Agenda packet — Eastvale City Council, May 8, 2024 (part 2 of 2)

If you have any questions or would like additional information regarding our proposal, please contact us at (951) 274-4800. We look forward to hearing from you.

Sincerely,

Claude Strayer, P.E. Jason D. Pack, P.E.

Senior Associate Principal

212
4864-1522-8089 v1
C-1

SECOND AMENDMENT TO AGREEMENT
This Second Amendment to Agreement (“Second Amendment”) is entered into this ____ day of May, 2024 by and between the City of Eastvale, a municipal corporation (“City”) and Mark Thomas, a California corporation (“Contractor”), as follows:

RECITALS
A. City and Contractor entered in an agreement for project management services on or about May 24, 2019 (“Agreement”) with a not to exceed amount of $1,419,089.00.

B. City and Contractor entered agreed to a first amendment to the Agreement on or about September 8, 2021 (“First Amendment”) to increase the not to exceed amount to $1,626,913.00.

C. This Second Amendment to the Agreement amends the total contract compensation to $1,681,203.

OPERATIVE PROVISIONS
NOW, THEREFORE, in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the Parties do hereby enter into this Second Amendment which modifies and amends the Agreement as follows:

1. AMENDMENTS
(a) Compensation and Method of Payment . Section 4 (a) is amended to read as follows:

Subject to any limitations set forth in this Agreement, City agrees to pay Contractor the amounts specified in Exhibit “B” “Compensation” and made a part of this Agreement by this reference. The total compensation including reimbursement for actual expenses, shall not exceed one million six hundred eighty-one thousand two hundred and three dollar ($1,681,203), unless additional compensation is approved in writing in accordance with Section 26 “Administration and Implementation” or Section 28 “Amendment” of this Agreement. (b) Scope of Services . The Limonite Gap Closure – Additional Services Proposal No. 5 attached to this Second Amendment as Exhibit “A” shall be added to the Scope of Services for the Agreement.
213
4864-1522-8089 v1
C-2

2. GENERAL PROVISIONS
(a) Remainder Unchanged. Except as specifically modified and amended in this Second Amendment, the Agreement remains in full force and effect and binding upon the parties.
(b) Integration. This Second Amendment constitutes the entire understanding and agreement of the parties and supersedes all negotiations or previous agreements between the parties with respect to all or any part of the transaction discussed in this Second Amendment.
(c) Effective Date. This Second Amendment shall not become effective until the date it has been formally approved and executed by the appropriate authorities of the City and Contractor.
(d) Applicable Law. The laws of the State of California shall govern the interpretation and enforcement of this Second Amendment. (e) References. All references to the Agreement include all their respective terms and provisions. All defined terms utilized in this Second Amendment have the same meaning as provided in the Agreement, unless expressly stated to the contrary in this Second Amendment.

IN WITNESS WHEREOF, the Parties hereto have executed this Second Amended on the date and year first-above written.

CITY OF EASTVALE
___________________________
Mark Orme
City Manager
ATTEST:
___________________________
Marc Donohue
City Clerk
214
4864-1522-8089 v1
C-3

APPROVED AS TO FORM
_______________________________
Erica Vega
City Attorney

MARK THOMAS
By: ____
Name: ___________________________
NOTE: CONTRACTOR’S SIGNATURES SHALL BE DULY NOTARIZED, AND

APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE

REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR
OTHER RULES OR REGULATIONS APPLICABLE TO CONTRACTOR’S
BUSINESS ENTITY. CORPORATIONS AND LLCS MUST SUBMIT

DOCUMENTATION SHOWING THAT THE INDIVIDUAL SIGNING ON ITS BEHALF HAS THE AUTHORITY TO EXECUTE THIS CONTRACT.

Pat Somerville
Its: _______________Associate + Division Manager_______________ 215

AGENDA STAFF REPORT

City Council Meeting

CONSENT CALENDAR

Agenda Item No. 11.5
May
8, 2024
Approval of Professional Services Agreement with Robb R. Steel for FY 2024-2025 Economic Development and Community
Development Consultation Services
Prepared By:

Caleb Zaldana, Management Assistant
Recommended Action(s)
Staﬀ recommends that the City Council authorize the City Manager to execute a Professional Services Agreement with Robb R. Steel in an amount not-to-exceed $49,000 for economic development and community development consulta(on services from July 1, 2024 to June 30, 2025.

Summary
Since 2021, staﬀ from the City’s Community Development, Economic Development, Finance, and Public Works teams have u(lized Robb R. Steel’s services to support local development and economic development projects such as Downtown Eastvale, Hamner Place, and the Rivian Economic Development Incentive Agreement.

The current contract with Robb R. Steel, which only covers implementa(on and prepara(on assistance for Development Agreements, is set to expire on June 30, 2024. Upon approval and execu(on of the FY 2024-2025 Professional Services Agreement, the new Agreement will be terminating on June 30, 2025.

Background
Robb R. Steel is a professional based in San Clemente, CA that provides economic development, community development, land use, and real estate consulta(on services. As well as assistance with development agreement and op(on agreement nego(a(ons, preparing demographic and economic 12363 Limonite Avenue | Suite 910 | Eastvale, CA 91752 951.361.0900 |
eastvaleca.gov
216
analyses, and facilitating formations of Community Facilities Districts (CFDs).

The proposed Scope of Work for FY 2024-2025 includes support for the nego(a(ons and reviewing of any development agreements, op(on agreements, and due diligence documents related to Downtown Eastvale, facilita(on of CFD forma(ons, reviewing/revising/upda(ng the City’s enabling documents, and assistance for engaging master developers, draAing term sheets, evalua(ng land economics, and preparing special demographic and economic analyses. These services will be provided in an amount not-to-exceed $49,000.00 for FY 2024-2025.

City staﬀ has deemed that Robb R. Steel is highly qualiﬁed to provide economic development and community development services for the City, as Mr. Steel had previously served as a Redevelopment Director, Economic Development Director, Development Services Director, and Assistant City Administrator for various municipali(es in a public service career spanning 40 years. In addition, Mr. Steel negotiated Development Agreements for the Cities of Azusa, Colton, and Rialto.

Environmental
Pursuant to Sec(on 15378 of the California Environmental Quality Act (CEQA) Guidelines, organiza(onal or administra(ve ac(vi(es of governments that do not result in direct or indirect physical changes in the environment are not considered as CEQA projects.

Strategic Plan Action - Priority Level: 1
| Target #: E
| Goal #: A
The services that can be provided under the proposed contract support and contribute to the development of Downtown Eastvale and the new Civic Center, which can signiﬁcantly aGract new businesses and retailers to establish their presence in the City and create a “Des(na(on Eastvale” with high-quality and unique businesses.

Fiscal Impact
There are suﬃcient funds in the proposed FY 2024-2025 budget for the recommended ac(on as shown below:

Fund
Account
Division
Account
Description
Budget
General
100-302-6490
Economic
Development
Other Contract
Services
$49,000.00
Prior City Council/Commission Action
On September 28, 2022, the City Council approved a FY 2022-2023 Professional Services Agreement with Robb R. Steel in an amount not-to-exceed $24,000 for implementa(on assistance with the Development Agreement between the City and the New Home Company.

