flock Services are capable of capturing audio, video, image, and recording data and can provide notifications to Agency upon the instructions of Non-Agency End User (as defined below) (!Notifications”); WHEREAS, Agency desires access to the Flock Service on existing cameras, provided by Agency, or Flock provided Flock Hardware (as defined below) in order to create, view, search and archive Footage and receive Notifications, including those from Non-Agency End Users of the Flock Service (where there is an investigative or bona fide lawful purpose) such as schools, neighborhood homeowners associations, businesses, and individual users; WHEREAS, Flock deletes all Footage on a rolling thirty (30) day basis, excluding Wing Replay which is deleted after seven (7) days. Agency is responsible for extracting, downloading and archiving Footage from the Flock System on its own storage devices for auditing for prosecutorial/administrative purposes; and WHEREAS, Flock desires to provide Agency the Flock Service and any access thereto, subject to the terms and conditions of this Agreement, solely for the awareness, prevention, and prosecution of crime, bona fide investigations by police departments, and archiving for evidence gathering (!Permitted Purpose”).

AGREEMENT
NOW, THEREFORE, Flock and Agency agree that this Agreement, and any addenda attached hereto or referenced herein, constitute the complete and exclusive statement of the Agreement of the Parties with respect to the subject matter of this Agreement, and replace and supersede all prior agreements, term sheets, purchase orders, correspondence, oral or written communications and negotiations by and between the Parties.

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

1.1 !Agency Data” means the data, media and content provided by Agency through the Services. For the avoidance of doubt, the Agency Data will include the Footage.

1.2 !Agency Generated Data” means the messages, text, illustrations, files, images, graphics, photos, comments, sounds, music, videos, information, content, ratings, reviews, data, questions, suggestions, other information or materials posted, uploaded, displayed, published, distributed, transmitted, broadcasted, or otherwise made available on or submitted through the Wing Suite.
vz.5.20.22
1 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 181
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93

1.3. !Agency Hardware” means the third-party camera owned or provided by Agency and any other physical elements that interact with the Embedded Software and the Web Interface to provide the Services.

1.4. !Aggregated Data” means information that relates to a group or category of individuals, from which any potential individuals"#personal identifying information has been permanently !anonymized” by commercially available standards to irreversibly alter data in such a way that a data subject (i.e., individual person or impersonal entity) can no longer be identified directly or indirectly.

1.5 !Authorized End User(s)” means any individual employees, agents, or contractors of Agency accessing or using the Services through the Web Interface, under the rights granted to Agency pursuant to this Agreement.

1.6 !Deployment Plan” means the strategic geographic mapping of the location(s) and implementation of Flock Hardware, and/or other relevant Services required under this Agreement.

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

1.8 !Embedded Software” means the software and/or firmware embedded or preinstalled on the Flock Hardware or Agency Hardware.

1.9 !Falcon Flex” means an infrastructure-free, location-flexible license plate reader camera that enables the Agency to self-install.

1.10 !Flock Hardware” means the Flock cameras or device, pole, clamps, solar panel, installation components, and any other physical elements that interact with the Embedded Software and the Web Interface to provide the Flock Services.

1.11 !Flock IP” means the Services, the Documentation, the Embedded Software, the Installation Services, and any and all intellectual property therein or otherwise provided to Agency and/or its Authorized End Users in connection with the foregoing.

1.12 !Flock Safety FalconTM” means an infrastructure-free license plate reader camera that utilizes Vehicle FingerprintTM technology to capture vehicular attributes. vz6.22
2 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 182
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93

1.13 !Flock Safety RavenTM” means an audio detection device that provides real-time alerting to law enforcement based on programmed audio events such as gunshots, breaking glass, and street racing.

1.14 !Flock Safety SparrowTM” means an infrastructure-free license plate reader camera for residential roadways that utilizes Vehicle FingerprintTM technology to capture vehicular attributes.

1.16 !Footage”means still images, video, audio and other data captured by the Flock Hardware or Agency Hardware in the course of and provided via the Services.

1.17 !Hotlist(s)” means a digital file containing alphanumeric license plate related information pertaining to vehicles of interest, which may include stolen vehicles, stolen vehicle license plates, vehicles owned or associated with wanted or missing person(s), vehicles suspected of being involved with criminal or terrorist activities, and other legitimate law enforcement purposes. Hotlist also includes, but is not limited to, national data (i.e. NCIC) for similar categories, license plates associated with AMBER Alerts or Missing Persons/Vulnerable Adult Alerts, and includes manually entered license plate information associated with crimes that have occurred in any local jurisdiction.

1.18 !Implementation Fee(s)” means the monetary fees associated with the Installation Services, as defined in Section 1.19 below.

1.19 !Installation Services” means the services provided by Flock for installation of Agency Hardware and/or Flock Hardware, including any applicable installation of Embedded Software on Agency Hardware.

1.20 !Non-Agency End User(s)” means any individual, entity, or derivative therefrom, authorized to use the Services through the Web Interface, under the rights granted to pursuant to the terms (or to those materially similar) of this Agreement.

1.21 !Services” or !Flock Services” means the provision, via the Web Interface, of Flock"s software applications for automatic license plate detection, alerts, audio detection, searching image records, video and sharing Footage.

1.22 !Support Services” means Monitoring Services, as defined in Section 2.10 below.

1.23 !Usage Fee” means the subscription fees to be paid by the Agency for ongoing access to Services. vz6.22
3 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 183
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93

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

1.25 !Wing Suite” means the Flock interface which provides real-time access to the Flock Services, location of Flock Hardware, Agency Hardware, third-party cameras, live-stream video, Wing Livestream, Wing LPR, Wing Replay, alerts and other integrations.

1.26 !Wing Livestream” means real-time video integration with third-party cameras via the Flock interface.

1.27 !Wing LPR” means software integration with third-party cameras utilizing Flock"s Vehicle Fingerprint TechnologyTM for license plate capture.

1.28 !Wing Replay” means enhanced situational awareness encompassing Footage retention, replay ability, and downloadable content from Hot Lists integrated from third-party cameras.

1.29 !Vehicle FingerprintTM” means the unique vehicular attributes captured through Services such as: type, make, color, state registration, missing/covered plates, bumper stickers, decals, roof racks, and bike racks.

2. SERVICES AND SUPPORT

2.1 Provision of Access. Subject to the terms of this Agreement, Flock hereby grants to Agency a non-exclusive, non-transferable right to access the features and functions of the Services via the Web Interface during the Term, solely for the Authorized End Users. The Footage will be available for Agency"s designated administrator, listed on the Order Form, and any Authorized End Users to access and download via the Web Interface for thirty (30) days.

Authorized End Users will be required to sign up for an account and select a password and username (!User ID”).

Flock will also provide Agency with the Documentation to be used in accessing and using the Services. Agency shall be responsible for all acts and omissions of Authorized End Users, and any act or omission by an Authorized End User which, if undertaken by Agency, would constitute a breach of this Agreement, shall be deemed a breach of this Agreement by Agency. Agency shall undertake reasonable efforts to make all Authorized End Users aware of the provisions of this Agreement as applicable to such Authorized End User"s use of the Services and shall cause Authorized End Users to comply with such provisions. Flock may use the services of one or more third parties to deliver any part of the Services, (such as using a third party to host the Web Interface for cloud storage or a cell phone provider for wireless cellular coverage) which makes the Services available to Agency and Authorized End Users. Warranties provided by said third Party service providers are the agency"s sole and exclusive remedy and vz6.22
4 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 184
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 Flock"s sole and exclusive liability with regard to such third-Party services, including without limitation hosting the web interface. Agency agrees to comply with any acceptable use policies and other terms of any third-Party service provider that are provided or otherwise made available to Agency from time to time.

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

2.3 Documentation License. Subject to the terms of this Agreement, Flock hereby grants to Agency a nonexclusive, non-transferable right and license to use the Documentation during the Term in connection with its use of the Services as contemplated herein, and under Section 2.5 below.

