Hemet City Council
November 14, 2023

20.F

The Contractor, its officers, agents, employees, and
subcontractors may not discriminate in the employment of persons to perform the Work because of race, religion, creed, color, national origin, ancestry, physical handicap, medical condition, marital status, sex or age of such person, except as may be permitted by California Government Code section 12940. The Contractor is responsible for compliance with this section.

7. AUTHORIZED AGENCY REPRESENTATIVES
On behalf of the Agency, the City Engineer of the City of Hemet shall be the Agency’s authorized representative in the
interpretation and enforcement of all Work performed in connection with this Agreement. The City Engineer may delegate authority in connection with this Agreement to his/her assigned designees.

8. INDEMNIFICATION
Contractor shall indemnify, defend with legal counsel approved by Agency, and hold harmless Agency, its officers, officials, employees, and volunteers (“Indemnified Parties”) from and against all claims for and actual liabilities, losses, damages, expenses, costs (including without limitation reasonable attorney’s fees, expert fees, and all other costs and fees of litigation) of every nature relating to, arising out of or in connection with Contractor’s, its officers, agents, employees, or subcontractors (or any agency or individual that Contractor shall bear the legal liability thereof) negligence, recklessness or willful misconduct in the performance of work on and/or connected with the Project or its failure to comply with any of its obligations contained in this Agreement, except such loss or damage which is caused by the sole or active negligence or willful misconduct of the Indemnified Parties. Should conflict of interest principles preclude a single attorney from representing both Agency and Contractor, or should the Agency otherwise find Contractor’s attorney unacceptable, then Contractor shall reimburse the Agency its costs of defense, including without limitation reasonable attorney’s fees, expert fees, and all other costs and fees of litigation. The Contractor shall promptly pay any final judgment rendered against the Indemnified Parties with respect to claims determined by a trier of fact to have been the result of the Contractor’s negligent, reckless, or wrongful act, omission, or performance. It is expressly understood and agreed that the foregoing provisions are intended to be as broad and inclusive as

20.F

is permitted by the law of the State of California and will survive termination of this Agreement.

The Contractor’s obligations under this section apply regardless of whether or not such claim, charge, damage, demand, action, proceeding, loss, stop notice, cost, expense, judgment, civil fine or penalty, or liability was caused in part or contributed to by Indemnified Parties. However, without affecting the rights of Indemnified Parties under any provision of this Agreement, Contractor shall not be required to indemnify and hold harmless Indemnified Parties for liability attributable to the sole or active negligence or willful misconduct of Indemnified Parties, provided such sole or active negligence or willful misconduct is determined by agreement between the parties or by the findings of a court of competent jurisdiction. In instances where Indemnified Parties are shown to have been solely or actively negligent or to have acted with willful misconduct and where Indemnified Parties’ sole or active negligence or willful misconduct accounts for only a percentage of the liability involved, the obligation of Contractor will be for that entire portion or percentage of liability not attributable to the sole or active negligence or willful misconduct of Indemnified Parties.

9. CLAYTON AND CARTWRIGHT ACT ASSIGNMENTS. In entering into this Contract or a contract with a subcontractor to supply goods, services, or materials pursuant to this Contract for the Project, the Contractor and any or subcontractor is deemed to have offered and agreed to assign to the City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the Cartwright Act (Chapter 2, commencing with Section 16700 of Part 2 of Division 7 of the California Business and Professions Code), arising from purchases of goods, services, or materials for the Project. This assignment will be deemed made and will become effective at the time the City tenders final payment to the Contractor, without further acknowledgment by the Parties.

10. INSURANCE
The Contractor agrees to have and maintain in full force and effect during the term of this Agreement the insurance coverages listed in Exhibit “C” (“Insurance”), which is made a part of this Agreement.

20.F

Further, by signing below Contractor certifies that he/she/it is aware of the provisions of Section 3700 of the Labor Code, which requires every employer to be insured against liability for Workers’ Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Work of this Agreement. Additionally, the Contractor shall require each subcontractor to comply with the requirements of Section 3700 of the Labor Code, including requiring each subcontractor to execute the following certification:
“I am aware of the provisions of Section
3700 of the Labor Code, which requires
every employer to be insured against
liability for worker’s compensation or to
undertake self-insurance in accordance with
the provisions of that Code, and I will
comply with such provisions before
commencing the performance of the Work
of this Agreement.”

11. ENTIRE AGREEMENT; CONFLICT
The Contract Documents comprise the entire agreement between the Agency and the Contractor with respect to the Work. In the event of a conflict between the terms of this Agreement and the bid of the Contractor, then this Agreement shall control and nothing herein shall be considered as an acceptance of the terms of the bid conflicting herewith.

12. PROJECT DOCUMENTATION
All data, drawings, maps, models, notes, books, documents, papers, daily reports, schedules, time and materials tickets, employee time sheets, accounting records and other evidence pertaining to costs incurred, photographs, reports, studies, and other documents (collectively, “Project Documents”) prepared, developed or discovered by Contractor in the course of
performing any of the Work under this Contract will become the sole property of City. Upon the expiration or termination of this Contract, the Contractor must turn over all original Project Documents to the City in its possession but may retain copies of any of the Project Documents it may desire.

The Contractor shall maintain the Project Documents and shall make such materials available at its office at all reasonable times

20.F

during the term of this Agreement and for three (3) years from the date of final payment under this Agreement any documents not turned over to Agency for inspection by Agency.

13. FALSE CLAIMS
The Contractor acknowledges that if a false claim is submitted to the Agency, it may be considered fraud and the Contractor may be subject to criminal prosecution. The Contractor acknowledges that the False Claims Act, California Government Code sections 12650, et seq., provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include within their scope false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of the information. In the event the Agency seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorneys’ fees. The Contractor hereby acknowledges that the filing of a false claim may lead the Contractor to an administrative debarment proceeding wherein the Contractor may be prevented from further bidding on public contracts for a period of up to five (5) years.

I have read and understood all of the provisions of this Section 13, above:

(Initial) (Initial)

14. INDEPENDENT CONTRACTOR
The Contractor is and will at all times remain as to City a wholly independent contractor and shall not be an employee, agent, partner, or joint venture of the Agency. The Agency shall have the right to control the Contractor insofar as the results of the Contractor’s services rendered pursuant to this Agreement; however, the Agency shall not have the right to control the means by which the Contractor accomplishes such services. Neither the City nor any of its officers, employees, or agents will have control over the conduct of the Contractor or any of the Contractor’s officers, employees, agents, or subcontractors, except as expressly set forth in the Contract Documents. The Contractor may not at any time or in any manner represent that it or any of its officers, employees, agents, or subcontractors are in any manner officers, employees, agents, or subcontractors of City.

20.F

15. LICENSES AND PERMITS
The Contractor must, at the Contractor’s sole expense, obtain all necessary permits and licenses required for the Work, give all necessary notices, and pay all fees and taxes required by law, including, without limitation, any business license tax imposed by the City. The Contractor represents and declares to the Agency that it has all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession. In performing the Work, the Contractor must comply with all applicable statutes, laws and regulations, including, but not limited to, OSHA requirements and the Hemet Municipal Code.

16. GENERAL PROVISIONS
a) Authority to Execute. Each Party represents and warrants that all necessary action has been taken by such Party to authorize the undersigned to execute this Contract and to bind it to the performance of its obligations.
b) Assignment. the Contractor may not assign this Contract without the prior written consent of the City, which consent may be withheld in the City’s sole discretion since the experience and qualifications of the Contractor were material considerations for this Contract.
c) Binding Effect. This Agreement is binding upon the heirs, executors, administrators, successors, and permitted assigns of the Parties.
d) Integrated Contract. This Contract, including the Contract Documents, is the entire, complete, final, and exclusive expression of the Parties with respect to the Work to be performed under this Contract and supersedes all other
agreements or understandings, whether oral or written, between Contractor and City prior to the execution of this Contract. e) Modification of Contract. No amendment to or modification of this Contract will be valid unless made in writing and approved by the Contractor and by the City Council or City Manager, as applicable. The Parties agree that this requirement

20.F

for written modifications cannot be waived and that any attempted waiver will be void.
f) Counterparts and Facsimile Signatures. This Contract may be executed in several counterparts, each of which will be deemed an original, and all of which, when taken together, constitute one and the same instrument. Amendments to this Contract will be considered executed when the signature of a party is delivered by facsimile transmission. Such a facsimile signature will have the same effect as an original signature. g) Waiver. Waiver by any Party of any term, condition, or covenant of this Contract will not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Contract will not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Contract. Acceptance by the City of any Work performed by the Contractor will not constitute a waiver of any of the provisions of this Contract. h) Interpretation. This Contract will be interpreted, construed, and governed according to the laws of the State of California. Each party has had the opportunity to review this Contract with legal counsel. The Contract will be construed simply, as a whole, and in accordance with its fair meaning. It will not be interpreted strictly for or against either party. i) Severability. If any term, condition, or covenant of this Contract is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Contract will not be affected and the Contract will be read and construed without the invalid, void or unenforceable provision.
j) Venue. In the event of litigation between the Parties, the venue in state trial courts will be in the County of Riverside. In the event of litigation in a U.S. District Court, the venue will be in the Central District of California, in Riverside.

IN WITNESS WHEREOF this Agreement is executed as of the date first written above.

20.F

AGENCY:

City of Hemet
By:

Mark Prestwich, City Manager
CONTRACTOR:

Onyx Paving Company, Inc.

By:

Name:

Its:

By:

Name:

Its:

ATTEST:

By:

John Maier, City Clerk
Contractor’s City Business License No.

APPROVED AS TO FORM:

By:

Steven Graham, City Attorney
State Contractor License No. & Class

DIR Registration No. & Exp
Street Address
City, State, Zip Code
[NOTE: In the event the Contractor is a Corporation, the signatures of two separate persons holding different offices must be provided.]

20.F

20.F

EXHIBIT A

CONTRACT DOCUMENTS
City of Hemet Contractor Agreement
Change Orders issued by the Agency, signed by the Contractor, and (if necessary) approved by the City Council
Notice Inviting Bids, Instructions to Bidders, and Bidder’s Proposal and Information Required for Bid Submittal
Bid Schedule(s)
Addenda and/or Bulletins
Plans
Special Provisions (Specifications)
General Conditions
General Provisions Standard Specifications for Public Works Construction (“Greenbook”) 2018 edition as amended and
supplemented
State Standard Specifications
State Standard Plans
Permits issued by jurisdictional regulatory agencies
Electric, gas, telephone, and cable television company
specifications and standards
Notice of Award
Notice to Proceed
Certificate(s) of Required Insurance and Worker’s Compensation Insurance
Security for Payment (Labor & Materials) and Performance Escrow Agreement for Security Deposits in Lieu of Retention

20.F

If there is a conflict between any of the Contract Documents, the documents highest in precedence shall control. The order of precedence of the Contract Documents shall be as provided in Section 3-7.2 of the Special Provisions. Detail drawings shall take precedence over general drawings.

20.F

EXHIBIT B

CONTRACT PRICE
Not to Exceed Two Million Twenty Thousand Dollars
($2,020,000.00)
The Contract Price for performing all Work described in the Contract Documents, including labor, materials, services, and equipment is the total amount of all lump sum items and of all unit price sums, determined by multiplying the unit price for each item times the actual quantity of each such item, as determined by the Agency.

20.F

20.F

EXHIBIT C

INSURANCE

1.General Requirements. Contractor must procure and
maintain in full force and effect during the term of this Contract the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below:

Type of Insurance Limits
Commercial General Liability $2,000,000 per
occurrence/$4,000,000
general
aggregate
Business Automobile Liability $2,000,000 combined single limit
Workers’ Compensation/Employers $1,000,000
per accident or disease
Liability
Surety Bonds As described below

Contractors’ Pollution Legal Liability $1,000,000
per occurrence/$2,000,000 general
aggregate

If the contractor maintains higher limits than the
minimums shown above, the City requires and shall be
entitled to coverage for the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specific minimum limits of insurance and coverage shall be available to the City.

1.Commercial General Liability Insurance. Coverage shall be at least as broad as Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury, and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this
project/location or the general aggregate limit shall be twice the required occurrence limit. The City and its officers, officials,

20.F

employees, volunteers, and agents shall be included as additional insured. Coverage shall be primary with respect to the City, and any insurance or self-insurance maintained by the City shall not be required to contribute.

2.Business Auto Coverage. Coverage shall be at least as broad as Insurance Services Office Form Number CA 0001
covering Code 1 (any auto), with limits of no less than $2,000,000 per accident for bodily injury and property damage. If the Contractor or Contractor’s employees will use personal autos in any way on this Project, the Contractor must provide evidence of hired and non-owned auto liability coverage.