On June 14, 2023, the City Council approved a FY 2023-2024 Professional Services Agreement with Robb R. Steel in an amount not-to-exceed $48,000.00 for economic development and community development consulta(on services from July 1, 2023 to June 30, 2024. Speciﬁcally, this agreement 12363 Limonite Avenue | Suite 910 | Eastvale, CA 91752
951.361.0900 |
eastvaleca.gov
217
also requested implementa(on assistance with the Development Agreement between the City and the New Home Company.

Attachment(s)
Attachment 1 - Proposed FY 2024-2025 Professional Services Agreement

12363 Limonite Avenue | Suite 910 | Eastvale, CA 91752
951.361.0900 |
eastvaleca.gov
218
219
220
221
222
223
224
225
226
227
228
229
230
231
232
233
234
235
236
237

AGENDA STAFF REPORT

City Council Meeting

CONSENT CALENDAR

Agenda Item No. 11.6
May
8, 2024
Approval of Professional Services Agreements with Inﬁnity Technologies for the City Intranet Project and the City Hall Expansion Project
Prepared By:

Marc A. Donohue, City Clerk/Communications Director
Recommended Action(s)
Staff recommends that the City Council:

1 .

Approve the Professional Services Agreement with Inﬁnity Technologies in the amount of $20,000 for the City Intranet Project; and
2 .

Approve the Professional Services Agreement with Inﬁnity Technologies in the amount of $111,000 for the City Hall Expansion Project; and
3 .

Authorize the City Manager to execute all necessary documents.

Summary
In order to create a communica/on tool that will allow City staﬀ to quickly share informa/on with each other, staﬀ is proposing to create the City's ﬁrst internal intranet page. This internal website for City staﬀ will allow each department to quickly upload and share informa/on with other departments. The City's current informa/on technology (IT) vendor, Inﬁnity Technologies, has experience building out internal intranet pages for other agencies with similar needs. The proposed cost for the Intranet Project is not expected to exceed $20,000.

As part of the expansion of the current City Hall in Eastvale Gateway, there is a good amount of IT work necessary to ensure that the new building is ready for City staﬀ use. The proposed cost of 12363 Limonite Avenue | Suite 910 | Eastvale, CA 91752 951.361.0900 |
eastvaleca.gov
238
$111,000 is expected to cover all the necessary IT equipment, cabling work, and project management costs. Since Inﬁnity Technologies is the City's current IT vendor, they are the most familiar with the City's current IT infrastructure and are best suited to ensure the new building is up and running.

Background
The buildout of the Intranet page will be through the City's Sharepoint account, which is shared amongst all City staﬀ. Each City department will manage their own department page on the website and provided the necessary updates to ensure its effectiveness.

The City Council approved the new lease agreement to expand the current City Hall on March 27, 2024. In order to make the space func/onal for City staﬀ, a new IT infrastructure must be built in the new office space.

Environmental
Not applicable.

Strategic Plan Action - Priority Level: N/A
| Target #: N/A
| Goal #: N/A
Not applicable.

Fiscal Impact
The one-/me cost for the Intranet Project is not-to-exceed $20,000. Adequate budget is available in the General Fund account 100-240-6490.

The one-time costs for the City Hall Expansion Project is not-to-exceed $111,000. Adequate budget is available in General Capital Projects Fund account 600-240-6624-95022-0000.

Prior City Council/Commission Action
The City Council previously approved funds allocated to the City Hall expansion project during the mid-year budget review in February 2024.

Attachment(s)
Attachment 1 - Agreement with Infinity Technologies - Intranet Project

Attachment 2 - Agreement with Infinity Technologies - City Hall Expansion Project

12363 Limonite Avenue | Suite 910 | Eastvale, CA 91752
951.361.0900 |
eastvaleca.gov
239
- 1 -

AGREEMENT FOR SERVICES

BETWEEN

THE CITY OF EASTVALE, CALIFORNIA
AND

INFINITY TECHNOLOGIES
[CITY INTRANET PROJECT]

This Agreement for Services (“Agreement”) is entered into as of this 8th day of May, 2024 by and between the City of Eastvale, a municipal corporation (“City”) and Infinity Technologies, a California corporation (“Contractor”). City and Contractor are sometimes hereinafter individually referred to as “Party” and hereinafter collectively referred to as the “Parties.”

RECITALS
A. City has sought, by direct negotiation the performance of the services defined and described particularly in Section 2 of this Agreement.

B. Contractor, following submission of a proposal for the performance of the services defined and described particularly in Section 2 of this Agreement, was selected by the City to perform those services.

C. The Parties desire to formalize the selection of Contractor for performance of those services defined and described particularly in Section 2 of this Agreement and desire that the terms of that performance be as particularly defined and described herein.

OPERATIVE PROVISIONS
NOW, THEREFORE, in consideration of the mutual promises and covenants made by the Parties and contained here and other consideration, the value and adequacy of which are hereby acknowledged, the Parties agree as follows:

SECTION 1. TERM OF AGREEMENT.

Subject to the provisions of Section 20 "Termination of Agreement" of this Agreement, the Term of this Agreement is until the completion of the project commencing on the date first ascribed above.

SECTION 2. SCOPE OF SERVICES.

Contractor agrees to perform the services set forth in Exhibit “A” “Scope of Services” (hereinafter, the “Services”) and made a part of this Agreement by this reference.

SECTION 3. ADDITIONAL SERVICES.

Contractor shall not be compensated for any work rendered in connection with its performance of this Agreement that are in addition to or outside of the Services unless such additional services are authorized in advance and in writing in accordance with Section 26 “Administration and Implementation” or Section 28 “Amendment” of this 240
- 2 -

Agreement. If and when such additional work is authorized, such additional work shall be deemed to be part of the Services.

SECTION 4. COMPENSATION AND METHOD OF PAYMENT.
(a) Subject to any limitations set forth in this Agreement, City agrees to pay Contractor the amounts specified in Exhibit “B” “Compensation” and made a part of this Agreement by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed twenty thousand dollars ($ 20,000), unless additional compensation is approved in writing in accordance with Section 26 “Administration and Implementation” or Section 28 “Amendment” of this Agreement. (b) Each month Contractor shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month. The invoice shall detail charges by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and subcontractor contracts. Subcontractor charges shall be detailed by the following categories: labor, travel, materials, equipment and supplies. If the compensation set forth in subsection (a) and Exhibit “B” include payment of labor on an hourly basis (as opposed to l abor and materials being paid as a lump sum), the labor category in each invoice shall include detailed descriptions of task performed and the amount of time incurred for or allocated to that task. City shall independently review each invoice submitted by the Contractor to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. In the event that no charges or expenses are disputed, the invoice shall be approved and paid according to the terms set forth in subsection (c). In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Contractor for correction and resubmission.
(c) Except as to any charges for work performed or expenses incurred by Contractor which are disputed by City, City will use its best efforts to cause Contractor to be paid within thirty (30) days of receipt of Contractor’s correct and undisputed invoice. (d) Payment to Contractor for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Contractor.

SECTION 5. INSPECTION AND FINAL ACCEPTANCE.