2.4 Wing Suite License. Subject to all terms of this Agreement, Flock grants Agency a limited, non-exclusive, nontransferable, non-sublicensable (except to the Authorized End Users), revocable right to use the Wing Suite software and interface.

2.5 Usage Restrictions.

2.5.1 Flock IP. The Permitted Purpose for usage of the Flock Hardware, Agency Hardware, Documentation, Services, support, and Flock IP are solely to facilitate gathering evidence that could be used in a lawful criminal investigation by the appropriate government agency. Agency will not, and will not permit any Authorized End Users to, (i) copy or duplicate any of the Flock IP; (ii) decompile, disassemble, reverse engineer, or otherwise attempt to obtain or perceive the source code from which any software component of any of the Flock IP is compiled or interpreted, or apply any other process or procedure to derive the source code of any software included in the Flock IP; (iii) attempt to modify, alter, tamper with or repair any of the Flock IP, or attempt to create any derivative product from any of the foregoing; (iv) interfere or attempt to interfere in any manner with the functionality or proper working of any of the Flock IP; (v) remove, obscure, or alter any notice of any intellectual property or proprietary right appearing on or contained within any of the Services or Flock IP; (vi) use the Services, support, Flock Hardware, Documentation, or the Flock IP for anything other than the Permitted Purpose; or (vii) assign, sublicense, sell, resell, lease, rent, or otherwise transfer, convey, pledge as security, or otherwise encumber, Agency"s rights under Sections 2.1, 2.2, 2.3, or 2.4.
vz6.22
5 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 185
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93

2.5.2. Flock Hardware. Agency understands that all Flock Hardware is owned exclusively by Flock, and that title to any Flock Hardware does not pass to Agency upon execution of this Agreement. Except for Falcon Flex products, which are designed for self-installation, Agency is not permitted to remove, reposition, re-install, tamper with, alter, adjust or otherwise take possession or control of Flock Hardware. Notwithstanding the notice and cure period set for in Section 6.3, Agency agrees and understands that in the event Agency is found to engage in any of the restricted actions of this Section 2.5.2, all warranties herein shall be null and void, and this Agreement shall be subject to immediate termination (without opportunity to cure) for material breach by Agency.

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

2.7 Suspension.

2.7.1 Service Suspension. Notwithstanding anything to the contrary in this Agreement, Flock may temporarily suspend Agency"s and any Authorized End User"s access to any portion or all of the Flock IP or Flock Service if Flock reasonably determines that (a) there is a threat or attack on any of the Flock IP by Agency; (b) Agency"s or any Authorized End User"s use of the Flock IP disrupts or poses a security risk to the Flock IP or any other customer or vendor of Flock; (c) Agency or any Authorized End User is/are using the Flock IP for fraudulent or illegal activities; (d) Agency has violated any term of this provision, including, but not limited to, utilizing the Services for anything other than the Permitted Purpose (!Service Suspension”). Agency shall not be entitled to any remedy for the Service Suspension period, including any reimbursement, tolling, or credit.

2.7.2 Service Interruption. Services may be interrupted in the event that: (a) Flock"s provision of the Services to Agency or any Authorized End User is prohibited by applicable law; (b) any third-party services required for Services are interrupted; (c) if Flock reasonably believe Services are being used for malicious, unlawful, or otherwise unauthorized use; (d) there is a threat or attack on any of the Flock IP by a third party; or (e) scheduled or emergency maintenance (!Service Interruption”). Flock will make commercially reasonable efforts to provide written notice of any Service Interruption to Agency and to provide updates regarding resumption of access to Flock Services. Flock will use commercially reasonable efforts to resume providing access to the Service as soon as reasonably possible after the event giving rise to the Service Interruption is cured. Flock will have no liability for vz6.22
6 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 186
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 any damage, liabilities, losses (including any loss of data or profits), or any other consequences that Agency or any Authorized End User may incur as a result of a Service Interruption. To the extent that the Service Interruption is not caused by Agency"s direct actions or by the actions of parties associated with the Agency, the expiration of the Term will be tolled by the duration of the Service Interruption (for any continuous suspension lasting at least one full day) prorated for the proportion of cameras on the Agency"s account that have been impacted. For example, in the event of a Service Interruption lasting five (5) continuous days, Agency will receive a credit for five (5) free days at the end of the Term.

2.8 Installation Services.

2.8.1 Designated Locations. For installation of Flock Hardware, excluding Falcon Flex products, prior to performing the physical installation of the Flock Hardware, Flock shall advise Agency on the location and positioning of the Flock Hardware for optimal license plate image capture, as conditions and location allow. Flock may consider input from Agency regarding location, position and angle of the Flock Hardware (!Designated Location”) and collaborate with Agency to design the Deployment Plan confirming the Designated Locations. Flock shall have final discretion on location of Flock Hardware. Flock shall have no liability to Agency resulting from any poor performance, functionality or Footage resulting from or otherwise relating to the Designated Locations or delay in installation due to Agency"s delay in confirming Designated Locations, in ordering and/or having the Designated Location ready for installation including having all electrical work preinstalled and permits ready, if necessary. After installation, any subsequent changes to the Deployment Plan (!Reinstalls”) will incur a charge for Flock"s then- current list price for Reinstalls, as listed in the then-current Reinstall policy (available at https:// www.flocksafety.com/reinstall-fee-schedule) and any equipment fees. For clarity, Agency will receive prior notice and provide approval for any such fees. These changes include but are not limited to re-positioning, adjusting of the mounting, re-angling, removing foliage, replacement, changes to heights of poles, regardless of whether the need for Reinstalls related to vandalism, weather, theft, lack of criminal activity in view, and the like. Flock shall have full discretion on decision to reinstall Flock Hardware.

2.8.2 Agency Installation Obligations. Agency agrees to allow Flock and its agents reasonable access in and near the Designated Locations at all reasonable times upon reasonable notice for the purpose of performing the installation work. Although Flock Hardware is designed to utilize solar power, certain Designated Locations may require a reliable source of 120V or 240V AC power. In the event adequate solar power is not available, Agency is solely responsible for costs associated with providing a reliable source of 120V or 240V AC power to Flock Hardware. Flock will provide solar options to supply power at each Designated Location. If Agency refuses recommended solar options, Agency waives any reimbursement, tolling, or credit for any suspension period of Flock vz6.22
7 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 187
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 Services due to low solar power. Additionally, Agency is solely responsible for (i) any permits or associated costs, and managing the permitting process of installation of cameras or AC power; (ii) any federal, state, or local taxes including property, license, privilege, sales, use, excise, gross receipts, or other similar taxes which may now or hereafter become applicable to, measured by or imposed upon or with respect to the installation of the Flock Hardware, its use (excluding tax exempt entities), or (iii) any other supplementary cost for services performed in connection with installation of the Flock Hardware, including but not limited to contractor licensing, engineered drawings, rental of specialized equipment, or vehicles, third-party personnel (i.e. Traffic Control Officers, Electricians, State DOT-approved poles, etc., if necessary), such costs to be approved by the Agency (!Agency Installation Obligations”). In the event that a Designated Location for Flock Hardware requires permits, Flock may provide the Agency with a temporary alternate location for installation pending the permitting process. Once the required permits are obtained, Flock will relocate the Flock Hardware from the temporary alternate location to the permitted location at no additional cost. Without being obligated or taking any responsibility for the foregoing, Flock may pay and invoice related costs to Agency if Agency did not address them prior to the execution of this Agreement or a third party requires Flock to pay. Agency represents and warrants that it has, or shall lawfully obtain, all necessary right title and authority and hereby authorizes Flock to install the Flock Hardware at the Designated Locations and to make any necessary inspections or tests in connection with such installation.