3.Workers’ Compensation. Insurance as required by the
State of California, with Statutory Limits, and Employers’ Liability insurance with a limit of no less than $1,000,000 per accident for bodily injury or disease.

4.Surety Bonds. Contractor shall provide the following
Surety Bonds: (1) Bid bond, (2) performance bond, (3) payment bond, and (4) maintenance bond. The Payment Bond and the Performance Bond shall be in a sum equal to the contract price. If the Performance Bond provides for a one-year warranty a separate Maintenance Bond is not necessary. If the warranty period specified in the contract is for longer than one year a Maintenance Bond equal to 10% of the contract price is required.

Bonds shall be duly executed by a responsible corporate surety, authorized to issue such bonds in the State of California and secured through an authorized agent with an office in California.

5.Contractors’ Pollution Legal Liability and/or Asbestos Legal Liability and/or Errors and Omissions (if project involves environmental hazards) with limits no less than $1,000,000 per occurrence or claim, and $2,000,000 policy aggregate. Contractor shall maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Contract.

6.Other Insurance. Contractor may be required to obtain such other insurance coverage as may be required by applicable law or by the City.

7.Excess or Umbrella Liability Insurance (Over Primary). If an excess or umbrella liability policy is used to meet limit requirements, the insurance must provide coverage at least as

20.F

broad as specified for the underlying coverages. Any such coverage provided under an excess or umbrella liability policy must include a “drop down provision” providing primary coverage above a maximum $25,000 self-insured retention for liability not covered by primary but covered by the umbrella. Coverage must be provided on a “pay on behalf” basis, with defense costs payable in addition to policy limits. There must be no cross- liability exclusion precluding coverage for claims or suits by one insured against another. Coverage must be applicable to City for injury to employees of Contractor, its subcontractors or others performing work to satisfy Contractor’s obligations under this Contract. The scope of coverage provided is subject to approval of City following receipt of proof of insurance as required herein.

8.Certificates of Insurance and Endorsements. Prior to commencing any Work under this Contract, Contractor must file with the Director Certificates of Insurance and Endorsements evidencing the existence of all insurance required by this Contract, along with such other evidence of insurance or copies of policies as may reasonably be required by City. Such Certificates of Insurance and Endorsements must be in a form approved by the City Attorney of City. Contractor must maintain current certificates and endorsements on file with City during the term of this Contract reflecting the existence of all required insurance.

Each of the certificates must expressly provide that no material change in the policy, or termination thereof, will be effective except upon 30 days prior written notice to City. The City reserves the right to require complete, certified copies of the insurance certificates and endorsements.

9.Accessibility of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of no less than A: VII, unless otherwise acceptable to the City.

10.Waiver of Subrogation. Contractor hereby agrees to waive rights of subrogation which any insurer of Contractor may acquire from Contractor by virtue of the payment of any loss. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the Entity for all work performed by the Contractor, its employees, agents and subcontractors.

20.F

11. Failure to Maintain Required Insurance. If Contractor, for any reason, fails to have in place at all times during the term of this Contract all of the required insurance coverage, the Director may obtain such coverage at Contractor’s expense and deduct the cost from the sums due Contractor.

12. Subcontractors. Contractor shall require and verify that all subcontractors maintain insurance meeting all the
requirements stated herein, and Contractor shall ensure that Entity is an additional insured on insurance required from subcontractors. For CGL coverage subcontractors shall provide coverage with a format least as broad as CG 20 38 04 13.

13. Effect of Coverage. The existence of the required
insurance coverage under this Contract will not be deemed to satisfy or limit Contractor’s indemnity obligations under this Contract. Contractor acknowledges that the insurance coverage and policy limits set forth in this Contract constitute the minimum coverage and policy limits required. Any insurance proceeds available to City in excess of the limits and coverage required by this Contract, and which is applicable to a given loss, must be made available to City to compensate it for such losses.

14. Special Risks or Circumstances. Entity reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other circumstances.

20.F

PAYMENT BOND
(Bond for Labor and Material)

KNOW ALL PERSONS BY THESE PRESENTS:

THAT WHEREAS CITY OF HEMET (Owner) has awarded to Onyx
Paving Company, Inc. as Principal, dated the 15th day of November 2023 (the Contract), titled the City of Hemet 2022/23 SB1 Pavement Rehabilitation – CIP 5755 in the amount of $2,020,000.00, which Contract is by this reference made a part hereof, for the work of the following Contract:
2022/23 SB1 Pavement Rehabilitation – CIP 5755

AND WHEREAS, the Principal is required to furnish a bond in connection with the Contract to secure the payment of claims of laborers, mechanics, material suppliers, and other persons as provided by law;
NOW, THEREFORE, we, the undersigned Principal and
, as Surety, are
held and firmly bound unto Owner in the sum of 100% OF THE CONTRACT PRICE $2,020,000.00, for which payment well and truly to be made we bind ourselves, our heirs, executors,
administrators, successors, and assigns, jointly and severally, firmly by these presents.

THE CONDITION OF THIS OBLIGATION IS SUCH, that if
Principal, or its executors, administrators, successors, or assigns approved by Owner, or its subcontractors shall fail to pay any of the persons named in California Civil Code Section 9100, or amounts due under the State of California Unemployment
Insurance Code with respect to work or labor performed under the Contract, or for any amounts required to be deducted, withheld, and paid over to the State of California Employment Development Department from the wages of employees of
Principal and subcontractors pursuant to Section 13020 of the State of California Unemployment Insurance Code with respect to such work and labor, that Surety will pay for the same in an amount not exceeding the sum specified in this bond, plus reasonable attorneys’ fees, otherwise the above obligation shall become and be null and void.

20.F

This bond shall inure to the benefit of any of the persons named in California Civil Code Section 9100, as to give a right of action to such persons or their assigns in any suit brought upon this bond. The intent of this bond is to comply with the California Mechanic’s Lien Law.

Surety, for value received, hereby expressly agrees that no extension of time, change, modification, alteration, or addition to the undertakings, covenants, terms, conditions, and agreements of the Contract, or to the work to be performed thereunder, shall in any way affect the obligation of this bond; and it does hereby waive notice of any such extension of time, change, modification, alteration, or addition to the undertakings, covenants, terms, conditions, and agreements of the Contract, or to the work to be performed thereunder.

Surety’s obligations hereunder are independent of the
obligations of any other surety for the payment of claims of laborers, mechanics, material suppliers, and other persons in connection with Contract; and suit may be brought against Surety and such other sureties, jointly and severally, or against any one or more of them, or against less than all of them without impairing Owner’s rights against the other.

Correspondence or claims relating to this bond shall be sent to Surety at the address set forth below.

IN WITNESS WHEREOF, we have hereunto set our hands
this day of , 20___.

CONTRACTOR AS PRINCIPAL SURETY

Company: (Corp. Seal) Company: (Corp.

Seal)

Signature Signature

Name Name

20.F

Title Title

Street Address Street Address

City, State, Zip Code City, State, Zip Code

END OF DOCUMENT

20.F

CONSTRUCTION PERFORMANCE BOND

THIS CONSTRUCTION PERFORMANCE BOND (Bond) is
dated November 15th, 2023 is in the amount of $2,020,000 (Penal Sum), which is 100% of the Contract Sum and is entered into by and between the parties listed below to ensure the faithful performance of the Contract identified below. This Bond consists of this page and the Bond Terms and Conditions, Paragraphs 1 through 14 attached to this page. Any singular reference to Onyx Paving Company, Inc. (Contractor), (Surety), CITY OF HEMET (Owner), or other party shall be considered plural where applicable.

CONTRACTOR: SURETY:

Onyx Paving Company, Inc.

Address Principal Place of Business

City/State/Zip City/State/Zip

CONSTRUCTION CONTRACT: 2022-23 SB1 Pavement
Rehabilitation – CIP 5755,
dated November 15 th, 2023,
in the amount of
$2,020,000.00.

CONTRACTOR AS PRINCIPAL SURETY

Company: (Corp. Seal) Company: (Corp. Seal)

Signature: Signature:

Name: Name:

20.F

Title: Title:

BOND TERMS AND CONDITIONS

Contractor and Surety, jointly and severally, bind
themselves, their heirs, executors, administrators, successors, and assigns to the Owner for the complete and proper performance of the Construction Contract, which is incorporated herein by reference.

If the Contractor completely and properly performs all of its obligations under the Construction Contract, Surety and Contractor shall have no obligation under this Bond.

If there is no Owner Default, Surety’s obligation under this Bond shall arise after:

Owner provides Surety with written notice that Owner has declared a Contractor Default under the Construction Contract pursuant to the terms of the Construction Contract; and

The Owner has agreed to pay the Balance of Contract Sum:

To Surety in accordance with the terms of this Bond and the Construction Contract; or

3.2.2 To a Contractor selected to perform the
Construction Contract in accordance with
the terms of this Bond and the Construction
Contract.

When the Owner has satisfied the conditions of Paragraph 3 above, Surety shall promptly (within 40 Days) and at Surety’s expense elect to take one of the following actions:

Arrange for Contractor, with the consent of Owner, to
perform and complete the Construction Contract (but Owner may withhold consent, in which case the Surety must elect an option described in Paragraphs 4.2, 4.3, or 4.4 below); or
Undertake to perform and complete the Construction
Contract itself, through its agents or through independent

20.F

contractors or Construction entities; provided, that Surety may not select Contractor as its agent or independent contractor or Contractor without Owner’s consent; or
Undertake to perform and complete the Construction
Contract by obtaining bids from qualified contractors or Construction entities acceptable to the Owner for a contract for performance and completion of the Construction Contract and, upon determination by Owner of the lowest responsive and responsible Bidder, arrange for a contract to be prepared for execution by Owner and the contractor or Contractor selected with Owner’s concurrence, to be secured with performance and payment bonds executed by a qualified surety equivalent to the bonds issued on the Construction Contract; and, if Surety’s obligations defined in Paragraph 6 below, exceed the Balance of Contract Sum, then Surety shall pay to Owner the amount of such excess; or
Waive its right to perform and complete, arrange for
completion, or obtain a new contractor or Contractor, and with reasonable promptness under the circumstances and, after investigation and consultation with Owner, determine in good faith its monetary obligation to Owner under Paragraph 6 below, for the performance and completion of the Construction Contract and, as soon as practicable after the amount is determined, tender payment therefor to Owner with full explanation of the payment’s calculation. If Owner accepts Surety’s tender under this Paragraph

4.4, Owner may still hold Surety liable for future damages then unknown or unliquidated resulting from the Contractor Default, as agreed by Owner and Surety at the time of tender. If the Owner disputes the amount of Surety’s tender under Paragraph 4.4, the Owner may exercise all remedies available to it at law to enforce Surety’s liability under Paragraphs 6 and 6.3 below.

At all times Owner shall be entitled to enforce any remedy available to the Owner at law or under the Construction Contract including, without limitation, and by way of example only, rights to perform work, protect Work, mitigate damages, advance critical Work to mitigate schedule delay, and coordinate Work with other consultants or contractors.

If Surety elects to act under Paragraphs 4.1, 4.2, or 4.3 above, within the time period provided in Paragraph 4, above, and complies with its obligations under this Bond, Surety’s obligations under this Bond are commensurate with the Contractor’s
Construction Contract obligations. Surety’s obligations include, but are not limited to:

20.F

Contractor’s obligations to complete the Construction
Contract and correct Defective Work;
Contractor’s obligations to pay liquidated damages; and To the extent otherwise required of Contractor under the Construction Contract, Contractor’s obligations to pay additional legal, design professional, and other costs not included within liquidated damages resulting from Contractor Default (but excluding attorney’s fees incurred to enforce this Bond).

If Surety does not elect to act under Paragraphs 4.1, 4.2, 4.3, or 4.4, above, within the time period provided in Paragraph 4, above, or comply with its obligations under this Bond, then Surety shall be deemed to be in default on this Bond ten Days after receipt of an additional written notice from Owner to Surety demanding that Surety perform its obligations under this Bond. Such Surety default shall be independent of the Contractor Default. To the extent Surety’s independent default causes the Owner to suffer damages including, but not limited to, delay damages, which are different from, or in addition to (but not duplicative of) damages which the Owner is entitled to receive under the Construction Contract, Surety shall also be liable for such damages. In the event any Surety obligation following its independent default is inconsistent or conflicts with California Civil Code Section 2809, or any other law that either prohibits, restricts, limits, or modifies in any way any obligation of a surety that is larger in amount or in any other respect more burdensome than that of the principal, Surety hereby waives the provisions of such laws to that extent.

If Surety elects to act under Paragraphs 4.1, 4.3, or 4.4 above, within the time period provided in Paragraph 4, above and complies with all obligations under this Bond, Surety’s monetary obligation under this Bond is limited to the Penal Sum.

No right of action shall accrue on this Bond to any person or entity other than the Owner or its successors or assigns.