City may inspect and accept or reject any of Contractor ’s work under this Agreement, either during performance or when completed. City shall reject or finally accept Contractor’s work within sixty (60) days after submitted to City. City shall reject work by a timely written explanation, otherwise Contractor’s work shall be deemed to have been accepted. City’s acceptance shall be conclusive as to such work except with respect to latent defects, fraud and such gross mistakes as amount to fraud. Acceptance of any of Contractor’s work by City shall not constitute a waiver of any of the provisions of this Agreement including, but not limited to, Section 16 “Indemnification” and Section 17 “Insurance.”
SECTION 6. OWNERSHIP OF DOCUMENTS.
241
- 3 -

All original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents prepared, developed or discovered by Contractor in the course of providing the Services pursuant to this Agreement shall become the sole property of City and may be used, reused or otherwise disposed of by City without the permission of the Contractor. Upon completion, expiration or termination of this Agreement, Contractor shall turn over to City all such original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents.

If and to the extent that City utilizes for any purpose not related to this Agreement any maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents prepared, developed or discovered by Contractor in the course of providing the Services pursuant to this Agreement, Contractor’s guarantees and warranties in Section 9 “Standard of Performance” of this Agreement shall not extend to such use of the maps, models, designs, drawings, photographs, s tudies, surveys, reports, data, notes, computer files, files or other documents.

All final work product developed by Contractor in the course of providing the Services pursuant to this Agreement shall become the sole property of City and may be used, reused or otherwise disposed of by City without the permission of the Contractor. Upon completion, expiration or termination of this Agreement, Contractor shall turn over to City all such f inal work product if paid for by the City. This provision specifically excludes Contractors’ work notes and drafts, which are owned by Contractor, not City.

SECTION 7. CONTRACTOR'S BOOKS AND RECORDS.
(a) Contractor shall maintain any and all documents and records demonstrating or relating to Contractor’s performance of the Services. Contractor shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, or other documents or records evidencing or relating to the Services, including expenditures and disbursements charged to City pursuant to this Agreement. Any and all such documents or records shall be maintained in accordance with generally accepted accounting principles and shall be sufficiently complete and detailed so as to permit an accurate evaluation of the services provided by Contractor pursuant to this Agreement. Any and all such documents or records shall be maintained for three (3) years from the date of execution of this Agreement and to the extent required by laws relating to audits of public agencies and their expenditures. In accordance with California Government Code Section 8546.7, if the total compensation in Section 4 exceeds ten thousand dollars ($10,000.00), this Agreement and the Contractor's books and records related to this Agreement shall be subject to the examination and audit of the State Auditor, at the request of City or as part of any audit of the City, for a period of three (3) years after final payment under the Agreement.
(b) Any and all records or documents required to be maintained pursuant to this section shall be made available for inspection, audit and copying, at any time during regular business hours, upon request by City or its designated representative. Copies of 242
- 4 -

such documents or records shall be provided directly to the City for inspection, audit and copying when it is practical to do so; otherwise, unless an alternative is mutually agreed upon, such documents and records shall be made available at Contractor’s address indicated for receipt of notices in this Agreement.
(c) Where City has reason to believe that any of the documents or records required to be maintained pursuant to this section may be lost or discarded due to dissolution or termination of Contractor’s business, City may, by written request, require that custody of such documents or records be given to the City. Access to such documents and records shall be granted to City, as well as to its successors -in-interest and authorized representatives.

SECTION 8. INDEPENDENT CONTRACTOR.
(a) Contractor is and shall at all times remain a wholly independent contractor and not an officer, employee or agent of City. Contractor shall have no authority to bind City in any manner, nor to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise.
(b) The personnel performing the Services under this Agreement on behalf of Contractor shall at all times be under Contractor’s exclusive direction and control. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall have control over the conduct of Contractor or any of Contractor’s personnel.

Contractor shall not at any time or in any manner represent that Contractor or any of Contractor’s personnel are in any manner officials, officers, or employees of City. (c) Neither Contractor, nor any of Contractor’s personnel shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City’s employees. Contractor expressly waives any claim Contractor, its officers, employees, agents or subcontractors, may have to any such rights. Contractor’s indemnity obligations in Section 16 “Indemnification” of this Agreement include the obligation to indemnify the City from and against any liability that may arise related to claims that Contractor, its officers, employees, agents or subcontractors, are entitled to retirement, health care or any other benefits that accrue to City employees. This provision shall survive the expiration or earlier termination of this Agreement.

SECTION 9. STANDARD OF PERFORMANCE.

Contractor represents and warrants that it has the qualifications, experience and facilities necessary to properly perform the Services required under this Agreement in a thorough, competent and professional manner. Contractor shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all Services. In meeting its obligations under this Agreement, Contractor shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing services similar to the Services required of Contractor under this Agreement. In addition to the general standards of performance set forth this section, additional specific standards of performance and performance criteria may be set forth in Exhibit “A” “Scope of Work” that shall also be applicable to Contractor’s work under this Agreement. Where 243
- 5 -

there is a conflict between a general and a specific standard of performance or performance criteria, the specific standard or criteria shall prevail over the general.

SECTION 10. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND LICENSES.

Contractor shall keep itself informed of and comply with all applicable federal, state and local laws, statutes, codes, ordinances, regulations and rules in effect during the term of this Agreement. Contractor shall obtain any and all licenses, permits and authorizations necessary to perform the Services set forth in this Agreement. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall be liable, at law or in equity, as a result of any failure of Contra ctor to comply with this section.

SECTION 11. PREVAILING WAGE LAWS
It is the understanding of City and Contractor that California prevailing wage laws do not apply to this Agreement because the Agreement does not involve any of the following services subject to prevailing wage rates pursuant to the California Labor Code or regulations promulgated thereunder: Construction, alteration, demolition, installation, or repair work performed on public buildings, facilities, streets or sewers done under contract and paid for in whole or in part out of public funds. In this context, “construction" includes work performed during the design and preconstruction phases of construction including, but not limited to, inspection and land surveying work.

SECTION 12. NONDISCRIMINATION.

Contractor shall not discriminate, in any way, against any person on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status in connection with or related to the performance of this Agreement.

SECTION 13. UNAUTHORIZED ALIENS.

Contractor hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§ 1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Contractor so employ such unauthorized aliens for the performance of the Services, and should the any liability or sanctions be imposed against City for such use of unauthorized aliens, Contractor hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys' fees, incurred by City.

SECTION 14. CONFLICTS OF INTEREST.
(a) Contractor covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Contractor ’s performance of the Services. Contractor further covenants that in the performance of this Agreement, no 244
- 6 -

person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the City Manager. Contractor agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement. (b) City understands and acknowledges that Contractor is, as of the date of execution of this Agreement, independently involved in the performance of non- related services for other governmental agencies and private parties. Contractor is unaware of any stated position of City relative to such projects. Any future position of City on such projects shall not be considered a conflict of interest for purposes of this section. (c) City understands and acknowledges that Contractor will perform non- related services for other governmental agencies and private Parties following the completion of the Services under this Agreement. Any such future service shall not be considered a conflict of interest for purposes of this section.

SECTION 15. CONFIDENTIAL INFORMATION; RELEASE OF INFORMATION. (a) All information gained or work product produced by Contractor in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Contractor. Contractor shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the City Manager, except as may be required by law.
(b) Contractor, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the City Manager or unless requested by the City Attorney of City, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Contractor gives City notice of such court order or subpoena.
(c) If Contractor, or any officer, employee, agent or subcontractor of Contractor, provides any information or work product in violation of this Agreement, then City shall have the right to reim bursement and indemnity from Contractor for any damages, costs and fees, including attorney's fees, caused by or incurred as a result of Contractor ’s conduct.