2.8.3 Flock"s Obligations. Installation of Flock Hardware shall be installed in a workmanlike manner in accordance with Flock"s standard installation procedures, and the installation will be completed within a reasonable time from the time that the Designated Locations are confirmed. Upon removal of Flock Hardware, Flock shall restore the location to its original condition, ordinary wear and tear excepted. Following the initial installation of the Flock Hardware and any subsequent Reinstalls or maintenance operations, Flock"s obligation to perform installation work shall cease; however, for the sole purpose of validating installation, Flock will continue to monitor the performance of Flock Hardware for the length of the Term and will receive access to the Footage for a period of seven (7) business days after the initial installation for quality control and provide any necessary maintenance. Labor may be provided by Flock or a third-party. Flock is not obligated to install, reinstall, or provide physical maintenance to Agency Hardware. Notwithstanding anything to the contrary, Agency understands that Flock will not provide installation services for Falcon Flex products.

2.8.4 Ownership of Hardware. Flock Hardware shall remain the personal property of Flock and will be removed upon the natural expiration of this Agreement at no additional cost to Agency. Agency shall not perform any acts which would interfere with the retention of title of the Flock Hardware by Flock. Should Agency default on any payment of the Flock Services, Flock may remove Flock Hardware at Flock"s discretion. Such removal, if made vz6.22
8 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 188
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 by Flock, shall not be deemed a waiver of Flock"s rights to any damages Flock may sustain as a result of Agency"s default and Flock shall have the right to enforce any other legal remedy or right.

2.9 Hazardous Conditions. Unless otherwise stated in the Agreement, Flock"s price for its services under this Agreement does not contemplate work in any areas that contain hazardous materials, or other hazardous conditions, including, without limit, asbestos, lead, toxic or flammable substances. In the event any such hazardous materials are discovered in the designated locations in which Flock is to perform services under this Agreement, Flock shall have the right to cease work immediately in the area affected until such materials are removed or rendered harmless.

2.10 Support Services. Subject to the payment of fees, Flock shall monitor the performance and functionality of Flock Services and may, from time to time, advise Agency on changes to the Flock Services, Installation Services, or the Designated Locations which may improve the performance or functionality of the Services or may improve the quality of the Footage. The work, its timing, and the fees payable relating to such work shall be agreed by the Parties prior to any alterations to or changes of the Services or the Designated Locations (!Monitoring Services”).

Flock will use commercially reasonable efforts to respond to requests for support. Flock will provide Agency with reasonable technical and on-site support and maintenance services (!On-Site Services”) in-person or by email at [email protected], at no additional cost. Notwithstanding anything to the contrary, Agency is solely responsible for installation of Falcon Flex products. Agency further understands and agrees that Flock will not provide monitoring services or on-site services for Falcon Flex.

2.11 Special Terms. From time to time, Flock may offer certain Special Terms related to guarantees, service and support which are indicated in the proposal and on the Order Form and will become part of this Agreement, upon Agency"s prior written consent. To the extent that any terms of this Agreement are inconsistent or conflict with the Special Terms, the Special Terms shall control.

2.12 Upgrades to Platform. Flock may, in its sole discretion, make any upgrades to system or platform that it deems necessary or useful to (i) maintain or enhance (a) the quality or delivery of Flock"s products or services to its agencies, (b) the competitive strength of, or market for, Flock"s products or services, (c) such platform or system"s cost efficiency or performance, or (ii) to comply with applicable law. Parties understand that such upgrades are necessary from time to time and will not materially change any terms or conditions within this Agreement.

3. RESTRICTIONS AND RESPONSIBILITIES
vz6.22
9 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 189
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93

3.1 Agency Obligations. Flock will assist Agency Authorized End Users in the creation of a User ID. Agency agrees to provide Flock with accurate, complete, and updated registration information. Agency may not select as its User ID a name that Agency does not have the right to use, or another person"s name with the intent to impersonate that person. Agency may not transfer its account to anyone else without prior written permission of Flock. Agency will not share its account or password with anyone and must protect the security of its account and password. Unless otherwise stated and defined in this Agreement, Agency may not designate Authorized End Users for persons who are not officers, employees, or agents of Agency. Authorized End Users shall only use Agency-issued email addresses for the creation of their User ID. Agency is responsible for any activity associated with its account.

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

3.2 Agency Representations and Warranties. Agency represents, covenants, and warrants that Agency will use the Services only in compliance with this Agreement and all applicable laws and regulations, including but not limited to any laws relating to the recording or sharing of video, photo, or audio content. Although Flock has no obligation to monitor Agency "s use of the Services, Flock may do so and may prohibit any use of the Services it believes may be (or alleged to be) in violation of the foregoing.

4. CONFIDENTIALITY; AGENCY DATA

4.1 Confidentiality. To the extent allowable by applicable FOIA and state-specific Public Records Acts, each Party (the !Receiving Party”) understands that the other Party (the !Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party"s business (hereinafter referred to as !Proprietary Information” of the Disclosing Party). Proprietary Information of Flock includes non-public information regarding features, functionality and performance of the Services. Proprietary Information of Agency includes non-public data provided by Agency to Flock or collected by Flock via the Flock Hardware or Agency Hardware, to enable the provision of the Services, which includes but is not limited to geolocation information and environmental data collected by sensors . The Receiving Party agrees: (i) to take the same security precautions to protect against disclosure or unauthorized use of such Proprietary Information that the Party takes with its own proprietary information, but in no event will a Party apply less than reasonable precautions to protect such vz6.22
10 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 190
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 Proprietary Information, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Proprietary Information. Flock"s use of the Proprietary Information may include processing the Proprietary Information to send Agency alerts, or to analyze the data collected to identify motion or other events. The Disclosing Party agrees that the foregoing shall not apply with respect to any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third Party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party. Nothing in this Agreement will prevent the Receiving Party from disclosing the Proprietary Information pursuant to any judicial or governmental order, provided that the Receiving Party gives the Disclosing Party reasonable prior notice of such disclosure to contest such order. For clarity, Flock may access, use, preserve and/or disclose the Footage to law enforcement authorities, government officials, and/or third Parties, if legally required to do so or if Flock has a good faith belief that such access, use, preservation or disclosure is reasonably necessary to: (a) comply with a legal process or request; (b) enforce this Agreement, including investigation of any potential violation thereof; (c) detect, prevent or otherwise address security, fraud or technical issues; or (d) protect the rights, property or safety of Flock, its users, a third Party, or the public as required or permitted by law, including respond to an emergency situation. Flock may store deleted Footage in order to comply with certain legal obligations, but such retained Footage will not be retrievable without a valid court order.

4.2 Agency Data. As between Flock and Agency, all right, title and interest in the Agency Data, belong to and are retained solely by Agency. Agency hereby grants to Flock a limited, non-exclusive, royalty-free, worldwide license to (i) use the Agency Data and perform all acts with respect to the Agency Data as may be necessary for Flock to provide the Flock Services to Agency, including without limitation the Support Services set forth in Section 2.10 above, and a non-exclusive, perpetual, irrevocable, worldwide, royalty-free, fully paid license to use, reproduce, modify, display, and distribute the Agency Data as a part of the Aggregated Data, (ii) disclose the Agency Data (both inclusive of any Footage) to enable law enforcement monitoring for elected law enforcement Hotlists as well as provide Footage search access to law enforcement for investigative purposes only, and (iii) and obtain Aggregated Data as set forth below in Section 4.4. As between Agency and Non-Agency End Users that have prescribed access of Footage to Agency, each of Agency and Non-Agency End Users will share all right, title and interest in the Non- Agency End User Data. This Agreement does not by itself make any Non-Agency End User Data the sole property or the Proprietary Information of Agency. Flock will automatically delete Footage older than thirty (30) days.

Agency has a thirty (30) day window to view, save and/or transmit Footage to the relevant government agency prior to its deletion. Notwithstanding the foregoing, Flock automatically deletes Wing Replay after seven (7) vz6.22
11 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 191
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 days, during which time Agency may view, save and/or transmit such data to the relevant government agency prior to deletion. Flock does not own and shall not sell Agency Data.