Surety hereby waives notice of any change, alteration, or addition to the Construction Contract or to related subcontracts, design agreements, purchase orders, and other obligations, including changes of time, and of any Owner action in accordance with Paragraph 5 above. Surety consents to all terms of the Construction Contract, including provisions on changes to the Contract. No extension of time, change, alteration, Modification,

20.F

deletion, or addition to the Contract Documents, or of the Work (including services) required thereunder, or any Owner action in accordance with Paragraph 5 above shall release or exonerate Surety on this Bond or in any way affect the obligations of Surety on this Bond unless such action is an Owner Default.

Any proceeding, legal or equitable, under this Bond, shall be instituted in any court of competent jurisdiction where a proceeding is pending between Owner and Contractor regarding the Construction Contract, or in the Superior Court of the County of Riverside, California, or in a court of competent jurisdiction in the location in which the Work is located. Communications from Owner to Surety under Paragraph 3.1 above shall be deemed to include the necessary agreements under Paragraph 3.2 above unless expressly stated otherwise.

All notices to the Surety or Contractor shall be mailed or delivered (at the address set forth on the signature page of this Bond), and all notices to the Owner shall be mailed or delivered as provided in Section 1-7.1.10 of the Special Provisions. Actual receipt of notice by Surety, Owner, or Contractor, however accomplished, shall be sufficient compliance as of the date received at the foregoing addresses.

Any provision in this Bond conflicting with any statutory or regulatory requirement shall be deemed deleted here and provisions conforming to such statutory requirement shall be deemed incorporated herein.

Definitions
Balance of Contract Sum: The total amount payable by the Owner to the Contractor pursuant to the terms of the Construction Contract after all proper adjustments have been made under the Construction Contract, for example, deductions for progress payments made, and increases/decreases for approved
Modifications to the Construction Contract.

Construction Contract: The agreement between Owner and
Contractor identified on the signature page of this Bond, including all Contract Documents and changes thereto.

Contractor Default: Material failure of Contractor, which has neither been remedied nor waived, to perform or otherwise to comply with the terms of the Construction Contract, limited to “default” or any other condition allowing termination for cause as provided in Section 6-7.3 of the Special Provisions).

20.F

Owner Default: Material failure of the Owner, which has neither been remedied nor waived, to pay Contractor progress payments due under the Construction Contract or to perform other material terms of the Construction Contract, if such failure is the cause of the asserted Contractor Default and is sufficient to justify Contractor termination of the Construction Contract.

END OF DOCUMENT

20.F

City of Hemet
City Council Meeting

STAFF REPORT
Meeting: City Council Meeting - Nov 14 2023
Department: Public Works
Submitted by: Mark Prestwich, City Manager
Charles Russell, Public Works Operations Manager, Noah Rau, Public Works Director/City Engineer;
☐ Receive and File ☒ Consent Calendar ☐ Business Item ☐ Public Hearing TITLE:

A Resolution Of The City Council Of The City Of Hemet, California, Approving The First Amendment To The Implementation Agreement Between The City Of Hemet And The Western Riverside Council Of Governments (WRCOG): To Replace The Amended & Restated Professional Services Agreement Between WRCOG And Yunex Traffic With A New WRCOG Professional Services Agreement (PSA) Between WRCOG And Yunex Traffic, And An Appendix 2 To The WRCOG PSA Between The City Of Hemet, The WRCOG, And Yunex Traffic To Provide Streetlight Operation & Maintenance Services In The City Of Hemet; Authorizing The City Manager To Execute All Documents Related To The First Amendment To The Implementation Agreement And Appendix 2 To The WRCOG PSA RECOMMENDED ACTION:

It is respectfully recommended that the City Council:

A Resolution Of The City Council Of The City Of Hemet, California, Approving The First Amendment To The Implementation Agreement Between The City Of Hemet And The Western Riverside Council Of Governments (WRCOG): To Replace The Amended & Restated Professional Services Agreement Between WRCOG And Yunex Traffic With A New WRCOG Professional Services Agreement (PSA) Between WRCOG And Yunex Traffic, And An Appendix 2 To The WRCOG PSA Between The City Of Hemet, The WRCOG, And Yunex Traffic To Provide Streetlight Operation & Maintenance Services In The City Of Hemet; Authorizing The City Manager To Execute All Documents Related To The First Amendment To The Implementation Agreement And Appendix 2 To The WRCOG Professional Services Agreement.

BACKGROUND:

The City of Hemet owns and is responsible for the maintenance of approximately 4,312 light-emitting diode (LED) streetlights within the City limits. At the direction of its Executive Committee, WRCOG developed a Regional Streetlight Program that assisted 11 local agencies, including the City of Hemet, with purchasing and retrofitting streetlights to LED luminaires in order to provide more economical operations (i.e., lower maintenance costs and reduced energy use). Local control of the streetlight system also provides the City of Hemet the opportunity to implement smart city

20.G

technologies, such as traffic sensors, and install telecommunications equipment, such as small cells that support 5G connectivity. In order to identify and elaborate on these new opportunities related to smart cities and broadband, WRCOG developed a Smart Streetlights Implementation Plan and Broadband Assessment.

On December 18, 2017, WRCOG entered into a Professional Services Agreement with Siemens Industry, Inc., Intelligent Traffic Systems, to provide streetlight retrofit and operations & maintenance (O&M) services for all agencies participating in the Regional Streetlight Program. Member agencies in the Regional Streetlight Program that wanted to receive these streetlight retrofit and O&M services had to execute an Implementation Agreement with WRCOG and an Appendix to the Professional Services Agreement between WRCOG, Siemens, and the member agency.

The WRCOG Regional Streetlight Program currently provides services to the City of Hemet, including streetlight operations & maintenance (O&M) services, project management, and as-needed technical assistance, for smart streetlight technologies, such as traffic sensors, and as-needed support for broadband initiatives or projects. On April 29, 2020, the City of Hemet entered into an Implementation Agreement with WRCOG in order to implement the maintenance and repair program in the city of Hemet.

Currently, WRCOG has a Professional Services Agreement with Yunex, LLC (known as Yunex Traffic), formerly Siemens, to provide streetlight retrofit and O&M services to the member agencies in the Regional Streetlight Program. On September 9, 2018, the City of Hemet, entered into Appendix #2 to the Amended & Restated Professional Services Agreement to receive streetlight operations and maintenance services from Yunex Traffic, formerly Siemens, in the City of Hemet.

On October 27, 2021, WRCOG consented to the transfer of the contract pertaining to Siemens' Intelligent Traffic Systems (ITS) business to Yunex, LLC, due to the worldwide carve-out of the ITS business into a separate business entity under the new brand name Yunex Traffic. Since then, Yunex Traffic has been providing streetlight operation and maintenance services to the City of Hemet.

This existing Agreement with Yunex Traffic will expire on December 1, 2023.

ANALYSIS:

On July 12, 2023, WRCOG released Request for Proposals (RFP) Number 23-02, seeking a qualified contractor to provide streetlight O&M services to the nine participating member agencies in the Regional Streetlight Program, including the City of Hemet. The RFP was posted on WRCOG's Planet Bids portal where over 108 vendors were notified of the bid opportunity, and remained open for three weeks. Prospective vendors were notified based on the following categories: contractors registered with the Department of Industrial Relations, electrical and other wiring, facilities support services, all other specialty trade contractors, and other government support. During the RFP process, four prospective bidders were identified and only one question was received. By the submittal deadline of August 2, 2023, only one bid was received (from Yunex Traffic).

WRCOG staff convened a Bid Review Committee by inviting representatives from each member agency in the Regional Streetlight Program to participate in the bid evaluations and interviews.

WRCOG staff (Program Manager for the Regional Streetlight Program) and a total of four representatives from the Cities of Hemet, Lake Elsinore, and Menifee, and the Jurupa Community Services District (JCSD) reviewed and provided comments on Yunex Traffic's bid. Additionally, WRCOG staff and two representatives from the City of Menifee and JCSD conducted an interview with Yunex Traffic to clarify any questions that member agencies had on the bid. In the subsequent

20.G

weeks after the interview, WRCOG staff coordinated with member agencies, including staff from the City of Hemet, and Yunex Traffic to clarify any additional questions, as well as the Scope of Work and compensation rates.

Yunex Traffic's bid includes a similar scope of work as the current agreement, including Routine and Extraordinary, Emergency, and After-Hours Maintenance, as well as updated compensation rates.

Services provided under the Routine maintenance schedule are compensated on a per-light, per- month rate and include services such as fixture replacement via warranty claims, replacement of long-life photocells, fuses, fuse holders, and hand hole covers, troubleshooting for up to two hours during a service call for failed streetlights, and a quarterly night check of all agency-owned streetlights. Costs related to routine maintenance are paid to WRCOG twice per year for the forthcoming six months of service, where WRCOG receives the monthly invoices and then disburses payment to Yunex Traffic.

DISCUSSION:

Services provided under the Extraordinary, Emergency, and After-Hours Maintenance scope of work are typically as-needed and are thus compensated on a time and materials (T&M) basis based on the Labor and Equipment rates in the bid. This scope of work includes LED retrofits and installation of pole pole to responding streetlights, decorative style cobra-head for tags identification and knockdowns and replacement of the pole, and miscellaneous services such as pull box lid and overhead pole graffiti and painting, services, replacement, service underground wiring alert abatement. Costs related to extraordinary, emergency, and after-hours maintenance are budgeted by the City of Hemet and those invoices are forwarded to the City for direct payment to Yunex Traffic.

Moreover, upon award of a contract, Yunex Traffic will provide items at no additional cost such as a 24/7 call center and dispatch that can receive service calls from City staff, WRCOG, or the public, access Platform, proprietary a is which Business online and Portal Customer an to Service management system designed to effectively manage and track all service order progress, materials used, location history, and event reporting as work is performed. Furthermore, in lieu of a per-light, per-month rate for routine maintenance services, Yunex Traffic has also agreed to provide all services from their bid based on T&M rates should a member agency prefer to take an on-call maintenance approach for all work completed.

WRCOG staff have coordinated with representatives from all member agencies participating in the Regional Streetlight Program to gather any comments they may have regarding Yunex Traffic's bid and to gather any feedback or requirements they may want to include in the Professional Services Agreement with Yunex Traffic. Understanding that the member agencies are the customers and recipients that sure make to wanted staff by Traffic, Yunex provided services of WRCOG representatives from the member agencies had a chance to provide any feedback and give their approval for WRCOG to move forward with the award of a Professional Services Agreement to Yunex Traffic. Additionally, staff worked with member agencies to identify a term length and not-to-exceed contract amount.

On October 2, 2023, the WRCOG Executive Committee approved an award to Yunex Traffic and authorized a new Professional Services Agreement to provide streetlight O&M services to the member agencies in the Regional Streetlight Program. The goal for the new agreement with Yunex Traffic is to commence on December 1, 2023, so that a seamless transition occurs without a lapse of service. For the City of Hemet to continue receiving streetlight O&M services from Yunex Traffic it will be necessary to execute Appendix 2 to the WRCOG Professional Services Agreement between the City of Hemet, WRCOG, and Yunex Traffic. Appendix 2 will bind the City to the terms and conditions

20.G

of the WRCOG PSA between WRCOG and Yunex Traffic, and as such the City will be able to receive the scope of work from that agreement.

The Implementation Agreement between the City of Hemet and WRCOG for the implementation of the maintenance and repair program for streetlights provides the City with streetlight operations & maintenance (O&M) services via the Professional Services Agreement, project management, and as- needed technical assistance, for smart streetlight technologies, such as traffic sensors, and as- needed support for broadband initiatives or projects. The City of Hemet compensates WRCOG through an Administrative Fee, which is based on a per-pole-per-month fee. This existing Administrative Fee will remain the same as it stands under the preexisting implementation agreement between the City and WRCOG from April 2020.

To move forward, the City of Hemet will need to execute the First Amendment to the Implementation Agreement between WRCOG and the City of Hemet (Attachment 1), and Appendix 2 to the WRCOG Professional Services Agreement between WRCOG, Yunex, LLC, and the City of Hemet (Attachment 2). The term of Appendix 2 to the WRCOG Professional Services Agreement with Yunex Traffic for streetlight O&M services will be three years ending on December 1, 2026, and includes one additional one-year period and two additional six-month periods as option terms for a maximum potential contract length of five years. The compensation for this agreement was calculated by taking a combination of allocated budgets for streetlight maintenance from each member agency in the Regional Streetlight Program, estimated maintenance costs based on streetlight inventories, and estimated maintenance costs based on the average of the three prior years' costs for maintenance.

The not-to-exceed compensation amount for the WRCOG Professional Services Agreement is $7,295,244, from which the City of Hemet is only responsible for the costs for services provided within the City’s jurisdiction.