Contractor shall promptly notify City should Contractor , its officers, employees, agents or subcontractors, be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admiss ions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder. City retains the right, but has no obligation, to represent Contractor or be present at any deposition, hearing or similar proceeding. Contr actor agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Contractor. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said 245
- 7 -

response. Contractor shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that is made in confidence to a Federal, State, or local government official or to an attorney solely for the purpose of reporting or investigating a suspected violation of law or for the disclosure of a trade secret that is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal.

SECTION 16. INDEMNIFICATION.
(a) Indemnification for Professional Liability. Where the law establishes a professional standard of care for Contractor’s services, to the fullest extent permitted by law, Contractor shall indemnify, protect, defend and hold harmless City and any and all of its officials, employees and agents (“Indemnified Parties”) from and against any and all liability (including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any kind, whether actual, alleged or threatened, including attorneys ’ fees and costs, court costs, interest, defense costs, and expert witness fees) arise out of, are a consequence of, or are in any way attributable to, in whole or in part, any negligent or wrongful act, error or omission of Contractor, or by any individual or entity for which Contractor is legally liable, including but not limited to officers, agents, employees or subcontractors of Contractor , in the performance of professional services under this Agreement. (b) I
ndemnification for Other than Professional Liability. Other than in the performance of professional services and to the full extent permitted by law, Contractor shall indemnify, protect, defend and hold harmless City, and any and all of its employees, officials and agents from and against any liability (including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any kind, whether actual, alleged or threatened, including attorneys’ fees and costs, court costs, interest, defense costs, and expert witness fees), where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Contractor, or by any individual or entity for which Contractor is legally liable, including but not limited to off icers, agents, employees or subcontractors of Contractor.
(c) I
ndemnification from Subcontractor s. Contractor agrees to obtain executed indemnity agreements with provisions identical to those set forth in this section from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Contractor in the performance of this Agreement naming the Indemnified Parties as additional indemnitees. In the event Contractor fails to obtain such indemnity obligations from others as required herein, Contractor agrees to be fully responsible according to the terms of this section. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth herein is binding on the successors, assigns or heirs of Contractor and shall survive the termination of this Agreement or this section.
(d) Cit
y’s Negligence . The provisions of this section do not apply to claims occurring as a result of City’s sole negligence. The provisions of this section shall not 246
- 8 -

release City from liability arising from gross negligence or willful acts or omissions of City or any and all of its officials, employees and agents.

SECTION 17. INSURANCE.

Contractor agrees to obtain and maintain in full force and effect during the term of this Agreement the insurance policies set forth in Exhibit “C” “Insurance” and made a part of this Agreement. All insurance policies shall be subject to approval by City as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the City Manager. Contractor agrees to provide City with copies of required policies upon request.

SECTION 18. ASSIGNMENT.

The expertise and experience of Contractor are material considerations for this Agreement. City has an interest in the qualifications and capability of the persons and entities who will fulfill the duties and obligations imposed upon Contractor under this Agreement. In recognition of that interest, Contractor shall not assign or transfer this Agreement or any portion of this Agreement or the performance of any of Contractor ’s duties or obligations under this Agreement without the prior written consent of the City.

Any attempted assignment shall be ineffective, null and void, and shall constitute a material breach of this Agreement entitling City to any and all remedies at law or in equity, including termination of this Agreement pursuant to Section 20 “Termination of Agreement.” City acknowledges, however, that Contractor , in the performance of its duties pursuant to this Agreement, may utilize subcontractors.

SECTION 19. CONTINUITY OF PERSONNEL.

Contractor shall make every reasonable effort to maintain the stability and continuity of Contractor’s staff and subcontractors, if any, assigned to perform the Services. Contractor shall notify City of any changes in Contractor’s staff and subcontractors, if any, assigned to perform the Services prior to and during any such performance.

SECTION 20. TERMINATION OF AGREEMENT.
(a) City may terminate this Agreement, with or without cause, at any time by giving thirty (30) days written notice of termination to Contractor. In the event such notice is given, Contractor shall cease immediately all work in progress. (b) Contractor may terminate this Agreement for cause at any time upon thirty (30) days written notice of termination to City.
(c) If either Contractor or City fail to perform any material obligation under this Agreement, then, in addition to any other remedies, either Contractor , or City may terminate this Agreement immediately upon written notice. (d) Upon termination of this Agreement by either Contractor or City, all property belonging exclusively to City which is in Contractor’s possession shall be returned to City. 247
- 9 -

Contractor shall furnish to City a final invoice for work performed and expenses incurred by Contractor, prepared as set forth in Section 4 “Compensation and Method of Payment” of this Agreement. This final invoice shall be reviewed and paid in the same manner as set forth in Section 4 “Compensation and Method of Payment” of this Agreement.

SECTION 21. DEFAULT.

In the event that Contractor is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Contractor for any work performed after the date of default. Instead, the City may give notice to Contractor of the default and the reasons for the default. The notice shall include the timeframe in which Contractor may cure the default. This timeframe is presumptively thirty (30) days, but may be extended, though not reduced, if circumstances warrant. During the period of time that Contractor is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Contractor does not cure the default, the City may take necessary steps to terminate this Agreement under Section 20 “Termination of Agreement.” Any failure on the part of the City to give notice of the Contractor’s default shall not be deemed to result in a waiver of the City’s legal rights or any rights arising out of any provision of this Agreement.

SECTION 22. EXCUSABLE DELAYS.

Contractor shall not be liable for damages, including liquidated damages, if any, caused by delay in performance or failure to perform due to causes beyond the control of Contractor. Such causes include, but are not limited to, acts of God, acts of the public enemy, acts of federal, state or local governments, acts of City, court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather. The term and price of this Agreement shall be equitably adjusted for any delays due to such causes.

SECTION 23. COOPERATION BY CITY.

All public information, data, reports, records, and maps as are existing and available to City as public records, and which are necessary for carrying out the Services shall be furnished to Contractor in every reasonable way to facilitate, without undue delay, the Services to be performed under this Agreement.

SECTION 24. NOTICES.

All notices required or permitted to be given under this Agreement shall be in writing and shall be personally delivered, or sent by certified mail, postage prepaid and return receipt requested, addressed as follows:

To City: City of Eastvale
Attn: Mark Orme, City Manager
12363 Limonite Ave., Suite 910
248
- 10 -

Eastvale, CA 91752
To Contractor: Infinity Technologies
Attn: Mohammed Ahmed, CEO
P.O. Box 582404
Elk Grove, CA 95758

Notice shall be deemed effective on the date personally delivered or, if mailed, three (3) days after deposit of the same in the custody of the United States Postal Service.

SECTION 25. AUTHORITY TO EXECUTE.

Each of the signatories hereto represents and warrants that he or she is competent and authorized to enter into this Agreement on behalf of the Party for whom he or she purports to sign. Each Party hereto agrees to defend, indemnify, and hold harmless the other Parties hereto against all claims, suits, actions, and demands, including necessary expenses of investigation and reasonable attorneys' fees and costs, arising out of claims that its signatory was not competent or so authorized to execute this Agreement.

SECTION 26. ADMINISTRATION AND IMPLEMENTATION.