4.3 Agency Generated Data in Wing Suite. Parties understand that Flock does not own any right, title, or interest to third-party video integrated into the Wing Suite. Flock may provide Agency with the opportunity to post, upload, display, publish, distribute, transmit, broadcast, or otherwise make available on or submit through the Wing Suite, messages, text, illustrations, files, images, graphics, photos, comments, sounds, music, videos, information, content, ratings, reviews, data, questions, suggestions, or other information or materials produced by Agency. Agency shall retain whatever legally cognizable right, title, and interest that Agency has in Agency Generated Data. Agency understands and acknowledges that Flock has no obligation to monitor or enforce Agency"s intellectual property rights to Agency Generated Data. To the extent legally permissible, Agency grants Flock a non-exclusive, perpetual, irrevocable, worldwide, royalty-free, fully paid license to use, reproduce, modify, display, and distribute the Agency Generated Data for the sole purpose of providing Flock Services. Flock does not own and shall not sell Agency Generated Data.

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

4.5 Aggregated Data. Flock shall have the right to collect, analyze, and anonymize Agency Data and Agency Generated Data to create Aggregated Data to use and perform the Services and related systems and technologies, including the training of machine learning algorithms. Agency hereby grants Flock a non-exclusive, worldwide, perpetual, royalty-free right (during and after the Term hereof) to use and distribute such Aggregated Data to improve and enhance the Services and for other development, diagnostic and corrective purposes, other Flock offerings, and crime prevention efforts. Parties understand that the aforementioned license is required for continuity of Services. No rights or licenses are granted except as expressly set forth herein. Flock does not sell Aggregated Data.

5. PAYMENT OF FEES
[Reserved]

6. TERM AND TERMINATION vz6.22
12 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 192
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93

6.1 Term. The initial term of this Agreement shall be for the period of time set forth on the Order Form (the !Term”).

Following the Term, unless otherwise indicated on the Order Form, this Agreement will automatically renew for successive renewal terms of the greater of one year or the length set forth on the Order Form (each, a !Renewal Term”) unless either Party gives the other Party notice of non-renewal at least thirty (30) days prior to the end of the then-current term. Notwithstanding the foregoing, this Agreement may only be automatically renewed up for up to three Renewals Terms.
a.For Wing Suite products: the Term shall commence upon execution of this Agreement and continue for one (1) year, after which, the Term may be extended by mutual consent of the Parties, unless terminated by either Party.
b.For Falcon and Sparrow products: the Term shall commence upon first installation and validation of Flock Hardware.
c.For Raven products: the Term shall commence upon first installation and validation of Flock Hardware. d.For Falcon Flex products: the Term shall commence upon execution of this Agreement.

6.2 Termination for Convenience. At any time during the agreed upon Term, either Party may terminate this Agreement for convenience. Termination for convenience of the Agreement by the Agency will be effective immediately. Termination for convenience by Agency will result in a one-time removal fee of $500 per Flock Hardware. Termination for convenience by Flock will not result in any removal fees. Upon termination for convenience, a refund will be provided for Flock Hardware, prorated for any fees for the remaining Term length set forth previously. Wing Suite products are not subject to refund for early termination. Flock will provide advanced written notice and remove all Flock Hardware at Flock"s own convenience, within a commercially reasonable period of time upon termination.

6.3 Termination. Notwithstanding the termination provisions in Section 2.5.2, in the event of any material breach of this Agreement, the non-breaching Party may terminate this Agreement prior to the end of the Term by giving thirty (30) days prior written notice to the breaching Party; provided, however, that this Agreement will not terminate if the breaching Party has cured the breach prior to the expiration of such thirty (30) day period. Either Party may terminate this Agreement, without notice, (i) upon the institution by or against the other Party of insolvency, receivership or bankruptcy proceedings, (ii) upon the other Party's making an assignment for the benefit of creditors, or (iii) upon the other Party's dissolution or ceasing to do business. Upon termination for Flock"s material breach, Flock will refund to Agency a pro-rata portion of the pre-paid fees for Services not received due to such termination. vz6.22
13 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 193
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93

6.4 No-Fee Term. Flock will provide Agency with complimentary access to Hotlist alerts, as further described in Section 4.2 (!No-Fee Term”). In the event a Non-Agency End User grants Agency access to Footage and/or notifications from a Non-Agency End User, Agency will have access to Non-Agency End User Footage and/or notifications until deletion, subject to a thirty (30) day retention policy for all products except Wing Replay, which is subject to a seven (7) day retention policy. Flock may, in their sole discretion, provide access or immediately terminate the No-Fee Term. The No-Fee Term will survive the Term of this Agreement. Flock, in its sole discretion, can determine to impose a price per No-Fee Term upon thirty (30) days"#notice to Agency. Agency may terminate any No-Fee Term or access to future No-Fee Terms upon thirty (30) days"#notice.

6.5 Survival. The following Sections will survive termination: 2.5, 2.6, 3, 4, 5, 6.4, 7.3, 7.4, 8.1, 8.2, 8.3, 8.4, 9.1 and

9.6. 7. REMEDY; WARRANTY AND DISCLAIMER

7.1 Remedy. Upon a malfunction or failure of Flock Hardware or Embedded Software (a !Defect”), Agency must notify Flock"s technical support as described in Section 2.10 above. If Flock is unable to correct the Defect, Flock shall, or shall instruct one of its contractors to repair or replace the Flock Hardware or Embedded Software suffering from the Defect. Flock reserves the right in their sole discretion to refuse or delay replacement or its choice of remedy for a Defect until after it has inspected and tested the affected Flock Hardware provided that such inspection and test shall occur within a commercially reasonable time, but no longer than seven (7) business days after Agency notifies the Flock of a known Defect. In the event of a Defect, Flock will repair or replace the defective Flock Hardware at no additional cost to Agency. Absent a Defect, in the event that Flock Hardware is lost, stolen, or damaged, Agency may request that Flock replace the Flock Hardware at a fee according to the then-current Reinstall policy (https://www.flocksafety.com/ reinstall-fee-schedule). Agency shall not be required to replace subsequently lost, damaged or stolen Flock Hardware, however, Agency understands and agrees that functionality, including Footage, will be materially affected due to such subsequently lost, damaged or stolen Flock Hardware and that Flock will have no liability to Agency regarding such affected functionality nor shall the Usage Fee or Implementation Fees owed be impacted. Flock is under no obligation to replace or repair Flock Hardware or Agency Hardware.

7.2 Exclusions. Flock will not provide the remedy described in Section 7.1 if Agency has misused the Flock Hardware, Agency Hardware, or Service in any manner.
vz6.22
14 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 194
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93

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

7.4 Disclaimer. THE REMEDY DESCRIBED IN SECTION 7.1 ABOVE IS AGENCY"S SOLE REMEDY , AND FLOCK"S SOLE LIABILITY , WITH RESPECT TO DEFECTIVE EMBEDDED SOFTWARE. FLOCK DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT

MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION, THE SERVICES ARE PROVIDED !AS IS” AND FLOCK DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT

LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. THIS DISCLAIMER OF SECTION 7.4 ONLY APPLIES TO THE EXTENT ALLOWED BY THE GOVERNING LAW OF THE STATE MENTIONED IN SECTION 9.6.

7.5 Insurance. Flock will maintain commercial general liability policies with policy limits reasonably commensurate with the magnitude of Flock"s business risk. Certificates of Insurance can be provided upon request.

7.6 Force Majeure. Parties are not responsible or liable for any delays or failures in performance from any cause beyond their control, including, but not limited to acts of God, changes to law or regulations, embargoes, war, terrorist acts, acts or omissions of third-Party technology providers, riots, fires, earthquakes, floods, power blackouts, strikes, supply chain shortages of equipment or supplies, weather conditions or acts of hackers, internet service providers or any other third Party acts or omissions. Force Majeure includes the novel coronavirus Covid-19 pandemic, and the potential spread of variants, which is ongoing as of the date of the execution of this Agreement.