PREVIOUS COUNCIL ACTION:

1. August 18, 2018 - City Council approved the SCE Streetlight Purchase and Streetlight LED Retrofit Funding Options.

2. August 10, 2021 - City Council approved the Transfer of Siemens Mobility Contracts to Yunex, LLC.

3. December 13, 2022 – City Council approved the Second Amendment to the Appendix #2 to the Amended & Restated Professional Services Agreement
STRATEGIC PLAN INTEGRATION:

GOAL ONE: QUALITY OF LIFE:

To ensure that Hemet is safe, clean, attractive and comfortable for all who live, work, and visit.

Objective 1: Enhance the visual appearance of the community to make it attractive and reduce blight.

GOAL FIVE: ORGANIZATIONAL EFFECTIVENESS
To identify the work needed inside the City organization to effectively provide services to the community and ensure financial stability.

Objective 1: Operate in a financially sustainable manner.

FISCAL IMPACT:

20.G

There is no fiscal impact to the General Fund. Funds for the administration, operation, and maintenance of the City of Hemet streetlights are included in the Streetlight Maintenance Districts FY 2023-24 budget.

The City of Hemet is responsible for all costs arising from the WRCOG Professional Services Agreement with Yunex Traffic for services provided within the City’s jurisdiction up to an amount of $1,222,543.28 over the term of this Agreement. Routine operations and maintenance account for $202,256 of this amount total and the balance is budgeted for extraordinary work, such as pole knock downs, over the period of the proposed agreement.

ALTERNATIVE(S):

1. Do not approve Staff's recommendation.

2. Provide alternative direction to the City Manager.

ATTACHMENT(S):

Attachment 1 Resolution for First Amendment with WRCOG and Yunex Traffic Attachment 2 - WRCOG PSA w Yunex LLC Final
Attachment 3 - WRCOG Appendix 2 to WRCOG PSA Final
Attachment 4 - First Amendment to the Implementation Agreement

20.G

CITY OF HEMET RESOLUTION NO. 2023-XXX 1
1 2
3 4
5 6
7 8
9 10
11 12
13 14
15 16
17 18
19 20
21 22
23 24
25 26
27 28

CITY OF HEMET

HEMET, CALIFORNIA
RESOLUTION NO. 2023-xxx

A RESOLUTION OF THE CITY COUNCIL OF THE CITY

OF HEMET, CALIFORNIA, APPROVING THE FIRST

AMENDMENT TO THE IMPLEMENTATION AGREEMENT

BETWEEN THE CITY OF HEMET AND THE WESTERN

RIVERSIDE COUNCIL OF GOVERNMENTS (WRCOG) TO

REPLACE THE AMENDED AND RESTATED

PROFESSIONAL SERVICES AGREEMENT BETWEEN

WRCOG AND YUNEX TRAFFIC WITH A NEW WRCOG

PROFESSIONAL SERVICES AGREEMENT (PSA)

BETWEEN WRCOG AND YUNEX TRAFFIC, AND AN
APPENDIX 2 TO THE WRCOG PSA BETWEEN THE CITY

OF HEMET, THE WRCOG, AND YUNEX TRAFFIC TO

PROVIDE STREETLIGHT OPERATION AND

MAINTENANCE SERVICES IN THE CITY OF HEMET,

AND AUTHORIZING THE CITY MANAGER TO EXECUTE

ALL DOCUMENTS RELATED TO THE FIRST

AMENDMENT TO THE IMPLEMENTATION AGREEMENT
AND APPENDIX 2 TO THE WRCOG PSA
The City Council of the City of Hemet, California (hereafter referred to as the “City Council”) does resolve as follows:

WHEREAS, On December 18, 2017, WRCOG entered into a Professional Services Agreement with Siemens Industry, Inc., Intelligent Traffic Systems, to provide streetlight retrofit and operations and maintenance (O&M) services for all agencies participating in the Regional Streetlight Program. Member agencies in the Regional Streetlight Program that wanted to receive these services had to execute an Implementation Agreement with the WCOG, and an Appendix to the Professional Services Agreement between WRCOG, Siemens, and the member agency; and

20.G

CITY OF HEMET RESOLUTION NO. 2023-XXX 2
1 2
3 4
5 6
7 8
9 10
11 12
13 14
15 16
17 18
19 20
21 22
23 24
25 26
27 28
WHEREAS, On April 29, 2020, the City of Hemet entered into an Implementation Agreement with WRCOG in order to implement the maintenance and repair program; and
WHEREAS, Currently, the WRCOG has a Professional Services Agreement with Yunex, LLC (known as Yunex Traffic), formerly Siemens, to provide streetlight retrofit and O&M services to the member agencies in the Regional Streetlight Program. On September 9, 2018, the City of Hemet entered into an Appendix 2 to the Amended and Restated Professional Services Agreement to receive streetlight O&M services from Yunex Traffic, formerly Siemens, in the City of Hemet; and WHEREAS, On October 27, 2021, WRCOG consented to the transfer of the contract pertaining to Siemens’ Intelligent Traffic Systems (ITS) business to Yunex, LLC., due to the worldwide carve-out of the ITS business into a separate business entity under the new brand name Yunex Traffic. Since then Yunex Traffic has been providing O&M services to the City of Hemet. This existing agreement with Yunex Traffic will expire on December 1, 2023; and
WHEREAS, On December 13, 2022, the City Council approved the Second Amendment to the Appendix 2 to the Amended and Restated Professional Services Agreement; and
WHEREAS, On July 12, 2023, WRCOG released Request for Proposals (RFP) No. 23-02, seeking a qualified contractor to provide streetlight O&M services to the nine participating member agencies in the Regional Streetlight Program. By the submittal deadline of August 2, 2023, only one bid was received (from Yunex Traffic); and

20.G

CITY OF HEMET RESOLUTION NO. 2023-XXX 3
1 2
3 4
5 6
7 8
9 10
11 12
13 14
15 16
17 18
19 20
21 22
23 24
25 26
27 28
WHEREAS, on October 2, 2023, the WRCOG Executive Committee approved an award to Yunex Traffic and authorized a new Professional Services Agreement to provide streetlight O&M services to the member agencies of the Regional Streetlight Program. The goal for the new agreement with Yunex Traffic is to commence on December 1, 2023 for a seamless transition with no lapse in services; and WHEREAS, for the City of Hemet to continue receiving streetlight O&M services from Yunex Traffic, it will have to execute an Appendix 2 to the WRCOG Professional Services Agreement between the City of Hemet, WRCOG, and Yunex Traffic. This Appendix 2 will bind the City to the terms and conditions of the WRCOG PSA between WRCOG and Yunex Traffic, and as such, the City will be able to receive the scope of work from that agreement; and
WHEREAS, the Implementation Agreement between the City of Hemet and the WRCOG for the implementation of the maintenance and repair program for streetlights provides the City with streetlight O&M services via the Professional Services Agreement, project management, and as-needed technical assistance, for smart streetlight technologies, and as-needed support for broadband initiatives and projects.

The City of Hemet compensates the WRCOG through an Administrative Fee that is based on a per-pole-per-month fee; and
WHEREAS, to move forward, the City of Hemet will need to execute the First Amendment to the Implementation Agreement between WRCOG and the City of Hemet, and an Appendix 2 to the WRCOG Professional Services Agreement that will be between WRCOG, Yunex, LLC., and the City of Hemet. The term of Appendix 2 to the WRCOG Professional Services Agreement with Yunex Traffic for streetlight O&M

20.G

CITY OF HEMET RESOLUTION NO. 2023-XXX 4
1 2
3 4
5 6
7 8
9 10
11 12
13 14
15 16
17 18
19 20
21 22
23 24
25 26
27 28
services will be three years ending on December 1, 2026, and includes 1 additional one-year period and 2 additional six-month periods as option terms for a maximum potential contract length of five years; and
WHEREAS, the compensation for this agreement was calculated by taking a combination of allocated budgets for streetlight maintenance from each member agency of the Regional Streetlight Program, estimated maintenance costs based on streetlight inventories, and estimated maintenance costs based on average of the three prior years’ costs for maintenance. The not-to-exceed compensation amount for the WRCOG Professional Services Agreement is $7,295,244 from which the City of Hemet is only responsible for the costs for services provided within the City’s jurisdiction.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF HEMET FINDS, DETERMINES, ORDERS AND RESOLVES AS FOLLOWS:

SECTION 1.The recitals set forth above are hereby adopted as findings in support of this Resolution.

SECTION 2.Approve the First Amendment to the Implementation Agreement between the City of Hemet and the Western Riverside Council of Governments (WRCOG) to replace the Amended and Restated Professional Services Agreement between WRCOG and Yunex Traffic with a new WRCOG Professional Services Agreement (PSA) between WRCOG and Yunex Traffic.

SECTION 3.Approve the Appendix 2 to the WRCOG PSA between the City of Hemet, the WRCOG, and Yunex Traffic to provide streetlight O&M services in the City of Hemet.

20.G

CITY OF HEMET RESOLUTION NO. 2023-XXX 5
1 2
3 4
5 6
7 8
9 10
11 12
13 14
15 16
17 18
19 20
21 22
23 24
25 26
27 28
SECTION 4.Authorize the City Manager to execute all documents related to the First Amendment to the Implementation Agreement and Appendix 2 to the WRCOG PSA.

PASSED, APPROVED AND ADOPTED this 14th day of November, 2023. ____________________________
Joe Males, Mayor
ATTEST:
_____________________________
John Paul Maier, City Clerk

20.G

CITY OF HEMET RESOLUTION NO. 2023-XXX 6
1 2
3 4
5 6
7 8
9 10
11 12
13 14
15 16
17 18
19 20
21 22
23 24
25 26
27 28
State of California )
County of Riverside )
City of Hemet )
I, John Paul Maier, City Clerk of the City of Hemet, do hereby certify that the foregoing resolution was adopted by the Hemet City Council on the 14th day of November, 2023, and was passed by the following vote:

AYES: Council Members:

NOES: Council Members:

ABSTAIN: Council Members:

ABSENT: Council Members:
_____________________________
John Paul Maier, City Clerk

20.G

-1-

WESTERN RIVERSIDE COUNCIL OF GOVERNMENTS

PROFESSIONAL SERVICES AGREEMENT

1. PARTIES AND DATE.

This Agreement is made and entered into this day 2nd of October, 2023, by and between the Western Riverside Council of Governments, a California public agency (“WRCOG”), and Yunex, LLC, a Delaware limited liability company (“Consultant”). WRCOG and Consultant are sometimes individually referred to as “Party” and collectively as “Parties.”

2. RECITALS.

2.1 Lease Agreement.

Banc of America Leasing & Capital, LLC (together with its successors and assigns, "Lessor") entered into an Equipment Lease/Purchase Agreement with each of the Member Agencies (as defined herein) in order to finance the acquisition, installation and retrofitting of streetlights within the Member Agency's jurisdiction (as amended, the "Lease Agreement"). The Parties expressly hereby agree that the Lease Agreement is not being incorporated into this Agreement and shall not be deemed a part of this Agreement.

 City of Perris
 City of San Jacinto
 City of Wildomar

2.2 Member Agency.

“Member Agency” means any and all member agencies participating in WRCOG’s street light program in accordance with an Implementation Agreement. The following local agencies are Member Agencies for the purposes of this Agreement:

 City of Eastvale
 City of Hemet
 City of Lake Elsinore
 City of Menifee
 City of Murrieta
 City of Perris
 City of San Jacinto
 City of Wildomar
 Jurupa Community
Services District

2.3 Incorporated Documents.

2.2.1 Request for Proposal. The Request for Proposal No. 23-02 (“RFP”) issued by WRCOG on July 12, 2023 and the Consultant’s response to the RFP dated August 2, 2023 are incorporated herein by this reference.

2.2.2 Appendices and Exhibits. Each Member Agency shall execute its own Appendix, which shall cover the following for that Member Agency: Scope of Services (Exhibit A) and Compensation (Exhibit B). The following Appendices, including their Exhibits, are attached hereto and incorporated herein by this reference:

20.G

-2-

 Appendix 1 – City of Eastvale
 Appendix 2 – City of Hemet
 Appendix 3 – Jurupa Community Services District
 Appendix 4 – City of Lake Elsinore
 Appendix 5 – City of Menifee
 Appendix 6 – City of Murrieta
 Appendix 7 – City of Perris
 Appendix 8 – City of San Jacinto
 Appendix 9 – City of Wildomar

2.4 Consultant.

Consultant desires to perform and assume responsibility for the provision of certain professional services required by WRCOG and its Member Agencies on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing LED streetlight installation and ongoing operations and maintenance of street light systems is licensed in the State of California, and is familiar with the plans of WRCOG and its Member Agencies.