This Agreement shall be administered and executed by the City Manager or his or her designated representative. The City Manager shall have the authority to issue interpretations and to make amendments to this Agreement, including amendments that commit additional funds, consistent with Section 28 “Amendment” and the City Manager’s contracting authority under the Eastvale Municipal Code.

SECTION 27. BINDING EFFECT.

This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the Parties.

SECTION 28. AMENDMENT.

No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Contractor and by the City. The City Manager shall have the authority to approve any amendment to this Agreement if it does not exceed the amount that may be approved administratively pursuant to the Eastvale Municipal Code. The Parties agree that the requirement for written modifications cannot be waived and that any attempted waiver shall be void. The City’s City Manager may, but is not required t o, make minor amendments not affecting substantive terms without further authorization from the City Council. The City Council hereby authorizes the City Manager to execute any such amendments as required by this Agreement or that do not otherwise reduce City’s rights under this Agreement. All other amendments shall be approved by the City Council.

SECTION 29. WAIVER.

Waiver by any Party to this Agreement of any term, condition, or covenant of this 249
- 11 -

Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision nor a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work by Contractor shall not constitute a waiver of any of the provisions of this Agreement.

SECTION 30. LAW TO GOVERN; VENUE.

This Agreement shall be interpreted, construed and governed according to the laws of the State of California. In the event of litigation between the Parties, venue in state trial courts shall lie exclusively in the County of Riverside, California. In the event of litigation in a U.S. District Court, venue shall l ie exclusively in the Central District of California, in Riverside.

SECTION 31. ATTORNEYS FEES, COSTS AND EXPENSES.

In the event litigation or other proceeding is required to enforce or interpret any provision of this Agreement, the prevailing Party in such litigation or other proceeding shall be entitled to an award of reasonable attorney's fees, costs and expenses, in addition to any other relief to which it may be entitled.

SECTION 32. ENTIRE AGREEMENT.

This Agreement, including the attached Exhibits "A" through "C", is the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed therein and supersedes all other agreements or understandings, whether oral or wri tten, or entered into between Contractor and City prior to the execution of this Agreement. No statements, representations or other agreements, whether oral or written, made by any Party which are not embodied herein shall be valid and binding.

SECTION 33. SEVERABILITY.

If any term, condition or covenant of this Agreement is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall not be affected thereby and the Agreement shall be read and construed without the invalid, void or unenforceable provision(s).

SECTION 34. CONFLICTING TERMS.

Except as otherwise stated herein, if the terms of this Agreement conflict with the terms of any Exhibit hereto, or with the terms of any document incorporated by reference into this Agreement, the terms of this Agreement shall control.

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first-above written.
[SIGNATURES ON FOLLOWING PAGE]

250
- 12 -

CITY OF EASTVALE
___________________________
Mark Orme
City Manager
ATTEST:
___________________________
Marc Donohue
City Clerk/Communications Director

APPROVED AS TO FORM
_______________________________
Erica Vega
City Attorney
Infinity Technologies
____
Mohammad Ahmed
CEO

251

A-1

EXHIBIT "A"

SCOPE OF SERVICES

Task 1. Project Kick-Off and Planning Meetings
A. Infinity Technologies will schedule a kick-off meeting within two weeks of project approval. We will meet with key City staff to review and identify the City’s organizational needs and priorities for a citywide Homepage and departmental pages, including:  Establish Points of Contact, Content Owners/Power Users, and Task Timelines
 Gather information through discussion and interviews. • Intranet web server details • Content assets, layout, and page components
• Presentation, functionality, and consistency
• Workflow Requirements
• Security Parameters
• Notification Requirements

B. Weekly Cadence Meetings
 Provide regular project updates on the status of tasks, milestones, and schedules.
 Establish communications and timing to inform City staff of the new Intranet schedule and site features.

Task 2. Design and Configure SharePoint Site Branding
A. Infinity Technologies will work with key City staff to gather details to create the Office 365 site layout, components, and visual design. The look and feel of the site will be like the Sample layout provided during the initial conversation. Infinity’s team will add the brand colors provided by the City. Other tasks include:  Gather City input and examples to direct design (e.g., style guide, brand guidelines, etc.,).
 Create and review one (1) design option for the home page with City.  Seek feedback, modify, and finalize design.
 The final design theme will be applied throughout the site.

Task 3. Home Page Elements
Infinity Technologies will work with key City staff to gather information needed to build and implement desired elements of the Home Page. Site elements may include:
 News and Events
 Public Calendar
 Announcements
 Forms
 Quick Links
 Training

252

A-2

Task 4. Build Pages and Department Sites
Infinity Technologies will build the SharePoint pages and department sites based on the intranet content and pages.

A. The Project Manager will work with the Power User(s) to create the page content that will be implemented within the approved design layout.

B. Meet with key City staff to gain user feedback and implement as needed.

Task 5. Launch Site
In preparation for launching the new Intranet site, Infinity Technologies will set up security groups and user access. Once permissions are confirmed and any desired communications are completed, the site can be launched.

Task 6. Training
A. Infinity Technologies will provide up to three (3) hours of remote training to key staff on how to use the site and administration.

Optional Services
A. As an added feature, Infinity Technologies can customize and implement automated workflows (with up to three prompts per workflow) for department pages at an additional cost. Security parameters and specific features will be set, including:  Document attachment capabilities (i.e., PDF, DOC, XLS, JPG).
 Notifications for each item that is modified.
 Management control of each workflow.

253

C-1
EXHIBIT "B"

COMPENSATION

IT CLASSIFICATION LEVEL OF
EFFORT
(HOURS)

HOURLY RATE ESTIMATED

MIN COST

ESTIMATED

MAX COST
Project Manager 25 - 30 $160 $4,000 $4,800
Programmer/Developer 35 $150 $5,250 $5,250
Senior Systems Analyst 40 - 45 $115 $4,600 $5,175
Designer 30 - 35 $115 $3,450 $3,450
Junior Designer 13 - 20 $55 $715 $1,100
Estimated Cost Range: $18,000 $20,000
254

C-1
EXHIBIT "C"

INSURANCE

A. Insurance Requirements. Contractor shall provide and maintain insurance, acceptable to the City, in full force and effect throughout the term of this Agreement, against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the S ervices by Contractor , its agents, representatives or employees. Insurance is to be placed with insurers with a current A.M.

Best's rating of no less than A:VII.

Contractor shall provide the following scope and limits of insurance:

1. Minimum Scope of Insurance. Coverage shall be at least as broad as:

(1) Commercial General Liability. Insurance Services Office form Commercial General Liability coverage (Occurrence Form CG 0001).

(2) Automobile. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, including code 1 "any auto" and endorsement CA 0025, or equivalent forms subject to the written approval of the City.

(3) Workers’ Compensation. Workers' Compensation insurance as required by the Labor Code of State of California covering all persons providing Services on behalf of the Contractor and all risks to such persons under this Agreement.

(4) Professional Liability . Professional liability insurance appropriate to the Contractor ’s profession. This coverage may be written on a “claims made” basis, and must include coverage for contractual liability. The professional liability insurance required by this Agreement must be endorsed to be applicable to claims based upon, arising out of or related to Services performed under this Agreement. The insurance must be maintained for at least three (3) consecutive years following the completion of Contr actor’s services or the termination of this Agreement. During this additional three (3) year period, Contractor shall annually and upon request of the City submit written evidence of this continuous coverage.