8. LIMITATION OF LIABILITY; NO FEE TERM; INDEMNITY

8.1 Limitation of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY , FLOCK AND ITS

SUPPLIERS (INCLUDING BUT NOT LIMITED TO ALL HARDWARE AND TECHNOLOGY SUPPLIERS),

OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS AND EMPLOYEES SHALL NOT BE

RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR vz6.22
15 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 195
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93

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

OR FOR LOSS OR INACCURACY , INCOMPLETENESS OR CORRUPTION OF DATA OR FOOTAGE OR

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

CONTROL INCLUDING REPEAT CRIMINAL ACTIVITY OR INABILITY TO CAPTURE FOOTAGE OR IDENTIFY AND/OR CORRELATE A LICENSE PLATE WITH THE FBI DATABASE; (D) FOR ANY PUBLIC DISCLOSURE OF PROPRIETARY INFORMATION MADE IN GOOD FAITH; (E) FOR CRIME PREVENTION; OR (F) FOR ANY AMOUNTS THAT, TOGETHER WITH AMOUNTS ASSOCIATED WITH

ALL OTHER CLAIMS, EXCEED THE FEES PAID AND/OR PAYABLE BY AGENCY FOR THE SERVICES UNDER THIS AGREEMENT IN THE TWELVE (12) MONTHS PRIOR TO THE ACT OR OMISSION THAT

GA VE RISE TO THE LIABILITY , IN EACH CASE, WHETHER OR NOT FLOCK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE LIMITATIONS OUTLINED IN SENTENCE (f) OF THIS SECTION SHALL NOT BE APPLICABLE TO FLOCK"S INDEMNIFICATION OBLIGATIONS OUTLINED IN SECTION 8.4(b) OF THIS AGREEMENT. THIS LIMITATION OF LIABILITY OF SECTION 8 ONLY

APPLIES TO THE EXTENT ALLOWED BY THE GOVERNING LAW OF THE STATE MENTIONED IN SECTION 9.6.

8.2 Additional No-Fee Term Requirements. IN NO EVENT SHALL FLOCK"S AGGREGATE LIABILITY , IF

ANY , ARISING OUT OF OR IN ANY WAY RELATED TO THE COMPLIMENTARY NO-FEE TERM AS DESCRIBED IN SECTION 6.4 EXCEED $100, WITHOUT REGARD TO WHETHER SUCH CLAIM IS BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE. Parties acknowledge and agree that the essential purpose of this Section 8.2 is to allocate the risks under the No-Fee Term described in Section 6.4 and limit potential liability given the aforementioned complimentary service, which would have been substantially higher if Flock were to assume any further liability other than as set forth herein. Flock has relied on these limitations in determining whether to provide the complementary No-Fee Term. The limitations set forth in this Section 8.2 shall not apply to claims or damages resulting from Flock"s other obligations under this Agreement.

8.3 Responsibility. Each Party to this Agreement shall assume the responsibility and liability for the acts and omissions of its own employees, deputies, officers, or agents, in connection with the performance of their official duties under this Agreement. Each Party to this Agreement shall be liable (if at all) only for the torts of its own officers, agents, or employees.
vz6.22
16 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 196
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93

8.4 Indemnity.
(a) Agency hereby agrees to indemnify and hold harmless Flock against any damages, losses, liabilities, settlements and expenses in connection with any claim or action that arises from an alleged violation of Section 3.1, a breach of this Agreement, Agency"s Installation Obligations, Agency"s sharing of any data in connection with the Flock system, Flock employees or agent or Non-Agency End Users, or otherwise from Agency"s use of the Services, Flock Hardware, Agency Hardware and any Embedded Software, including any claim that such actions violate any applicable law or third Party right. Although Flock has no obligation to monitor Agency"s use of the Services, Flock may do so and may prohibit any use of the Services it believes may be (or alleged to be) in violation of Section 3.1 or this Agreement.
(b) Flock shall, indemnify, and hold harmless Agency, officials, officers, employees, volunteers and agents against any and all claims against Agency based upon allegations that Flock has wrongfully utilized Intellectual Property of others in performing work pursuant to this Agreement. If Flock"s Intellectual Property are (or Flock believes are likely to become) the subject of a claim for which Flock would be obligated to defend and indemnify pursuant to this subsection (b), then Flock may, at its sole option, obtain for Agency the right to continue use of the Embedded Software or replace or modify the Embedded Software, as applicable, provided there is no material loss of functionality.

9. MISCELLANEOUS

9.1 Compliance With Laws. The Agency agrees to comply with all applicable local, state and federal laws, regulations, policies and ordinances and their associated record retention schedules, including responding to any subpoena request(s). In the event Flock is legally compelled to comply with a judicial order, subpoena, or government mandate, to disclose Agency Data or Agency Generated Data, Flock will provide Agency with notice.

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

9.3 Assignment. This Agreement is not assignable, transferable or sublicensable by either Party, without prior consent. Notwithstanding the foregoing, either Party may assign this Agreement, without the other Party's consent, (i) to any parent, subsidiary, or affiliate entity, or (ii) to any purchase of all or substantially all of such Party's assets or to any successor by way of merger, consolidation or similar transaction.

DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 197
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

9.4 Entire Agreement. This Agreement, together with the Order Form(s), the then-current Reinstall policy (https:// www.flocksafety.com/reinstall-fee-schedule), Deployment Plan(s), and any attached addenda are the complete and exclusive statement of the mutual understanding of the Parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all waivers and modifications must be in a writing signed by both Parties, except as otherwise provided herein. None of Agency"s purchase orders, authorizations or similar documents will alter the terms of this vz6.22
17 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 198
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 Agreement, and any such conflicting terms are expressly rejected. In the event of any conflict of terms found in this Agreement or any other terms and conditions, the terms of this Agreement shall prevail.

9.5 Relationship. No agency, partnership, joint venture, or employment is created as a result of this Agreement and Agency does not have any authority of any kind to bind Flock in any respect whatsoever. Flock shall at all times be and act as an independent contractor.

9.6 Governing Law; Venue. This Agreement shall be governed by the laws of the State in which the Agency is located. The Parties hereto agree that venue would be proper in the chosen courts of the State of which the Agency is located. The Parties agree that the United Nations Convention for the International Sale of Goods is excluded in its entirety from this Agreement.

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

9.8 Export. Agency may not remove or export from the United States or allow the export or re-export of the Flock IP or anything related thereto, or any direct product thereof in violation of any restrictions, laws or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign agency or authority. As defined in Federal Acquisition Regulation (!FAR”), section 2.101, the Services, the Flock Hardware and Documentation are !commercial items” and according to the Department of Defense Federal Acquisition Regulation (!DFAR”) section 252.2277014(a)(1) and are deemed to be !commercial computer software” and !commercial computer software documentation.” Flock is compliant with FAR Section 889 and does not contract or do business with, use any equipment, system, or service that uses the enumerated banned Chinese telecommunication companies, equipment or services as a substantial or essential component of any system, or as critical technology as part of any Flock system. Consistent with DFAR section 227.7202 and FAR section 12.212, any use, modification, reproduction, release, performance, display, or disclosure of such commercial software or commercial software documentation by the U.S. Government will be vz6.22
18 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 199
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 governed solely by the terms of this Agreement and will be prohibited except to the extent expressly permitted by the terms of this Agreement.