2.5 Project.

WRCOG desires to engage Consultant to render such professional services for the installation of LED street lights and the ongoing operations and maintenance of the street light systems for Member Agencies (“Project”) as set forth in this Agreement.

3. TERMS.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Consultant promises and agrees to furnish to WRCOG and the applicable Member Agencies all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the LED street light installation and ongoing operations and maintenance of street light systems necessary for the Project (“Services”). The Services are more particularly described in the RFP and in Exhibit “A” to each Appendix attached hereto and incorporated herein by reference, and which are stated in the proposal to WRCOG and approved by WRCOG’s Executive Committee. All Services shall be subject to, and performed in accordance with, this Agreement, the Appendices and exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Term. The term of this Agreement shall be from December 1, 2023 to December 31, 2026, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement and shall meet any other established schedules and deadlines. WRCOG shall have the option to extend the term of this Agreement for one (1) additional one (1) year period, and two (2) additional six (6) month periods (“Option Term”) by notifying Consultant in writing prior to the end of the term of this Agreement, or any then-current Option Term, of its election to exercise its option. The Option Term may be exercised by WRCOG on behalf of all or any number of Member Agencies, subject to prior written approval from the relevant Member Agency with respect to the extension of its respective Appendix. Compensation for work during any Option Term shall be at the rates set forth in Exhibit “B”, but otherwise all other

20.G

-3-

terms and obligations of this Agreement shall continue during any Option Term.

3.1.3 Assignability of Agreement. WRCOG reserves the right to assign this Agreement to other entities, subject to prior written approval from the relevant Member Agency with respect to an assignment of its respective Appendix. Assignment(s) will be subject to the same terms and conditions included in this Agreement. Other entities shall negotiate the pricing for the Services and supplies with the Consultant and include necessary provisions for management of their specific projects. WRCOG shall have no responsibility for the Consultant’s performance under any assignments.

3.2 Responsibilities of Consultant.

3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods, and details of performing the Services subject to the requirements of this Agreement. WRCOG retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of WRCOG or any Member Agency and shall at all times be under Consultant’s exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to, social security taxes, income tax withholding, unemployment insurance, disability insurance,and workers’ compensation insurance.

3.2.2 Schedule of Services. Consultant shall install replacement poles within 20 business days of a reported knockdown of a pole or upon approval from WRCOG or a Member Agency. At WRCOG and the Member Agency’s discretion, if such pole is not replaced within the initial 20 days, a one hundred dollar ($100) bill credit will be applied to the Consultant’s invoice.

An additional $100 bill credit will be applied for every 15 business days thereafter that the Consultant fails to replace such pole. Consultant shall perform the Services for WRCOG and the applicable Member Agency expeditiously, within the term of this Agreement. Consultant understands and agrees that in the event that the schedule for delivery of Services to any Member Agency is delayed, for any reason whatsoever including through the fault of WRCOG or the Member Agency, the delay shall not be used as a reason for delay on the part of the Contractor in meeting the schedule for delivery of Services to any other Member Agency. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant’s conformance with the schedule, WRCOG and the applicable Member Agency shall respond to Consultant’s submittals in a timely manner. Upon request of WRCOG or any Member Agency, Consultant shall provide a more detailed schedule of anticipated performance.

3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of WRCOG and the applicable Member Agency.

3.2.4 Substitution of Key Personnel. Consultant has represented to WRCOG that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of WRCOG. In the event that WRCOG and Consultant cannot agree as to the substitution of key personnel, WRCOG shall be entitled to

20.G

-4-

terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to WRCOG, or who are determined by the WRCOG to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the WRCOG. The key personnel for performance of this Agreement are as follows: Michael J. Hutchens, Steven Teal, Robert Paquette, and Candace Gallaher.

3.2.5 WRCOG’s Representative. WRCOG hereby designates Daniel Soltero or his or her designee, to act as its representative for the performance of this Agreement (“WRCOG’s Representative”). WRCOG’s Representative shall have the power to act on behalf of WRCOG for all purposes under this Contract. Consultant shall not accept direction or orders from any person other than WRCOG’s Representative or his or her designee.

3.2.6 Consultant’s Representative. Consultant hereby designates Steven Teal or his or her designee, to act as its Representative for the performance of this Agreement (“Consultant’s Representative”). Consultant’s Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant’s Representative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures, and for the satisfactory coordination of all portions of the Services under this Agreement.

3.2.7 Coordination of Services. Consultant agrees to work closely with WRCOG staff in the performance of Services and shall be available to WRCOG’s staff, consultants, and other staff at all reasonable times.

3.2.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and sub- contractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and sub-contractors have all licenses, permits, qualifications, and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement.

As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense, and without reimbursement from WRCOG or any Member Agency, any services necessary to correct errors or omissions which are caused by the Consultant’s failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub- consultants who is determined by WRCOG or the applicable Member Agency to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to WRCOG, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.

3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules, and/or regulations, and without giving written notice to WRCOG, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend,

20.G

-5-

indemnify, and hold WRCOG, its Member Agencies, and WRCOG’s and the Member Agencies’ Directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

3.2.10 Insurance.

3.2.10.1 Time for Compliance. Consultant shall not commence the Services under this Agreement until it has provided evidence satisfactory to WRCOG that it has secured all insurance required under this section, in a form and with insurance companies acceptable to WRCOG. In addition, Consultant shall not allow any sub-contractor to commence work on any subcontract until it has provided evidence satisfactory to WRCOG that the sub- contractor has secured all insurance required under this section.

3.2.10.2 Minimum Requirements. Consultant shall, at its expense, procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Consultant, its agents, representatives, employees or sub-contractors.

Consultant shall also require all of its sub-contractors to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001 or exact equivalent); (2) Automobile Liability: Insurance Services Office Business Auto Coverage (form CA 0001, code 1 (any auto) or exact equivalent); and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance.

(B) Minimum Limits of Insurance. Consultant shall maintain limits no less than: (1) General Liability: $5,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement / location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $5,000,000 per accident for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $5,000,000 per accident for bodily injury or disease.

3.2.10.3 Professional Liability. Consultant shall procure and maintain, and require its sub-consultants to procure and maintain, for a period of five (5) years following completion of the Services, errors and omissions liability insurance appropriate to their profession. Such insurance shall be in an amount not less than $2,000,000 per claim. This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form coverage specifically designed to protect against acts, errors, or omissions of the Consultant. “Covered Professional Services” as designated in the policy must specifically include work performed under this Agreement. The policy must “pay on behalf of” the insured and must include a provision establishing the insurer's duty to defend.

3.2.10.4 Insurance Endorsements. The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms supplied or approved by WRCOG to add the following provisions to the insurance policies:

20.G

-6-

(A) General Liability.

(i) Commercial General Liability Insurance must
include coverage for (1) Bodily Injury and Property Damage; (2) Personal Injury / Advertising Injury; (3) Premises / Operations Liability; (4) Products / Completed Operations Liability; (5) Aggregate Limits that Apply per Project; (6) Explosion, Collapse and Underground (UCX) exclusion deleted; (7) Contractual Liability with respect to this Agreement; (8) Broad Form Property Damage; and (9) Independent Consultants Coverage.

(ii) The policy shall contain no endorsements or
provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; or (3) contain any other exclusion contrary to the Agreement.

(iii) The policy shall give WRCOG, its Directors, officials, officers, employees, volunteers and agents insured status using ISO endorsement forms 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage.

(iv) The additional insured coverage under the policy
shall be “primary and non-contributory” and will not seek contribution from WRCOG’s insurance or self-insurance and shall be at least as broad as CG 20 01 04 13, or endorsements providing the exact same coverage.

(B) Automobile Liability.

(i) The automobile liability policy shall be endorsed to state that: (1) WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ Directors, officials, officers, employees, agents and volunteers shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired, or borrowed by the Consultant or for which the Consultant is responsible; and (2) the insurance coverage shall be primary insurance as respects WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ Directors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant’s scheduled underlying coverage. Any insurance or self-insurance maintained by WRCOG, its Member Agencies, and WRCOG and its Member Agencies’ Directors, officials, officers, employees, agents, and volunteers shall be in excess of the Consultant’s insurance and shall not be called upon to contribute with it in any way.

(C) Workers’ Compensation and Employers Liability Coverage.

(i) Consultant certifies that he/she is aware of the
provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and he/she will comply with such provisions before commencing work under this Agreement.

(ii) The insurer shall agree to waive all rights of
subrogation against WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ Directors, officials, officers, employees, agents, and volunteers for losses paid under the terms of the insurance policy which arise from work performed by the Consultant.

20.G

-7-

(D) All Coverages. Defense costs shall be payable in addition to the limits set forth hereunder. Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. It shall be a requirement under this Agreement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits set forth herein shall be available to WRCOG, its Member Agencies, and WRCOG and its Member Agencies’ Directors, officials, officers, employees, volunteers and agents as additional insureds under said policies. Furthermore, the requirements for coverage and limits shall be (1) the minimum coverage and limits specified in this Agreement; or (2) the broader coverage and maximum limits of coverage of any Insurance policy or proceeds available to the named insured; whichever is greater.

(i) The limits of insurance required in this Agreement
may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of WRCOG and each Member Agency (if agreed to in a written contract or agreement) before WRCOG’s or any Member Agency’s own insurance or self-insurance shall be called upon to protect it as a named insured.

The umbrella / excess policy shall be provided on a “following form” basis with coverage at least as broad as provided on the underlying policy(ies).

(ii) Consultant shall provide WRCOG at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Consultant shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Consultant shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to WRCOG at least ten (10) days prior to the effective date of cancellation or expiration.

(iii) The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. Consultant shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Consultant shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims-made policy with a retroactive date subsequent to the effective date of this Agreement.

(iv) The foregoing requirements as to the types and
limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by WRCOG, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification.

(v) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, WRCOG and its Member Agencies have the right but not the duty to obtain the insurance they deem necessary, and any premium paid by WRCOG and its Member Agencies will be promptly reimbursed by Consultant or WRCOG (and the applicable Member Agency) will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, WRCOG may cancel this Agreement. WRCOG may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project.

20.G

-8-

(vi) Neither WRCOG, its Member Agencies, nor any of
its Member Agencies’ directors, officials, officers, employees, volunteers or agents shall be personally responsible for any liability arising under or by virtue of this Agreement.

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

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

3.2.10.7 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, licensed to do business in California, and satisfactory to WRCOG and each member Agency.

3.2.10.8 Verification of Coverage. Consultant shall furnish WRCOG and each Member Agency with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to WRCOG. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf and shall be on forms provided by WRCOG if requested. All certificates and endorsements must be received and approved by WRCOG before work commences.

WRCOG reserves the right to require complete, certified copies of all required insurance policies, at any time.

3.2.10.9 Sub-consultant Insurance Requirements. Consultant shall not allow any sub-contractors or sub-consultants to commence work on any sub-contract until they have provided evidence satisfactory to WRCOG that they have secured all insurance required under this section. Policies of commercial general liability insurance provided by such sub-contractors or sub-consultants shall be endorsed to name WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ directors, officers, officials, employees, agents and volunteers as an additional insured using ISO Form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by Consultant, WRCOG may approve different scopes or minimum limits of insurance for particular sub-contractors or sub-consultants.

3.2.11 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state, and federal laws, rules, and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life-saving equipment and procedures; (B) instructions in accident prevention for all employees and sub-contractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment, and other safety devices, equipment and wearing

20.G

-9-

apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures.

3.2.12 Surety Bonds. Consultant shall provide each Member Agency with a payment and performance bond ("Surety Bond") executed by a surety company authorized to do business in the State, having a financial strength rating by A.M. Best Company of "A-" or better, and otherwise satisfactory to the Member Agency and naming the Member Agency as a co- obligee in a sum equal to the entire amount to become payable under the Appendix to this Agreement applicable to the Member Agency. Each bond shall be conditioned on the completion of the Services for that Member Agency and upon payment of all claims of subconsultants and suppliers. Consultant shall cause the surety company to add WRCOG and Banc of America Leasing & Capital LLC as a co-obligee on each Surety Bond, and shall deliver a certified copy of each Surety Bond to WRCOG and Banc of America Leasing & Capital LLC promptly upon receipt thereof by Consultant. Any proceeds from a Surety Bond shall be applied in accordance with such Surety Bond to the payment and performance of the Consultant's obligations in accordance with this Agreement and all Appendices and, if for whatever reason such proceeds are not so applied, then first to amounts due Lessor (as defined in the Lease Agreement) pursuant to Section 4.05 and 7.04 of the Lease Agreement, and any remaining amounts shall be payable to Lessee (as defined in the Lease Agreement).