2. Minimum Limits of Insurance. Contractor shall maintain limits of insurance no less than:

(1) Commercial General Liability. $1,000,000 general aggregate for bodily injury, personal injury and property damage.

(2) Automobile. $1,000,000 per accident for bodily injury and property damage. A combined single limit policy with aggregate limits in an amount of 255

C-2
not less than $2,000,000 shall be considered equivalent to the said required minimum limits set forth above.

(3) Workers' Compensation. Workers' Compensation as required by the Labor Code of the State of California of not less than $1,000,000 per occurrence.

(4) Professional Liability. $1,000,000 per occurrence.

B. Other Provisions. Insurance policies required by this Agreement shall contain the following provisions:

1. All Policies. Each insurance policy required by this Agreement shall be endorsed and state the coverage shall not be suspended, voided, cancelled by the insurer or either Party to this Agreement, reduced in coverage or in limits except after 30 days' prior written notice by certified mail, return receipt requested, has been given to City.

2. Commercial General Liability and Automobile Liability Coverages.

(1) City, and its respective elected and appointed officers, officials, and employees and volunteers are to be covered as additional insureds as respects: liability arising out of activities Contractor performs; products and completed operations of Contractor ; premises owned, occupied or used by Contractor ; or automobiles owned, leased, hired or borrowed by Contractor. The coverage shall contain no special limitations on the scope of protection afforded to City, and their respective elected and appointed officers, officials, or employees.

(2) Contractor’s insurance coverage shall be primary insurance with respect to City, and its respective elected and appointed, its officers, officials, employees and volunteers. Any insurance or self -insurance maintained by City, and its respective elected and appointed officers, officials, employees or volunteers, shall apply in excess of, and not contribute with, Contractor’s insurance.

(3) Contractor’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

(4) Any failure to comply with the reporting or other provisions of the insurance policies, including breaches of warranties, shall not affect coverage provided to City, and its respective elected and appointed officers, officials, employees or volunteers.

3. Workers' Compensation Coverage. Unless the City Manager otherwise agrees in writing, the insurer shall agree to waive all rights of subrogation 256

C-3
against City, and its respective elected and appointed officers, officials, employees and agents for losses arising from work performed by Contractor.

C. Other Requirements. Contractor agrees to deposit with City, at or before the effective date of this Agreement, certificates of insurance necessary to satisfy City that the insurance provisions of this contract have been complied with. The City may require that Contractor furnish City with copies of original endorsements effecting coverage required by this Exhibit “C”. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. City reserves the right to inspect complete, certified copies of all required insurance policies, at any time.

1. Contractor shall furnish certificates and endorsements from each subcontractor identical to those Contractor provides.

2. Any deductibles or self -insured retentions must be declared to and approved by City. At the option of City, either the insurer shall reduce or eliminate such deductibles or self -insured retentions as respects City or its respective elected or appointed officers, officials, employees and volunteers, or the Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, defense expenses and claims.

3. The procuring of such required policy or policies of insurance shall not be construed to limit Contractor ’s liability hereunder nor to fulfill the indemnification provisions and requirements of this Agreement.

257
- 1 -

AGREEMENT FOR SERVICES

BETWEEN

THE CITY OF EASTVALE, CALIFORNIA
AND

INFINITY TECHNOLOGIES
[CITY HALL EXPANSION PROJECT]

RECITALS
A. City has sought, by direct negotiation the performance of the services defined and described particularly in Section 2 of this Agreement.

SECTION 1. TERM OF AGREEMENT.

Subject to the provisions of Section 20 "Termination of Agreement" of this Agreement, the Term of this Agreement is until the completion of the project commencing on the date first ascribed above.

SECTION 2. SCOPE OF SERVICES.

Contractor agrees to perform the services set forth in Exhibit “A” “Scope of Services” (hereinafter, the “Services”) and made a part of this Agreement by this reference.

SECTION 3. ADDITIONAL SERVICES.

Contractor shall not be compensated for any work rendered in connection with its performance of this Agreement that are in addition to or outside of the Services unless such additional services are authorized in advance and in writing in accordance with Section 26 “ Administration and Implementation” or Section 28 “Amendment” of this 258
- 2 -

Agreement. If and when such additional work is authorized, such additional work shall be deemed to be part of the Services.

SECTION 4. COMPENSATION AND METHOD OF PAYMENT.
(a) Subject to any limitations set forth in this Agreement, City agrees to pay Contractor the amounts specified in Exhibit “B” “Compensation” and made a part of this Agreement by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed one hundred & eleven thousand dollars ($111,000), unless additional compensation is approved in writing in accordance with Section 26 “Administration and Implementation” or Section 28 “Amendment” of this Agreement. (b) Each month Contractor shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month. The invoice shall detail charges by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and subcontractor contracts. Subcontractor charges shall be detailed by the following categories: labor, travel, materials, equipment and supplies. If the compensation set forth in subsection (a) and Exhibit “B” include payment of labor on an hourly basis (as opposed to labor and materials being paid as a lump sum), the labor category in each invoice shall include detailed descriptions of task performed and the amount of time incurred for or allocated to that task. City shall independently review each invoice submitted by the Contractor to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. In the event that no charges or expenses are disputed, the invoice shall be approved and paid according to the terms set forth in subsection (c). In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Contractor for correction and resubmission.
(c) Except as to any charges for work performed or expenses incurred by Contractor which are disputed by City, City will use its best efforts to cause Contractor to be paid within thirty (30) days of receipt of Contractor’s correct and undisputed invoice. (d) Payment to Contractor for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Contractor.

SECTION 5. INSPECTION AND FINAL ACCEPTANCE.

SECTION 9. STANDARD OF PERFORMANCE.

there is a conflict between a general and a specific standard of performance or performance criteria, the specific standard or criteria shall prevail over the general.

SECTION 10. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND LICENSES.

Contractor shall keep itself informed of and comply with all applicable federal, state and local laws, statutes, codes, ordinances, regulations and rules in effect during the term of this Agreement. Contractor shall obtain any and all licenses, permits and authorizations necessary to perform the Services set forth in this Agreement. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall be liable, at law or i n equity, as a result of any failure of Contra ctor to comply with this section.

SECTION 12. NONDISCRIMINATION.

SECTION 13. UNAUTHORIZED ALIENS.

SECTION 16. INDEMNIFICATION.
(a) Indemnification for Professional Liability. Where the law establishes a professional standard of care for Contractor’s services, to the fullest extent permitted by law, Contractor shall indemnify, protect, defend and hold harmless City and any and all of its officials, employees and agents (“Indemnified Parties”) from and against any and all liability (including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any kind, whether actual, alleged or threatened, including attorneys ’ fees and costs, court costs, interest, defense costs, and expert witness fees) arise out of, are a consequence of, or are in any way attributable to, in whole or in part, any negligent or wrongful act, error or omission of Contractor, or by any individual or entity for which Contractor is legally liable, including but not limited to off icers, agents, employees or subcontractors of Contractor , in the performance of professional services under this Agreement. (b) Indemnification for Other than Professional Liability. Other than in the performance of professional services and to the full extent permitted by law, Contractor shall indemnify, protect, defend and hold harmless City, and any and all of its employees, officials and agents from and against any liability (including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any kind, whether actual, alleged or threatened, including attorneys’ fees and costs, court costs, interest, defense costs, and expert witness fees), where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Contractor, or by any individual or entity for which Contractor is legally liable, including but not limited to off icers, agents, employees or subcontractors of Contractor.
(c) Indemnification from Subcontractors. Contractor agrees to obtain executed indemnity agreements with provisions identical to those set forth in this section from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Contractor in the performance of this Agreement naming the Indemnified Parties as additional indemnitees. In the event Contractor fails to obtain such indemnity obligations from others as required herein, Contractor agrees to be fully responsible according to the terms of this section. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth herein is binding on the successors, assigns or heirs of Contractor and shall survive the termination of this Agreement or this section.
(d) City’s Negligence . The provisions of this section do not apply to claims occurring as a result of City’s sole negligence. The provisions of this section shall not 264
- 8 -

release City from liability arising from gross negligence or willful acts or omissions of City or any and all of its officials, employees and agents.