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

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

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

FLOCK NOTICES ADDRESS:
1170 HOWELL MILL ROAD, NW SUITE 210
ATLANTA, GA 30318
ATTN: LEGAL DEPARTMENT
EMAIL: [email protected]
AGENCY NOTICES ADDRESS:

ADDRESS:
___________________________ ATTN: ____________________ Gregory Cas EMAIL: gcastillo@coltonca
.gov
19 vz6.22
DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 200
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

I have reviewed and agree to the Customer Implementation Guide on Schedule B at the end of this agreement.
\FSInitials1\

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

FLOCK GROUP, INC. Agency: CA - Colton PD (OMNIA)

By:
\FSSignature2\
By:
\FSSignature1\
Name:
\FSFullname2\
Name:
\FSFullname1\
Title:
\FSTitle2\
Title:
\FSTitle1\
Date:
\FSDateSigned2\
Date:
\FSDateSigned1\

DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E 10/4/2022
General Counsel
Mark Smith
City Manager
10/4/2022
William Smith

7.a
Packet Pg. 201
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 Let’s defeat crime together
Customer Implementation Guide:

Law Enforcement
Contents
Implementation Timeline . . . . . . . . . . . . . . . . . . . . . . . 2 Implementation Team . . . . . . . . . . . . . . . . . . . . . . . . . 3 Implementation Service brief: Standard VS Advanced . . . . . . . . 6 Standard Implementation . . . . . . . . . . . . . . . . . . . . . . . . . 6 Advanced Implementation . . . . . . . . . . . . . . . . . . . . . . . . 8 Things to Consider when Picking Locations . . . . . . . . . . . . . 10 Customer Responsibilities: AC-Powered Cams . . . . . . . . . . . . 11 Electrician Handout . . . . . . . . . . . . . . . . . . . . . . . . . . 12 Electrician Installation Steps . . . . . . . . . . . . . . . . . . . . . . .12 FAQs about AC-Powered Flock Cameras . . . . . . . . . . . . . . . .13 Installation Service Brief Summary . . . . . . . . . . . . . . . . . . 15 Permitting: Pre-Install Questionnaire . . . . . . . . . . . . . . . . . 16

1.Timeline . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16

2.Right of Way . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16

3.AC Power vs. Solar . . . . . . . . . . . . . . . . . . . . . . . . . . 16

4.Traffic Control & Installation Methods . . . . . . . . . . . . . . . 16

5.Paperwork & Required Forms . . . . . . . . . . . . . . . . . . . . .17

6.Contacts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .17 Professional Services Fee Schedule . . . . . . . . . . . . . . . . . . 17 Billing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 HelpCenter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19 Customer Support . . . . . . . . . . . . . . . . . . . . . . . . . . . 19 1 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 202
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 Implementation Timeline
This timeline provides general guidance and understanding of your installation process~ While we typically complete installations 6-8 weeks after locations have been finalized, delays can occur as noted in the timeline below:
2 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 203
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 204
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 Implementation Team
3 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 205
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

Implementation
Team How they will support you
Project Manager Your Project Manager is your primary contact during camera installation.
•Your project manager will guide you through the entire installation process, keeping you apprised of all implementation updates as well as answering any questions you have during this time. They will ensure that all the cameras are on the ground and operating for at least 48 hours before transitioning you to your Customer Success Manager.

Field Operations
Team
•The Field Operations team is responsible for the physical installation and maintenance of cameras and associated equipment provided by Flock. This includes a large team of technicians, schedulers, and many others involved in ensuring the delivery of the product. •They take the technical plan you finalized with Product Implementation and work closely with other teams at Flock to make sure that the cameras are installed quickly and safely and in a way that maximizes the opportunity to solve crime at a specific location.
•*Note*: For all Installation questions or concerns, please always direct them to your Customer Success Manager and not the technician.

Product
Implementation
Specialist
Your Product Implementation Specialist is your technical product expert.

They will help translate your goal for using Flock Safety cameras into a technical plan that can be executed and enable you to solve crime. Your specialist will work your Sales Rep to:
•Review the cameras in your deployment
•Ensure that the deployment plan is set up for success from a technological standpoint in addition to meeting your goals for the product
•If any of your locations require permits, a member of the Product Implementation team will assist you in packaging your application(s).

DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 206
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

Relationship
Team How they will support you
Customer Your Customer Success Manager is your strategic partner for your Success lifetime as a Flock customer.

Manager While the cameras are getting installed, your CSM will help get your account set up and get all key users trained on the system.

Post-Camera-Installation, your CSM will be your go-to for most account- related needs: You should reach out to them to:
•Set up Account Training
•Understand benefits of features
•Learning best practices for getting relevant data
•Identifying opportunities to expand the security network in your area
•Provide feedback on your partnership with Flock
Flock Safety The Flock Safety Support team is committed to answering all your day- Support to-day questions as quickly as possible. To get in touch with support, simply email support@flocksafety~com. Support can help you:
•Request camera maintenance
•Troubleshoot online platform
•Contract / Billing questions
•Update account information
•Camera Sharing questions
•Quick “How to” questions in your Flock Account
DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 207
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

Please Note: On some occasions, third parties outside of Flock Safety may be (or need to be) involved in your implementation.
4 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 208
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 Outside Party When they may be involved
Electrician/
Street
Department If the Flock cameras need to be AC powered, you (customer) are responsible for providing an electrician to ensure power connectivity
Public Works
(LE) To weigh in on the use of public Rights of Way or property Department of
Transportation
(DOT), City,
or County
DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 209
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 210
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 Implementation Service brief: Standard VS Advanced
Standard Implementation
Cost = $350 / camera (one time
Included in scope:

Once Designated Locations are confirmed, as part of the Standard Implementation Service Flock will perform the following:
•An in-person site survey to confirm the installation feasibility of a location (location assessment, solar assessment, visibility review, etc.) •Confirm that a location is safe for work by following State utility locating procedures. Work with local utilities to prevent service interruptions during the installation
•Engage 811 ‘Call-before-you-Dig’ system to receive legal dig date •Apply approved markings Coordinate with 811 regarding any necessary high- risk dig clearances or required vendor meets
•Each installation may include the following:
•Installation of camera and solar panel with standard, 12’ above grade Flock breakaway pole
•Installation of camera and solar panel on a suitable existing pole, no higher than 8-12’ (approval at Flock Safety’s discretion)
•Installation of camera and AC adapter that a qualified electrician can connect to AC power on a suitable existing pole, no higher than 8-12’ (approval at Flock •Flock will provide and mount an AC adapter that a qualified electrician can to AC power following our electrical wiring requirements (link). Flock is unable to make any AC connections or boreholes in any material other than dirt, grass, loose gravel (or other non-diggable material). Electrical work requiring a licensed electrician and associated costs, not included in the scope. •Access requiring up to a 14’ A-frame ladder
•Standard MUTCD traffic control procedures performed by a Flock technician •Obtain a business license to operate in the City and State of camera location 6 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 211
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 212
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 Not included in scope:

Flock does not include the following as part of the Standard Implementation Service but can provide a quote for sourcing at an additional cost:
•Cannot NCHRP 350 or MASH approved pole (as may be required for locations in DOT right of way)
•A Bucket Truck for accessing horizontal/cross-beams
•Site-specific engineered traffic plans
•Third-party provided traffic control
•State or City-specific specialty contractor licenses
•Custom engineered drawings
•Electrical work requires a licensed electrician. Flock will provide and mount an AC adapter that a qualified electrician can connect to AC power but cannot make any AC connections or boreholes in any material other than dirt, grass, loose gravel (or other non-diggable material). •Private utility search for privately owned items not included in standard 811 procedures (communication, networking, sprinklers, etc.)
•Upgrades to power sources to ready them for Flock power (additional fuses, switches, breakers, etc.)
•Any fees or costs associated with filing for required City, County, or State permits DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 213
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 214
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 Advanced Implementation
Cost = $750 / camera (one time
Included in scope: Once Designated Locations are confirmed, as part of the Advanced Implementation Service, Flock will perform the following:
•An in-person site survey to confirm the installation feasibility of a location (location assessment, solar assessment, visibility review, etc.) •Confirm that a location is safe for work by following State utility locating procedures. Work with local utilities to prevent service interruptions during the installation
•Engage 811 ‘Call-before-you-Dig’ system to receive legal dig date •Apply approved markings Coordinate with 811 regarding any necessary high- risk dig clearances or required vendor meets
•Each installation may include the following:
•Installation of camera and solar panel with standard, 12’ above grade Flock breakaway pole
•Installation of camera and solar panel on a suitable existing pole, no higher than 8-12’ (approval at Flock Safety’s discretion) or NCHRP 350 or MASH approved pole, if necessary.
•Pole Options - Northern and Coastal
•Pole Options - Non-Winterized, Non-Coastal
•Pole Options - Georgia
•Pole Options - Texas
•Installation of camera and AC adapter that a qualified electrician can connect to AC power on a suitable existing pole, no higher than 8-12’ (approval at Flock Safety’s discretion)
•Flock will provide and mount an AC adapter that a qualified electrician can connect to AC power following our electrical wiring requirements (link).