3.3 Fees and Payments.

3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit ”B” attached hereto and incorporated herein by reference. Compensation does not include costs for extraordinary street light maintenance services, described in Exhibit “A.” The total compensation for Services, with the exception of extraordinary street light maintenance services described in Exhibit “A,” shall not exceed seven million two hundred ninety-five thousand two hundred forty-four dollars ($7,295,244) without written approval of WRCOG’s Executive Director and the applicable Member Agency. Extra Work may be authorized, as described below, and, if authorized, said Extra Work will be compensated at the rates and manner set forth in this Agreement.

3.3.2 Payment of Compensation. Consultant shall submit to WRCOG a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant. The monthly statement shall be submitted to WRCOG within 20 days from the end of the billing period, and individual billing for claims or special projects shall be submitted within 30 business days from the date of completion. The statement shall contain the invoice number and date; remittance address; Agreement Number 2024-80-2026-001, and invoice total. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. At a minimum, Consultant shall provide a statement with sufficient detail to enable WRCOG or the Member Agency to make payment to Consultant from the appropriate account in accordance with the Paying Agent Agreement (as defined in the Lease Agreement) and/or Escrow Agreement (as defined in the Lease Agreement), as applicable (i.e., retrofit specific costs to be identified separately from other Services under this Agreement).

WRCOG shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon.

3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by WRCOG.

20.G

-10-

3.3.4 Extra Work. At any time during the term of this Agreement, WRCOG may request that Consultant perform Extra Work. As used herein, “Extra Work” means any work which is determined by WRCOG to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.

Consultant shall not perform, nor be compensated for, Extra Work without written authorization from WRCOG’s Representative.

3.3.5 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Sections 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. Since the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. WRCOG shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification, or type of worker needed to execute the Services available to interested parties upon request, and post copies at the Consultant’s principal place of business and at the project site. Consultant shall defend, indemnify, and hold WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ elected officials, officers, employees, volunteers, and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

3.3.6 CPI Increase. In recognition of the general increase in the cost of doing business, the parties agree to an increase in the compensation rates as of July 1st of each calendar year, in an amount equal to the increase in the U.S. Department of Labor Consumer Price Index "CPI" for the previous calendar year (January 1 through December 31) for all urban consumers in the Riverside County, California area; provided that the CPI adjustment shall be rounded up to the nearest full dollar, and further provided that the CPI adjustment shall not exceed five percent (5%) for any year. Notwithstanding any provision herein to the contrary, Consultant may request, on or before March 31st of each year, an increase in the rates over and above the CPI adjustment upon a showing of good cause for such increase; provided that the approval or disapproval of any such request shall be made by the WRCOG in its sole and absolute discretion.

3.4 Accounting Records.

3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of WRCOG or any applicable Member Agency during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement.

Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

3.5 General Provisions.

3.5.1 Termination of Agreement.

3.5.1.1 Grounds for Termination. WRCOG may, subject to prior written

20.G

-11-

approval from the relevant Member Agency and by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. In addition, each Member Agency may, by written notice to WRCOG and Consultant, terminate its Appendix to this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to WRCOG or the applicable Member Agency, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause.

3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, WRCOG may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such documents and other information within fifteen (15) days of the request.

3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, WRCOG and its Member Agencies may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective Parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:

Consultant: Yunex LLC
9225 Bee Cave Rd, Building B, Suite 201
Austin, TX 78733
Attn: Steven Teal

WRCOG: Western Riverside Council of Governments
3390 University Avenue, Suite 200
Riverside, CA 92501
Attn: Daniel Soltero

Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the Party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.5.3 Inspection of Installation Data and Maintenance Records

3.5.3.1 Documents & Data; Licensing of Intellectual Property. During the course of this Agreement, and upon reasonable advance notice and during normal business hours, WRCOG and its Member Agencies may inspect and examine the installation data and maintenance records specifically created or collected by Consultant under this Agreement. Upon termination or expiration of this Agreement, Consultant will provide to WRCOG and its Member Agencies the installation data and maintenance records specifically created or collected by Consultant under this Agreement. The installation data and maintenance records shall include all final installation data, customer service reports and inquiry activity, and maintenance records, but

20.G

-12-

shall not be deemed to include any proprietary, confidential, or protected information, programs, platforms, and/or materials of Consultant.

3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other documents and data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant.

Such materials shall not, without the prior written consent of WRCOG and the relevant Member Agency, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use WRCOG’s or any member Agency’s name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television, or radio production or other similar medium without the prior written consent of WRCOG or the applicable Member Agency.

3.5.3.3 Infringement Indemnification. Consultant shall defend, indemnify, and hold WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ directors, officials, officers, employees, volunteers, and agents free and harmless, pursuant to the indemnification provisions of this Agreement, for any alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any other proprietary right of any person or entity in consequence of the use on the Project by WRCOG or any Member Agency of the Documents & Data, including any method, process, product, or concept specified or depicted.

3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another and shall take any additional acts or sign any additional documents as may be necessary, appropriate, or convenient to attain the purposes of this Agreement.

3.5.5 Attorney’s Fees. If either Party commences an action against the other Party, either legal, administrative, or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney’s fees and all other costs of such action.

3.5.6 Indemnification. Consultant shall defend, indemnify, and hold WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ Directors, officials, officers, consultants, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged acts, omissions, or willful misconduct of Consultant, its officials, officers, employees, agents, consultants and contractors, arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of all consequential damages and attorneys’ fees and other related costs and expenses. Consultant shall defend, at Consultant’s own cost, expense, and risk, any and all such aforesaid suits, actions, or other legal proceedings of every kind that may be brought or instituted against WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ directors, officials, officers, consultants, employees, agents or volunteers. Consultant shall pay and satisfy any judgment, award, or decree that may be rendered against WRCOG or its Directors, officials, officers, consultants, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Consultant shall reimburse WRCOG, its Member Agencies, and WRCOG and its Member Agencies’ directors, officers , consultants, employees, agents, or volunteers, for any and

20.G

-13-

all legal expenses and costs, including reasonable attorneys’ fees, incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ directors, officials, officers, consultants, employees, agents, or volunteers. This section shall survive any expiration or termination of this Agreement. Notwithstanding the foregoing, to the extent Consultant’s Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant.

3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both Parties.

3.5.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Riverside County.

3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement.

3.5.10 WRCOG’s Right to Employ Other Consultants. WRCOG reserves the right for itself and its Member Agencies to employ other consultants in connection with this Project.

3.5.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the Parties.

3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of WRCOG, subject to prior written approval from each applicable Member Agency to the extent such assignment, hypothecation or transfer could impact such Member Agency’s Appendix. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.

3.5.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days, or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and sub-contractors of Consultant, except as otherwise specified in this Agreement. All references to WRCOG include its Directors, officers, employees, agents and all volunteers except as otherwise specified in this Agreement. All references to Member Agencies include their elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

3.5.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties, subject to prior written approval from each applicable Member Agency to the extent such supplement, modification, or amendment impacts such member Agency’s Appendix.

20.G

-14-

3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

3.5.16 No Third-Party Beneficiaries. There are no intended beneficiaries of any right or obligation assumed by the Parties with the exception of the Member Agencies, which are expressly considered to be third party beneficiaries and are entitled to enforce any and all rights held by the Member Agency itself or by WRCOG under this Agreement.

3.5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, WRCOG shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, Director, officer, official, agent volunteer, or employee of WRCOG, during the term of his or her service with WRCOG, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

3.5.19 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer, and it shall not discriminate against any sub-contractor, employee, or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, or termination. Consultant shall also comply with all relevant provisions of any of WRCOG’s Minority Business Enterprise Program, Affirmative Action Plan, or other related programs or guidelines currently in effect or hereinafter enacted.

3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for Workers’ Compensation, or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

3.5.21 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.

3.5.22 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

3.6 Subcontracting.

20.G

-15-

3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of WRCOG, subject to prior written approval from the applicable Member Agency to the extent such work relates to such member Agency’s Appendix. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.

[SIGNATURES ON FOLLOWING PAGE]

20.G

-16-

SIGNATURE PAGE TO

WESTERN RIVERSIDE COUNCIL OF GOVERNMENTS

PROFESSIONAL SERVICES AGREEMENT

IN WITNESS WHEREOF, the Parties hereby have made and executed this Agreement as of the date first written above.

WESTERN RIVERSIDE COUNCIL Yunex, LLC

OF GOVERNMENTS

By: ________________________________ By: _________________________ Dr. Kurt Wilson
Executive Director Title: _________________________

APPROVED AS TO FORM: ATTEST:

By: ________________________________ By: _________________________

General Counsel Its: _________________________
Best Best & Krieger LLP

*A corporation requires the signatures of two corporate officers.

One signature shall be that of the Chairman of Board, the President or any Vice President, and the second signature (on the attest line) shall be that of the Secretary, any Assistant Secretary, the Chief Financial Officer or any Assistant Treasurer of such corporation.

If the above persons are not the intended signators, evidence of signature authority shall be provided to WRCOG.

20.G

-17-

APPENDIX __

MEMBER AGENCY NAME

This Appendix _ to Agreement (“Appendix”) by and between WRCOG, Consultant, and [***MEMBER AGENCY ***] ("Member Agency") is made and entered into this _____day of ______________ 2023. WRCOG, Consultant, and Member Agency are referred to herein as Parties.

1. Defined Terms. All terms used herein have the meanings ascribed to them in the Professional Services Agreement between WRCOG and Consultant dated ____ __, 2023, with the exception of the term Member Agency, which for the purposes of this Appendix will refer to [***MEMBER AGENCY NAME***] only.

2. Agreement Incorporated. The terms and provisions of the Agreement are hereby incorporated into this Appendix.

3. Member Agency Exhibits. The Parties hereby agree that the Scope of Services and Compensation for the Project as it relates to Member Agency are defined specifically in Exhibits A and B, attached hereto and incorporated herein by this reference.

WESTERN RIVERSIDE COUNCIL Yunex, LLC

OF GOVERNMENTS

By: ________________________________ By: _________________________ Dr. Kurt Wilson
Executive Director Title: _________________________

APPROVED AS TO FORM: ATTEST:

By: ________________________________ By: _________________________

General Counsel Its: _________________________
Best Best & Krieger LLP

[MEMBER AGENCY]

By: _____________________________
[Insert Name, Insert Title]

APPROVED AS TO FORM

By: _____________________________
City Attorney

ATTEST:

By: _____________________________
City Clerk

20.G

-18-
Exhibit “A”
EXHIBIT “A”

SCOPE OF SERVICES

Understanding of the Project

It is our understanding that WRCOG is seeking a qualified firm to provide Streetlight Operation & Maintenance Services. The selected service company will be responsible for providing a continuing, comprehensive, response program for the Member Agency
streetlights. The Member Agencies expectation is that the contractor will help reduce complaints, promote safety, and proactively extend the longevity of the Member Agencies streetlight equipment, thus reducing the overall operating cost.

We understand that the general Scope of Work to be done consists of scheduled and unscheduled repairs to the Member Agencies streetlight systems. Yunex Traffic will have available and readily accessible, qualified personnel, tools, equipment, facilities, and material required to perform all work necessary for the maintenance of WRCOG’s streetlight systems, as outlined in the Scope of Work and in compliance with current Member Agency and State standards.

Approach / Response Times
To be able to respond immediately to emergency calls, Yunex Traffic’s field technicians are authorized to take their work vehicles home daily. All work vehicles are stocked with proper field equipment so he/she may sufficiently address most problems they encounter while responding.

Emergency response call outs and unscheduled repairs are initiated by calling our toll-free emergency phone number, 1-800-229-6090. A live dispatcher will be available 24 hours a day, 7 days per week, 365 days per year. Our dispatcher will create a work order in our visual planning board and once the work order is released, it will immediately transfer to our technician’s queue on their mobile device. As part of our quality control practice, our dispatcher will follow up with a phone call to our technician to confirm that they are in receipt of the call out/work order. For emergency calls, the technician will arrive at the site within one (1) hour to assess and correct the reported problem. Once the problem is corrected, the technician will inform our WRCOG representative of the repair actions.

Scope of Work
It is always the goal of Yunex Traffic to tailor our services around our customer’s needs. We understand that throughout the term of a contract, those needs may change. We approach all our contracts with the same vision; build a partnership with WRCOG staff and work towards achieving common goals set forth through that partnership. We realize that this is an ever- evolving process and that is why we believe that the only successful route is through establishing common goals. This methodology and a commitment to service will be applied to every aspect of our services for WRCOG.

Yunex Traffic will be available to provide emergency/non-emergency streetlight related issues such as downed streetlight poles, luminaires/photocontrols not functioning, wiring issues, and other operational equipment related issues.