SECTION 17. INSURANCE.

SECTION 18. ASSIGNMENT.

SECTION 19. CONTINUITY OF PERSONNEL.

SECTION 21. DEFAULT.

SECTION 22. EXCUSABLE DELAYS.

SECTION 23. COOPERATION BY CITY.

SECTION 24. NOTICES.

To City: City of Eastvale
Attn: Mark Orme, City Manager
12363 Limonite Ave., Suite 910
266
- 10 -

Eastvale, CA 91752
To Contractor: Infinity Technologies
Attn: Mohammed Ahmed, CEO
P.O. Box 582404
Elk Grove, CA 95758

Notice shall be deemed effective on the date personally delivered or, if mailed, three (3) days after deposit of the same in the custody of the United States Postal Service.

SECTION 25. AUTHORITY TO EXECUTE.

SECTION 26. ADMINISTRATION AND IMPLEMENTATION.

SECTION 27. BINDING EFFECT.

This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the Parties.

SECTION 28. AMENDMENT.

SECTION 29. WAIVER.

Waiver by any Party to this Agreement of any term, condition, or covenant of this 267
- 11 -

SECTION 30. LAW TO GOVERN; VENUE.

This Agreement shall be interpreted, construed and governed according to the laws of the State of California. In the event of litigation between the Parties, venue in state trial courts shall lie exclusively in the County of Riverside, California. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in Riverside.

SECTION 31. ATTORNEYS FEES, COSTS AND EXPENSES.

SECTION 32. ENTIRE AGREEMENT.

SECTION 33. SEVERABILITY.

SECTION 34. CONFLICTING TERMS.

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first-above written.
[SIGNATURES ON FOLLOWING PAGE]

268
- 12 -

CITY OF EASTVALE
___________________________
Mark Orme
City Manager
ATTEST:
___________________________
Marc Donohue
City Clerk/Communications Director

APPROVED AS TO FORM
_______________________________
Erica Vega
City Attorney
Infinity Technologies
____
Mohammad Ahmed
CEO

269

A-1

EXHIBIT "A"

SCOPE OF SERVICES

For the purposes of outfitting the City Hall expansion area with the proper equipment, Infinity technologies will provide the following IT equipment/management for this project:

1. Dell Port Switches

2. Verkada access control, door sensors, and cameras

3. Fortinet Access points

4. Cabling work

5. Sport switches

6. TV and conference phone for additional conference room

7. Misc. items such as power strips

8. Project management
a. Coordinating with vendors
b. Installation and configuration of network devices, cameras, access control, WIFI, conference room, and desktops.

270

C-1
EXHIBIT "B"

COMPENSATION

The estimated costs are broken down below:

• Dell 48 Port Switches: Two switches $45,000
• Verkada improvements: $35,000
• Fortinet Access points (4): $3,500
• Cabling Work: $14,000
• IT Project Management $10,000
• Miscellaneous items: Cost: $1,000
• 5 port switches
• TV and conference phone for additional conference room: $2,500

Total Estimated Costs: $111,000

271

C-1
EXHIBIT "C"

INSURANCE

Best's rating of no less than A:VII.

Contractor shall provide the following scope and limits of insurance:

1. Minimum Scope of Insurance. Coverage shall be at least as broad as:

(1) Commercial General Liability. Insurance Services Office form Commercial General Liability coverage (Occurrence Form CG 0001).

2. Minimum Limits of Insurance. Contractor shall maintain limits of insurance no less than:

(1) Commercial General Liability. $1,000,000 general aggregate for bodily injury, personal injury and property damage.

(2) Automobile. $1,000,000 per accident for bodily injury and property damage. A combined single limit policy with aggregate limits in an amount of 272

C-2
not less than $2,000,000 shall be considered equivalent to the said required minimum limits set forth above.

(3) Workers' Compensation. Workers' Compensation as required by the Labor Code of the State of California of not less than $1,000,000 per occurrence.

(4) Professional Liability. $1,000,000 per occurrence.

B. Other Provisions . Insurance policies required by this Agreement shall contain the following provisions:

2. Commercial General Liability and Automobile Liability Coverages.

(3) Contractor’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

3. Workers' Compensation Coverage. Unless the City Manager otherwise agrees in writing, the insurer shall agree to waive all rights of subrogation 273

C-3
against City, and its respective elected and appointed officers, officials, employees and agents for losses arising from work performed by Contractor.

1. Contractor shall furnish certificates and endorsements from each subcontractor identical to those Contractor provides.

274

AGENDA STAFF REPORT

City Council Meeting

CITY COUNCIL BUSINESS

Agenda Item No. 13.1
May
8, 2024
Proposed Five-Year Capital Improvement Plan (CIP) update Prepared By:

Jimmy Chung, Public Works Director/ City Engineer
Recommended Action(s)
Staﬀ recommends that the the City Council conduct review and provide recommenda!ons, as necessary, on the Proposed
Five-Year Capital Improvement Plan (CIP) update.

Summary
The City of Eastvale's ﬁve-year Capital Improvement Program (CIP) plan outlines a strategic framework for infrastructure development, including project cost overview, project descrip!ons, categories, project status, and project priority, all aimed at enhancing the community's quality of life and addressing its long-term needs. This comprehensive plan ensures transparency, accountability, and eﬀec!ve resource alloca!on, contribu!ng to the successful execu!on of the city's capital projects over the specified planning period.

The CIP focuses on addressing cri!cal, essen!al, and desirable projects across various project categories. These categories encompass a wide range of sectors, including transporta!on, parks and recrea!on, public safety, City maintenance, u!li!es, accessibility improvements and public facili!es.