Flock cannot make any AC connections or boreholes in any material other than dirt, grass, loose gravel (or other non-diggable material). Electrical work requiring a licensed electrician and associated costs, not included in the scope.
•Access requiring up to a 14’ A-frame ladder
8 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 215
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 216
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 Not included in scope:

By default, Flock does not include the following as part of the Advanced Implementation Service but can optionally provide a quote for sourcing (additional cost):
•A Bucket Truck for accessing horizontal/cross-beams
•Site-specific engineered traffic plans
•Third-party provided traffic control
•State or City-specific specialty contractor licenses
•Custom engineered drawings
•Electrical work requires a licensed electrician. Flock will provide and mount an AC adapter that a qualified electrician can connect to AC power but cannot make any AC connections or boreholes in any material other than dirt, grass, loose gravel (or other non-diggable material). •Private utility search for privately owned items not included in standard 811 procedures (communication, networking, sprinklers, etc.)
•Upgrades to power sources to ready them for Flock power (additional fuses, switches, breakers, etc.)
Any fees or costs associated with filing for required City, County, or State permits 9 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 217
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 218
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 Things to Consider when Picking Locations
Falcon Cameras
•Use Cases
•Flock LPRs are designed to capture images of rear license plates aimed in the direction of traffic.
•Flock LPRs are not designed to capture pedestrians, sidewalks, dumpsters, gates, other areas of non-vehicle traffic, intersections.
•Placement
•They capture vehicles driving away from an intersection. •They cannot point into the middle of an intersection.
•They should be placed after the intersection to prevent stop and go motion activation or “stop and go” traffic.
•Mounting
•They can be mounted on existing utility, light, traffic signal poles, or 12 foot Flock poles. **NOTE** Permitting (or permission from pole owner) may be required to use existing infrastructure or install in specific areas, depending on local regulations & policies. •They should be mounted one per pole*. If using AC power, they can be mounted 2 per pole. •*Cameras need sufficient power. Since a solar panel is required per camera, it can prevent adequate solar power if two cameras and two solar panels are on a single pole (blocking visibility). Therefore if relying on solar power, only one camera can be installed per pole. •They can be powered with solar panels or direct wire-in AC Power (no outlets). **NOTE** Flock does not provide Electrical services. Once installed, the agency or community must work with an electrician to wire the cameras. Electrician services should be completed within two days of installation to prevent the camera from dying.
•They will require adequate cellular service using AT&T or T-Mobile to be able to process & send images.

Solar Panels
•Solar panels need unobstructed southern-facing views.

Pole
•If a location requires a “DOT Pole” (i.e., not Flock standard pole), the implementation cost will be $750/camera.
10 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 219
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 220
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 Customer Responsibilities: AC-Powered Cams
If the Flock cameras need to be AC-powered, the customer is responsible for acquiring an electrician and ensuring they connect the camera to power~ See steps 2 and 6 below.

Visit flocksafety.com/power-install for the complete plan, FAQs & to get started! 11 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 221
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 Electrician Handout
Electrician Installation Steps

1.Run AC cable and conduit to the box
according to NEC Article 300 and any
applicable local codes. The gland
accepts 1/2” conduit.

2.Open the box using hinges.

3.Connect AC Mains per wiring
diagram below:
• Connect AC Neutral wire to the
Surge Protector white Neutral
wire using the open position on
the lever nut.
• Connect AC Line wire to the
Surge Protector black Line wire
using the open position on the
lever nut.
• Connect AC Ground wire to the
Surge Protector green ground wire using the open position on the lever nut.

4.Verify that both the RED LED is lit on the front of the box

5.Close box and zip tie the box shut with the provided zip tie

6.While still on-site, call Flock, who will remotely verify that power is working correctly:

Southeast Region - (678) 562-8766
West-Region - (804) 607-9213
Central & NE Region - (470) 868-4027

12 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 222
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 FAQs about AC-Powered Flock Cameras
•What voltage is supported? The AC kit is designed to work with 120VAC infrastructure by default. A 240VAC version is available on request.#
•How much power does this consume? Peak current draw is 1.5 A at 120VAC. The average power draw is roughly 30W in high traffic conditions but maybe lower when fewer vehicles are present.#
•Who is responsible for contracting the electrician? The customer is responsible for contracting an electrician. We can help answer questions, but the customer is responsible for identifying and contracting an electrician.#
•Who is responsible for maintenance? Flock will handle all maintenance related to Flock’s camera and power equipment. However, any problems with the electrical supply are the customer’s responsibility. The AC junction box has two lights to indicate the presence of power and make it easy for quick diagnosis if there is a problem related to the AC power source.# •If the camera indicates to Flock that there is a power supply problem, Flock will notify the customer and request that the customer verifies the lights on the AC junction box. If the AC Source light is illuminated, Flock will send a technician to investigate. If the AC source light is not illuminated, the customer should check any GFCI’s or breakers in the supply circuit or call the electrician who installed the power supply.
•How much does it cost? Work required to bring AC power to each location will be different, so exact pricing is unavailable. Primary cost drivers include arrow boards and the distance from the camera location to the AC power source.#
•What information do I need to provide my electrician? The Flock deployment plan and these work instructions should be sufficient to secure a quote. It will be helpful if you know the location of the existing power infrastructure before creating the deployment plan.# •Can you plug it into my existing power outlet? The Flock AC power adapter does not use a standard outlet plug but must be directly wired into the power mains. While using outlet plugs may be convenient, they can easily be unplugged, presenting a tampering risk to this critical safety infrastructure. The electrician can route power directly to the camera with a direct wire-in connection if an outlet is close to the camera.
•How long does this process typically take? The installation process typically takes 6-8 weeks.

To accelerate the process, be sure to have the electrician perform his work shortly after the Flock technician finishes installing the camera.#
•What kind of electrician should I look for? Any licensed electrician should perform this work, though we have found that those who advertise working with landscape lighting are most suited for this work.
•What happens if the electrician damages the equipment? The customer is responsible for contracting the electrician. Any liability associated with this work would be# assumed by the customer. If any future work is required at this site due to the electrical infrastructure or the work performed by the electrician would be the responsibility of the customer. 13 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 223
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 224
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 •When should the electrician perform his work? Once Flock installs the camera, you will receive an email alert letting you know that this has been completed. After this, you will need to schedule the electrician to route power to the pole.#
•What if my electrician has questions about Flock’s AC Kit? You should share the AC-Power Kit Details packet with the electrician if they have questions.# •What if the AC power is on a timer? Sometimes the AC power will be on a timer (like used for exterior lighting). Flock requires that the AC power provided to the camera be constant. The source that the electrician uses must not be on a timing circuit. 14 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 225
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 226
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 Installation Service Brief Summary
Below outlines the statement of work for the Flock Camera Installation:

What is covered by
Flock What is NOT covered by
Flock Special note
Flock Cameras & Online
Platform Traffic Control and any
associated costs
Mounting Poles *DOT Approved Pole cost
Electrician & ongoing
electrical costs
AC Power Kit (as needed) Engineering Drawings
Solar Panels (as needed) Relocation Fees Excluding changes during initial installation
Site Surveys and Call 811
Scheduling Contractor licensing fees
Installation Labor Costs Permit application
processing fees
Customer Support / Training Specialist mounting
equipment Including, but not limited to,
**MASH poles or adapters
Cellular Data Coverage Bucket trucks
Maintenance Fees (review Fees
Sheet for more details) Loss, theft, damage to Flock
equipment
Data storage for 30 days Camera downtime due to
power outage Only applicable for
AC-powered cameras
*If a location requires a “DOT pole” (i.e., not our standard), the implementation cost will be $750/ camera; This cost is applicable for installations in GA, IL, SC, TN, and CA. **MASH poles: Manual for Assessing Safety Hardware (MASH) presents uniform guidelines for crash testing permanent and temporary highway safety features and recommends evaluation criteria to assess test results
15 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 227
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 228
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 Permitting: Pre-Install Questionnaire

1. Timeline
•In Flock Safety’s experience, in-depth permitting requirements can add 2+ months to the installation timeline. Law enforcement agencies and city governments can work with their local Public Works or Department of Transportation offices directly to help expedite the process. When Flock Safety customers manage the permitting processes, results tend to come more quickly.
•Can your agency own the permitting process with Flock Safety’s assistance?

2. Right of Way
•Will any Flock Safety cameras be installed on the city, state, or power company-owned poles or in the city, county, or state Right of Way (RoW)?
•What is the RoW buffer?
•Will additional permits or written permission be required from third-party entities (such as DOT, power companies, public works, etc.)?
•Will any cameras be installed on city-owned traffic signal poles (vertical mass)? •If yes, please provide heights/photos to determine if a bucket truck is needed for the installation.
•Note: A bucket truck is required if the height exceeds 15 feet tall.

3. AC Power vs. Solar
•If AC powered, is there a 120V power source available, and is there access to an electrician who can connect the existing wire to the Flock Safety powered installation kit? (Link)
•If solar-powered, consider the size of the solar panel and potential to impact the visibility of DOT signs/signals:
•Single Panel: 21.25” x 14” x 2” (Length x Width x Depth) •Double Panel: 21.25” x 28” x 2” (LxWxD)

4. Traffic Control & Installation Methods
•If a bucket truck is required, this typically necessitates an entire lane to be blocked in the direction of travel. Can you provide a patrol car escort, or will full traffic control be required?# •Note: If traffic control is required, you may incur additional costs due to city/state requirements; Fees will be determined by quotes received. •If full traffic control is required (cones, arrow boards, etc.):# •Will standard plans suffice, or are custom plans needed? Custom plans can double the cost, while standard plans can be pulled from the Manual of Uniform Traffic Control Devices (MUTCD).
•Will a non-sealed copy of the traffic plan suffice? Or does the traffic plan need to be sealed and/or submitted by a professional engineer?
•Are there state-specific special versions/variances that must be followed? 16 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 229
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 230
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 •If a bucket truck is not required, the shoulder or sidewalk should suffice and enable Flock Safety to proceed without traffic control systems in place.# •Note: In some states (i.e., arrow boards), sidewalks may require signage. If signage is mandatory, Will your Public Works department be able to assist?

5. Paperwork & Required Forms
•Flock Safety will need copies of paperwork to complete before proceeding (ex., business license applications, encroachment permit applications). We can save critical time by gathering these documents upfront. We appreciate your assistance in procuring these.

6. Contacts
•If Flock Safety needs to interface directly with the departments, please share the contact information of the following departments:
•Permitting
•Public Works
•Traffic Department
Professional Services Fee Schedule
•Camera relocation, existing pole non-AC powered = $350 •Camera relocation, Flock pole and/or AC powered = $750 •Camera replacement as a result of vandalism, theft, or damage = $500 •Pole replacement as a result of vandalism, theft, or damage = $500 •Trip charge = $350
•Examples:
•Angle adjustment (elective)
•Install additional Flock signage
17 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 231
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 232
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 Billing

5.1b Falcon Fees. For Falcon products during the Initial Term, Agency will pay Flock fifty percent (50%) of the first Usage Fee, the Implementation Fee, and any fee for Hardware (as described on the Order Form, together with the “Initial Fees”) as set forth on the Order Form on or before the 30th day following receipt of initial invoice after Effective Date. Upon commencement of installation, Flock will issue an invoice for twenty-five percent (25%) of the Initial Fees. The Agency shall pay on or before the 30th day following receipt of the invoice.

Upon completion of installation, Flock will issue an invoice for the remaining balance, and Agency shall pay on or before the 30th day following receipt of the final invoice. Flock is not obligated to commence the Installation Services unless and until the first payment has been made and shall have no liability resulting from any delay related thereto. For a Renewal Term, as defined below, Agency shall pay the entire invoice on or before the anniversary of the Effective Date.

6.1b Falcon Term. Subject to earlier termination as provided below, the initial term of this Agreement shall be for the period of time set forth on the Order Form (the “Initial Term”). The Term shall commence upon first installation and validation of a Unit. Following the Initial Term, unless otherwise indicated on the Order Form, this Agreement will automatically renew for successive renewal terms for the length set forth on the Order Form (each, a “Renewal Term,” and together with the Initial Term, the “Service Term”) unless either party gives the other party notice of non-renewal at least thirty (30) days before the end of the then-current term.
18 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 233
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 234
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: 7E6E5AC2-B71F-4E2B-A6E7-A44D388B7D93 Help Center
Our Help Center is filled with many resources to help you navigate through the online platform. Below you will find some common questions and their relevant help article:

How do I search camera footage?
How do I add a user?
How do I add a vehicle to my own Hot List?
How do I enable browser notifications for Hot List alerts? How do I get text alerts for Hot List?
How do I request camera access from other nearby agencies? How do I use the National Lookup to search for a plate? (National Lookup - network of law enforcement agencies that have opted to allow their network of Flock cameras to be used for searches)
How do I reset my / another user’s password?
Customer Support
You can reach our customer support team anytime by emailing support@flocksafety~com. They can help answer any “How-To” questions you may have.
19 DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 235
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.) DocuSign Envelope ID: E5131669-4997-4C30-B934-4F15A30EDA1E

7.a
Packet Pg. 236
Attachment: Signed Flock Contract (4176 : Contract Award - Flock Safety Group Inc.)

ITEM NO. 8

STAFF REPORT

DATE: SEPTEMBER 19, 2023
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: BRIAN DICKINSON, PUBLIC WORKS AND UTILITY SERVICES

DIRECTOR
SUBJECT: APPROVE GRANT AGREEMENT WITH FEDERAL HIGHWAY

ADMINISTRATION (FHWA) FOR THE SAFE STREETS AND
ROADS FOR ALL (SS4A) GRANT; RESOLUTION R-85-23.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

1. Approve Grant Agreement (Exhibit A) with Federal Highway Administration (FHWA) for Safe Streets and Roads for All (SS4A) Grant in the amount of $96,000, and authorize the City Manager to execute the grant agreement.

2. Approve Resolution R -85-23 (Exhibit B) amending the Fiscal Year 2023/2024 Capital Improvement Program budget for the Project.

BACKGROUND

FHWA SS4A grant program has two components: Planning and Demonstration (Action Plan), and Project Implementation. The program is intended for the development of a comprehensive safety action plan that identifies the most sig nificant roadway safety concerns in a community, and the implementation of projects and strategies (construction) to address roadway safety issues. Action Plans are the foundation of the SS4A grant program. SS4A requires an eligible Action Plan be in pla ce before a local agency like Colton can apply for funding for project implementation and strategies.

ISSUES/ANALYSIS

8 Packet Pg. 237
Staff Report to the Mayor and City Council
Grant Agreement - FHWA SS4A
September 19, 2023