Yunex Traffic will perform the following tasks and activities as it relates to the maintenance of the streetlight system (36,231poles & 36,554 luminaires):

20.G

-19-
Exhibit “A”

Customer Service – Provide and administer a customer service center including, at a minimum, a toll-free phone number and website to allow WRCOG and the public to report any streetlight issues (e.g., outages, knockdowns, etc.). Separately, provide a maintenance website for WRCOG staff to access. This will provide WRCOG an up-to-date summary of current and completed tasks. Yunex will use and provide an Online Maintenance System with free access to designated WRCOG staff members. The entire online system will be a real-time system. System functionality will include but not be limited to the following items:

• Work order tracking
• Work order status updates
• Asset and equipment management
• Maintenance requests
• Maintenance checklists that are maintained and updated regularly

GIS Update - Update WRCOG’s GIS mapping system when new poles are replaced or added to the streetlight system.

Reports - Monthly and quarterly streetlight system reviews and reports, including outage/failure rate, knockdowns, and suggested repairs.

Meetings – Coordinate and attend regular meetings to review outstanding issues and work orders, including discussion of any billing or contract management issues.

Coordination with Outside Entities – Coordinate
electrical service repairs/restoration with SCE as well as coordinate with WRCOG Staff, residents, and
businesses, as-needed, for difficult to access lights.

Traffic Control – Employees are trained and certified in temporary traffic control measures, which are compliant with the California Manual of Uniform Traffic Control
Devices (CA MUTCD).

Warranty Claims – Administer services for all warranty
claims on behalf of the Member Agency for any
luminaires, photocells, or similar streetlight equipment (smart nodes, detection devices, etc.)

Streetlight Pole Knockdowns – Respond to all calls of
poles that have been knocked down, implement traffic
control, confirm electrical lines are made safe, cut downed pole/luminaire arm, remove from location, and clean up all debris.

Streetlight Pole Replacement - Replacement poles will be replaced within 14 business days of reporting.

Quarterly Streetlight System Reviews (Night Inspection) – Nighttime lighting surveys will be conducted of all Member Agency owned streetlights to identify any streetlights that are non-functioning. Upon completion of such nighttime survey, Yunex will provide a report to the Member Agency of all system activity, condition, issues found, and planned or completed repairs. The report will include the nearest street address and pole number.

Nighttime Lighting Surveys will be completed quarterly.

20.G

-20-
Exhibit “A”

Annual Painting of Metal Poles – Provide metal pole painting based upon Member Agency approval.

LED Replacement – Replacement of LED streetlights that
have been inoperative by virtue of failure. Replacement will occur within three (3) business days from notification of Yunex by Member Agency. If the cause of failure is covered under manufacture warranty, Yunex will be responsible for warranty management of defective LED fixtures which includes all aspects related to standard warranty practices. Yunex will notify the Member Agency of any undue delays in response due to the manufacturer.

LED Retrofit & Pole Tagging – Provide LED retrofit and/or pole identification tag installation services for cobra head and/or decorative streetlights.

Removal and Disposal – Provide removal and disposal services of all damaged/discarded materials. Disposal services will follow the California Recycle and Disposal Laws.

Furnish and Install House-Side Shields – Provide and install house-side shields when requested to do so by any Member Agency.

Provide a Storage Facility – Yunex’s local storage facility is conveniently located in the City of Riverside, which is within minutes of each Member Agency. We have been utilizing this location to service this contract since being awarded this contract.

Compliance with all Laws – Yunex is familiar with all federal, state, and local laws and regulations regarding the Scope of Work, and follows wage and labor laws, OSHA requirements, and appropriate safety measures.

Troubleshooting – Diagnose and repair any Member Agency owned inoperable streetlights. Repairs will be completed within three (3) working days or less.

Spare Inventory – Yunex will warehouse sufficient spare inventories such as poles, luminaires, ballasts, photocells, nodes, fuse holders, fuses, wire, pull box lids, hand hole covers, electrical services, pole identification tags, and other electrical components.

Extraordinary, Emergency, and After-hours
Maintenance - For streetlight maintenance issues
that fall outside of the standard maintenance scope
above, Yunex will provide services billed on a time
& materials basis. Example of Extraordinary,
Emergency, and After-hours Maintenance includes
the following: traffic accidents, tree fall or power
surges that may occur, resulting in the streetlights
being damaged and needing to be replaced, though
the frequency may vary considerably. All
Extraordinary, Emergency, and After-hours
Maintenance work must be preapproved by the
Member Agency prior to the work being completed.

The following items have specifically been identified as, but are not limited to, Emergency and after-hours maintenance:
o Emergency response - 24 hours and day 7 days a week

20.G

-21-
Exhibit “A”

o Streetlight pole knockdown response
o Damaged/leaning poles
o Luminaire repairs or replacement
o Photocell replacement
o Fuse and/or fuse holder replacement
o False calls
o Wiring replacement
o Pole graffiti abatement
o Pole painting
o House side shield purchase and installation
Additional offerings available to WRCOG:

USA Dig Alert Services
Yunex Traffic will respond to all Underground Service Alert (USA) requests/notices or at the request of Member Agency staff for the marking and protection of streetlight underground facilities such as electrical conduits, safety light conduits, and other appurtenant equipment which might conflict with other right-of-way construction or repairs.

Our own in-house technicians are equipped and certified with the proper locating devices provided by Metrotech.

20.G

-22-
Exhibit “A”

On-Line Portal (Service Business Platform @ITS)
Yunex Traffic has rolled out a new service tool called SBP (Service Business Platform), which is a proprietary management system designed to effectively manage all service order progress, remotely update our ERP system (SAP) and as work is performed.

SBP allows us to monitor many key performance items such as time arrived onsite, time of completion, materials used, and vehicle/equipment used.

SBP keeps historical records for every location which allows the technicians an additional resource when troubleshooting.

When creating a new service request, the SBP will query the location history and will flag the order if it is a repeated call out or duplicate order.

Technicians transmit response and routine maintenance items in real-time using IOS or Android devices.

The contractual Scope of Work and all maintenance activities are also available for technicians to review to ensure all tasks are completed within the specified timeframe.

Customer specific checklists for routine preventative maintenance will be available to the technicians so all required tasks are completed, per your Scope of Work.

20.G

-23-
Exhibit “A”

Customer Portal
The SBP Customer Portal gives our customers access to:

Monitor real-time status of routine maintenance and service calls Location history (sort/filter by date, location, call type, etc.) Overall historical maintenance and repair data
Real-time equipment inventories, maps, and event reporting Asset management (including digital photographs, GIS data, etc.)

20.G

-24-
Exhibit “A”

Tracking as Related to Invoicing
In addition to our Customer Portal, you will receive a detailed billing report with each invoice that lists labor and equipment hours billed for each service order.

20.G

-25-
Exhibit “B”
EXHIBIT “B”

COMPENSATION

BILLING RATES

Item Description Unit of
Measure
Unit Cost
Monthly Maintenance
1 LED Fixture
Maintenance Cobra
head
This includes the cost for all regular maintenance and associated tasks to maintain the cobrahead fixtures in the streetlight system as identified in section 13.1 of the RFP. This fee is expected to be all inclusive, with the sole exceptions being those items identified in the extraordinary maintenance section. This bid item shall include:
a) Fixture Replacement: Facilitate the entire RMA (return merchandise authorization) process for LED streetlight fixtures that have failed and still covered under the original manufacturer's warranty. This includes the cost to remove, complete the RMA process, and reinstall the fixture (regardless of it being fixed/replaced). Fixtures that are damaged by acts of nature (i.e., lightning strikes, etc.) will be replaced, although the cost of the fixture will be charged under Material Markup (Cost + 15%). b) Long-Life Photocells: Removal & Replacement of a failed photocells. c) Fuses: Replacement of failed fuses.
d) Fuse Holders: Replacement of failed fuse holders.
e) Hand Hole Covers: Replacement of missing hand hole covers (i.e., due to theft).
f) Troubleshooting: Respond to reports of a failed streetlight by city staff or residents. Our technician will spend up to 2 hours of time troubleshooting the streetlight to find what the issue might be (fixture, photocell, fuses, fuse holder, wiring issue, etc.). Troubleshooting which exceeds 2 hours, will be billed under Time and Material (Labor Rates, Equipment Rates, and Material Markup).
g) Night Survey: Perform a quarterly night drive inspection of all 35,832 streetlights belonging to WRCOG agencies. Prepare a report of outages that will be followed up by our technicians.

Per Light
/ Per
Month
$0.70
2 LED Fixture
Maintenance Decorative
This includes the cost for all regular maintenance and associated tasks to maintain the decorative fixtures in the streetlight system as identified in section 13.1 of the RFP. This fee is expected to be all inclusive, with the sole exceptions being those items identified in the extraordinary maintenance section. This bid item shall include:
a) Fixture Replacement: Facilitate the entire RMA (return merchandise authorization) process for Decorative LED fixtures that have failed and still covered under the original manufacturer's warranty. This includes the cost to remove, complete the RMA process, and reinstall the fixture (regardless of it being fixed/replaced). Fixtures that are damaged by acts of nature (i.e., lightning strikes, etc.) will be replaced, although the cost of the fixture will be charged under Material Markup (Cost + 15%). b) Long-Life Photocells: Removal & Replacement of a failed photocells. c) Fuses: Replacement of failed fuses.
d) Fuse Holders: Replacement of failed fuse holders.
e) Hand Hole Covers: Replacement of missing hand hole covers (i.e., due to theft).
f) Troubleshooting: Respond to reports of a failed streetlight by city staff or residents. Our technician will spend up to 2 hours of time troubleshooting the streetlight to find what the issue might be (fixture, photocell, fuses, fuse holder, wiring issue, etc.). Troubleshooting which exceeds 2 hours, will be billed under Time and Material (Labor Rates, Equipment Rates, and Material Markup).
g) Night Survey: Perform a quarterly night drive inspection of all 399 decorative fixtures belonging to WRCOG agencies. Prepare a report of outages that will be followed up by our technicians.

Per Light
/ Per
Month
$2.15
Extraordinary Maintenance (Reference pricing Only - this scope will be quoted on time and material basis) 3 LED Replacement
Cobra head
This includes the costs for labor and equipment (trucks, lifts, tools, traffic control, etc.) for replacing existing cobrahead fixtures with a new LED fixture, disposal and updating of WRCOG database with model number installed and installation date.

The replacement fixture cost is not included and will be charged at material cost plus the markup listed below.

Each $80.00
4 LED Replacement
Decorative
This includes the costs for labor and equipment (trucks, lifts, tools, traffic control, etc.) for replacing existing decorative fixtures with a new LED fixture, disposal and updating of WRCOG database with model number installed and installation date.

The replacement fixture cost is not included and will be charged at material cost plus the markup listed below.

Each $160.00
5 Street light pole ID tag This includes the labor for installation of a unique pole ID tag for each pole. Pole tags will be affixed to poles with an adhesive, no riveting or drilling will be performed. This price is based on installing one (1) pole tag. If multiple pole tags are grouped together, in the same member agency, a lower price could be provided.

Each $92.00
6 House side shield
installation
This includes the costs associated with the installation of a house side shield on an existing LED fixture, excluding the cost of the actual shield. Material will be charged at cost plus the markup listed below.

Each $67.00

20.G

-26-
Exhibit “B”
7 Knockdown pole
replacement No
foundation
This includes the costs associated with the replacement of an entire street light pole, luminaire arm, fixture and wiring typically associated with a street light knockdown that does not require replacement of the foundation. This is based on the following assumptions: a 28 foot, marbelite pole with a standard 87 watt LED cobra head fixture. The City understands that there will be considerable variation in costs for these repairs under the contract and anticipates work being authorized individually through a quote process. These repairs will not be completed as part of an initial emergency response. Costs are based on a single replacement with work completed during normal work hours scheduled within the requested repair interval.

Each $5,190.00
8 Knockdown pole
replacement with
foundation
This includes the costs associated with the replacement of an entire street light pole, luminaire arm, fixture and wiring typically associated with a street light knockdown that does require replacement of the foundation. This is based on the following assumptions: a 28 foot, marbelite pole with a standard 87 watt LED cobra head fixture. The City understands that there will be considerable variation in costs for these repairs under the contract and anticipates work being authorized individually through a quote process. These repairs will not be completed as part of an initial emergency response. Costs are based on a single replacement with work completed during normal work hours scheduled within the requested repair interval.

Each $7,920.00
9 Pull box lid replacement This includes the cost of labor, materials and equipment to purchase, supply and replace a pull box lid with a fiberlyte lid due to damage or missing lid.

Each $220.00
10 Pole graffiti abatement This includes the estimated cost per pole to remove or cover reported graffiti. Costs include labor, equipment and materials needed to complete each individual abatement assuming time required to abate graffiti is less than 30 minutes. Work limited to under 4SF and/or lower than 7ft.