Each project has been carefully evaluated and categorized based on its signiﬁcance and impact on the community. Pursuant to the California Government Code, adop!on of the Five-Year Capital Improvement Plan (CIP) requires the Planning Commission and City Council to hold public hearings to allow public input and pass a resolu!on to adopt the CIP. At this mee!ng, the City Council will be provided with an opportunity to review the proposed update to the 5-year CIP plan. Based on the City Council's direc!on, staﬀ will ﬁnalize the 5-Year CIP and present the document for adop!on next month.
12363 Limonite Avenue | Suite 910 | Eastvale, CA 91752
951.361.0900 |
eastvaleca.gov
275
Background
There are forty (40) iden!ﬁed capital improvement projects. The projects are divided into the following categories: 1) Accessibility Improvements; 2) roadway safety/traﬃc improvements; 3) street improvements; 4) citywide maintenance, and 5) land, building, facili!es, and equipment. Staﬀ also included recommenda!ons for each project's priority. Based on the City's budget and community needs, staﬀ recommends that the City Council consider adop!ng the following project priority list for the 5-year CIP as follows;

Critical Projects
Project
Number
Project Name
Category
Project Status
Note
95011
Civic Center - Phase 1
Land, Building,
Facilities &
Equipment
Design -
Engineering

93038
Limonite & Hamner
Trench Repair
Street
Improvements
Construction
Procurement
New
93039
Median Improvement
Project at River Rd,
Cantu Galleano Rd,
and Archibald Ave
Street
Improvements
Design -
Engineering
New
94012
Prado Dam Inundation
Utility Mitigation
Citywide
Maintenance
Construction
Procurement

94005
Miscellaneous
Traffic/Pedestrian
Safety
Citywide
Maintenance
Annual Project

94001
Pavement Slurry Seal
and Resurfacing
Project
Citywide
Maintenance
Annual Project

93034
Hellman Avenue Street
Widening and Walters
Pedestrian Bridge
Street
Improvements
Planning

93037
Limonite Gap
Pedestrian Bridge
Street
Improvements
Design -
Engineering
New
93026
Limonite Gap Closure
Street
Improvements
Construction

93018
Annual Overlay
Street
Improvements
Annual Project

91007
Citywide Americans
with Disabilities Act
Transition Plan
Accessibility
improvements
Design
New
92017
Traffic Signal Dilemma
Zone Detection and
Mitigation
Roadway
Safety/Traffic
Improvements
Construction

12363 Limonite Avenue | Suite 910 | Eastvale, CA 91752
951.361.0900 |
eastvaleca.gov
276
93031
Eastvale Alternate
Drainage Water
Quality
Street
Improvements
Design
New
95017
Public Works Yard
Facility Project
Land, Building,
Facilities &
Equipment
Planning
New
95021
City Hall Expansion
Tenant Improvement
Land, Building,
Facilities &
Equipment
Construction
Procurement
New
92021
Traffic Signal
Improvement at
Sumner and 68th
Roadway
Safety/Traffic
Improvements
Planning
New
92012
Improvement of Bike
Network Connectivity
Roadway
Safety/Traffic
Improvements
Design -
Engineering

Of the seventeen (17) proposed Cri!cal projects, 4 were iden!ﬁed as annual maintenance projects that are crucial in maintaining the City's infrastructure, including annual overlays and residen!al slurry seals. The other 13 projects were proposed to be Cri!cal due to the priori!es set by the City's Strategic Plan, grant expenditure deadlines, or time-sensitive community/safety needs.

The Civic Center remains as one of the most important capital improvement projects given the City's goals to develop and construct a Civic Center, police station, and create "Destination Eastvale."

The Limonite and Hamner Trench repair is a new project proposed to be added to the Cri!cal project list to mi!gate the seMlement over the sewer lines along Limonite Ave before the oﬀsite improvements are ini!ated for the Leal and Civic Center projects. Median Improvement Project and Traﬃc Signal Improvements at Sumner and 68th are also proposed to be Cri!cal projects due to public safety needs.

The priority for Citywide Americans with Disabili!es Act Transi!on Plan, Eastvale Alternate Drainage Water Quality, and Limonite Gap Pedestrian Bridge projects are proposed to change from Essen!al to Critical due to recent grant funding expenditure deadlines and state compliance requirements.

Public Works Yard Facility Project is cri!cal because once the Civic Center construc!on begins, maintenance staﬀ, asset management space, equipment and supply storage space, repair workshop space, and garage space demand will increase dramatically.

Essential Projects
Project Number
Project Name
Category
95022
Citrus Community Center
Land, Building, Facilities &
Equipment
95020
OCPW Land Use - Passive Park
Land, Building, Facilities &
Equipment
95019
Santa Ana River Area Passive Park
Land, Building, Facilities &
Equipment
12363 Limonite Avenue | Suite 910 | Eastvale, CA 91752
951.361.0900 |
eastvaleca.gov
277
94004
Street Maintenance: Pot Holes, Deep
Patch and Crack Seal
Citywide Maintenance
94011
Smart City Masterplan
Citywide Maintenance
94010
Citywide Branding: Entryway and
Median Improvements
Citywide Maintenance
94007
Citywide Traffic Signal Synchronization
- Phase 2 Collectors
Citywide Maintenance
94006
Citywide Traffic Signal Synchronization
- Phase 1 Arterials
Citywide Maintenance
95013
Fire Station
Land, Building, Facilities &
Equipment
93036
Streetlight Installation Project
Street Improvements
93027
Schleisman Road Mobility, Safety and
Connectivity Project
Street Improvements
92020
Hamner Avenue Beautification Project
Roadway Safety/Traffic
Improvements
92013
Limonite Interchange Gateway Feature
Roadway Safety/Traffic
Improvements
92001
Traffic Sign Inventory and Replacement
Roadway Safety/Traffic
Improvements

Desirable Projects
Project Number
Project Name
Category
95016
Fire Medic Squad Replacement
Land, Building, Facilities &
Equipment
95015
Fire Truck Purchase
Land, Building, Facilities &
Equipment
95001
Hamner Place
Land, Building, Facilities &
Equipment
95018
Modular Offices at Citrus Property and
Utilities Studies
Land, Building, Facilities &
Equipment
93035
I-15 Corridor Landscaping Enhancement
Street Improvements
93028
Street Name Signs
Street Improvements
92019
SCE Easement Trail Improvement Along
68th Street
Roadway Safety/Traffic
Improvements
92018
Orchard Park to American Heroes Park
Trail
Roadway Safety/Traffic
Improvements
92014
Roadway Vision
Roadway Safety/Traffic
Improvements
92011
Traffic Signal Battery Backup Systems
Roadway Safety/Traffic
Improvements

Despite the proposed project priority list, the City Council can revise the project priority list as 12363 Limonite Avenue | Suite 910 | Eastvale, CA 91752 951.361.0900 |
eastvaleca.gov
278
needed. Based on City Council's direction, the adopted project priority list will be incorporated in the draO 5-Year CIP for the City Council's review at a subsequent City Council mee!ng and the proposed CIP budget will reflect as such.

Environmental
As this is a workshop and no ﬁnal ac!on to approve the CIP, CEQA compliance is not required at this time.

Strategic Plan Action - Priority Level: 1
| Target #: E
| Goal #: A
The adop!on of the City's 5-Year CIP for the 2023-2024 budget cycle will support the development of a Civic Center and support financial planning efforts for newly proposed infrastructure projects.

Fiscal Impact
The ranking of top priority projects in 5-Year CIP does not result in a direct ﬁscal impact. However, the selected projects will determine the City's CIP budget for the upcoming 2024-2025 ﬁscal year.

The City's infrastructure projects are ﬁnanced through various funding sources, including SB 1, Gas Tax, SB 132 Road Maintenance and Rehabilita!on Account, Measure A, Community Development Block Grant, federal grants, state grants, developer contribu!on, ﬁre structural funds, County Flood Control funds, development impact fees, and General Fund.

Prior City Council/Commission Action
There is no prior City Council/Commission Action for this item.

Attachment(s)
Not Applicable.
12363 Limonite Avenue | Suite 910 | Eastvale, CA 91752
951.361.0900 |
eastvaleca.gov
279

Eastvale City CouncilMay 8, 2024

Eastvale City Council
May 8, 2024