Each $87.00
11 Overhead wiring
replacement
Total cost to repair or replace damaged overhead wiring. Cost provided per foot of wire being replaced. Costs include labor, equipment and materials to complete the repair during normal working hours. The City understands that there will be considerable variation in costs for these repairs under the contract and anticipates work being authorized individually through a quote process.

Per Foot $17.00
12 Pole painting This includes the costs on a per occurrence (per pole) basis for all labor, equipment and materials needed to prep and paint a standard metal street light pole (assume 30 foot). It is assumed that 10 poles would be scheduled for painting as a group, annually
Each $700.00
13 USA Dig Alert Yunex LLC typically prices this service out on a per occurrence basis. This includes the following: Our technician identifies the point of demarcation on site using field equipment. This is typically limited to approximately 100-150 linear ft per call out.

Each $245.00
Labor Rates
Item
#
Item Description Unit Quantity Regular Time Overtime Premium Time 14 Superintendent HR 1 $98.00 N/A N/A
15 Foreman HR 1 $137.00 $172.00 $207.00
16 Electrician HR 1 $130.00 $162.00 $193.00
17 Laborer HR 1 $110.00 $159.00 $159.00

Regular, Overtime, and Premium time explanation:

 Regular Hours are Monday through Friday (excluding holidays) from 7:30am to 4:00pm.  Overtime Hours are Monday through Friday after these work hours for the first four straight hours on any job as well as Saturday for the initial 8 working hours.  Premium Hours are Monday through Friday after four hours of OT on any one job, Saturdays after 8 hours on any one job, all day Sunday starting at 12:00am until Monday at 7:30am and all holidays starting at 12:00am until the next morning at 7:30am.

Equipment Rates
Item # Item Description Unit Quantity Unit Price
18 Service Truck HR 1 $30.00
19 Bucket Truck HR 1 $30.00
20 Crane Truck HR 1 $55.00

Material Markup
Item # Item Description Unit %
21 Material Markup % 15%

Yunex LLC requests the option to re-evaluate contract pricing using the US Consumer Price Index to calculate annual escalations.

20.G

-1 of 10-

APPENDIX 2

CITY OF HEMET

This Appendix 2 to Agreement (“Appendix”) by and be tween WRCOG, Consultant, and CITY OF HEMET ("Member Agency") is made and entered into this 14 th day of November 2023. WRCOG, Consultant, and Member Agency are referred to herein as Parties.

1. Defined Terms. All terms used herein have the me anings ascribed to them in the Professional Services Agreement between WRCOG and Consultant dated October 2, 2023, with the exception of the term Member Agency, which for the purposes of this Appendix will refer to the City of Hemet only.

2. Agreement Incorporated. The terms and provisions of the Agreement are hereby incorporated into this Appendix.

3. Member Agency Exhibits. The Parties hereby agree that the Scope of Services and Compensation for the Project as it relates to M ember Agency are defined specifically in Exhibits A and B, attached hereto and incorporated herein by this reference.

WESTERN RIVERSIDE COUNCIL Yunex, LLC

OF GOVERNMENTS

By: ________________________________ By: __________ _______________ Dr. Kurt Wilson
Executive Director Title: ________________________ _

APPROVED AS TO FORM: ATTEST:

By: ________________________________ By: __________ _______________

General Counsel Its: _________________________
Best Best & Krieger LLP

CITY OF HEMET

By: _____________________________
Mark Prestwich, City Manager

APPROVED AS TO FORM

By: _____________________________
City Attorney

ATTEST:

By: _____________________________
City Clerk

20.G

-2 of 10-
Exhibit “A”
EXHIBIT “A”

SCOPE OF SERVICES

Understanding of the Project

It is our understanding that WRCOG is seeking a qua lified firm to provide Streetlight Operation & Maintenance Service s. The selected service company will be responsible for providing a continuing, comprehensive, response program for the Member Agen cy
streetlights. The Member Agencies expectation is th at the contractor will help reduce complaints, promote safety, and proactively extend the longevity of the Member Agencies streetlight equipm ent, thus reducing the overall operating cost.

We understand that the general Scope of Work to be done consists of scheduled and unscheduled repairs to the Member Age ncies streetlight systems. Yunex Traffic will have availa ble and readily accessible, qualified personnel, tools, equipment, facilities, and material required to perform all work necessary for the maintenance of WRCOG’s streetlight systems, as outlined in the Scope of Work and in compliance with current Member Agency and St ate standards.

Approach / Response Times
To be able to respond immediately to emergency call s, Yunex Traffic’s field technicians are authorized to take their work vehicles home daily. All work vehicles are stocked with proper field equipment so he/she may sufficiently address most p roblems they encounter while responding.

Emergency response call outs and unscheduled repair s are initiated by calling our toll-free emergency phone number, 1-800-229-6090. A live dispatcher will be available 24 hours a day, 7 days per week, 365 days per year. Our dispatcher will create a work order in our visual planning board and once the work order is released, it will immediately transfer to our technician’s queue on their mobile device. As part of our quality control practice, our dispatcher will follow up with a phone call to our technician to confirm that they are in receipt of the call out/work order. For emergency calls, the technician will arrive at the site within one (1) hour to assess and correct the reported problem. Once the p roblem is corrected, the technician will inform our WRCOG representative of the repair actio ns.

Scope of Work
It is always the goal of Yunex Traffic to tailor ou r services around our customer’s needs. We understand that throughout the term of a contract, those needs may change. We approach all our contracts with the same vision; build a partner ship with WRCOG staff and work towards achieving common goals set forth through that partn ership. We realize that this is an ever- evolving process and that is why we believe that the only successful route is through establishing common goals. This methodology and a commitment to service will be applied to every aspect of our services for WRCOG.

Yunex Traffic will be available to provide emergenc y/non-emergency streetlight related issues such as downed streetlight poles, luminaires/photoc ontrols not functioning, wiring issues, and other operational equipment related issues.

Yunex Traffic will perform the following tasks and activities as it relates to the maintenance of the streetlight system (36,231poles & 36,554 lumina ires):

20.G

-3 of 10-
Exhibit “A”

Customer Service – Provide and administer a customer service center including, at a minimum, a toll-free phone number and website to allow WRCOG and the public to report any streetlight issues (e.g., outages, knockdowns, etc.). Separately, provide a maintenance website for WRCOG staff to access. This will provide WRCOG an up-to-date summary of current and completed tasks. Yunex will use and provide an Online Maintenance System with free access to designated W RCOG staff members. The entire online system will be a real-time system. System functionality will include but not be limited to the following items:

• Work order tracking
• Work order status updates
• Asset and equipment management
• Maintenance requests
• Maintenance checklists that are maintained and updated regularly

GIS Update - Update WRCOG’s GIS mapping system when new poles are replaced or added to the streetlight system.

Reports - Monthly and quarterly streetlight system re views and reports, including outage/failure rate, knockdowns, and suggested repairs.

Meetings – Coordinate and attend regular meetings to review outstanding issues and work orders, including discussion of any billing or contract management issues.

Coordination with Outside Entities – Coordinate
electrical service repairs/restoration with SCE as well as coordinate with WRCOG Staff, residents, and
businesses, as-needed, for difficult to access lights.

Traffic Control – Employees are trained and certified in temporary traffic control measures, which are compl iant with the California Manual of Uniform Traffic Contr ol
Devices (CA MUTCD).

Warranty Claims – Administer services for all warranty
claims on behalf of the Member Agency for any
luminaires, photocells, or similar streetlight equipment (smart nodes, detection devices, etc.)

Streetlight Pole Knockdowns – Respond to all calls of
poles that have been knocked down, implement traffi c
control, confirm electrical lines are made safe, cut downed pole/luminaire arm, remove from location, and clean up all debris.

Streetlight Pole Replacement - Replacement poles will be replaced within 14 busi ness days of reporting.

Quarterly Streetlight System Reviews (Night Inspect ion) – Nighttime lighting surveys will be conducted of all Member Agency owned streetlights to identify any streetlights that are non-functioning. Upon completion of such nighttime survey, Yunex will provide a report to the Member Agency of all system activity, condit ion, issues found, and planned or completed repairs. The report will include the near est street address and pole number.

Nighttime Lighting Surveys will be completed quarterly.

20.G

-4 of 10-
Exhibit “A”

Annual Painting of Metal Poles – Provide metal pole painting based upon Member Agency approval.

LED Replacement – Replacement of LED streetlights that
have been inoperative by virtue of failure. Replace ment will occur within three (3) business days from notification of Yunex by Member Agency. If the cause of failure is covere d under manufacture warranty, Yunex will be responsible for warranty management of defective LED fixtures which includes all aspects related to standard warranty practices. Yun ex will notify the Member Agency of any undue delays in res ponse due to the manufacturer.

LED Retrofit & Pole Tagging – Provide LED retrofit and/or pole identification tag installation services for c obra head and/or decorative streetlights.

Removal and Disposal – Provide removal and disposal services of all damaged/discarded materials . Disposal services will follow the California Recycle and Disposal Laws.

Furnish and Install House-Side Shields – Provide and install house-side shields when requested to do so by any Member Agency.

Provide a Storage Facility – Yunex’s local storage facility is conveniently loca ted in the City of Riverside, which is within minutes of each Member Agency. We have been utilizing this location to service this contract since being awarded this contract.

Compliance with all Laws – Yunex is familiar with all federal, state, and loca l laws and regulations regarding the Scope of Work, and follow s wage and labor laws, OSHA requirements, and appropriate safety measures.

Troubleshooting – Diagnose and repair any Member Agency owne d inoperable streetlights. Repairs will be completed within three (3) working days or less.

Spare Inventory – Yunex will warehouse sufficient spare inventories such as poles, luminaires, ballasts, photocells, nodes, fuse holde rs, fuses, wire, pull box lids, hand hole covers, electrical services, pole identification tags, and other electrical components.

Extraordinary, Emergency, and After-hours
Maintenance - For streetlight maintenance issues
that fall outside of the standard maintenance scope
above, Yunex will provide services billed on a time
& materials basis. Example of Extraordinary,
Emergency, and After-hours Maintenance includes
the following: traffic accidents, tree fall or powe r
surges that may occur, resulting in the streetlight s
being damaged and needing to be replaced, though
the frequency may vary considerably. All
Extraordinary, Emergency, and After-hours
Maintenance work must be preapproved by the
Member Agency prior to the work being completed.

The following items have specifically been identified as, but are not limited to, Emergency and after-hours maintenance:
o Emergency response - 24 hours and day 7 days a week

20.G

-5 of 10-
Exhibit “A”

o Streetlight pole knockdown response
o Damaged/leaning poles
o Luminaire repairs or replacement
o Photocell replacement
o Fuse and/or fuse holder replacement
o False calls
o Wiring replacement
o Pole graffiti abatement
o Pole painting
o House side shield purchase and installation
Additional offerings available to WRCOG:

USA Dig Alert Services
Yunex Traffic will respond to all Underground Servi ce Alert (USA) requests/notices or at the request of Member Agency staff for the marking and protection of streetlight underground facilities such as electrical conduits, safety light conduits, and other appurtenant equipment which might conflict with other right-of-way construction or repairs.

Our own in-house technicians are equipped and certified with the proper locating devices provided by Metrotech.

20.G

-6 of 10-
Exhibit “A”

On-Line Portal (Service Business Platform @ITS)
Yunex Traffic has rolled out a new service tool cal led SBP (Service Business Platform), which is a proprietary management system designed to effe ctively manage all service order progress, remotely update our ERP system (SAP) and as work is performed.

SBP allows us to monitor many key performance items such as time arrived onsite, time of completion, materials used, and vehicle/equipment used.

SBP keeps historical records for every location which allows the technicians an additional resource when troubleshooting.

When creating a new service request, the SBP will query the location history and will flag the order if it is a repeated call out or duplicate order.

Technicians transmit response and routine maintenance items in real-time using IOS or Android devices.

The contractual Scope of Work and all maintenance activities are also available for technicians to review to ensure all tasks are completed within the specified timeframe.

Customer specific checklists for routine preve ntative maintenance will be available to the technicians so all required tasks are completed, per your Scope of Work.

20.G

-7 of 10-
Exhibit “A”

Customer Portal
The SBP Customer Portal gives our customers access to:

Monitor real-time status of routine maintenance and service calls Location history (sort/filter by date, location, call type, etc.) Overall historical maintenance and repair data
Real-time equipment inventories, maps, and event reporting Asset management (including digital photographs, GIS data, etc.)

20.G

-8 of 10-
Exhibit “A”

Tracking as Related to Invoicing
In addition to our Customer Portal, you will receiv e a detailed billing report with each invoice that lists labor and equipment hours b illed for each service order.

20.G

-9 of 10-
Exhibit “B”
EXHIBIT “B”

COMPENSATION

BILLING RATES
Item Description Unit of
Measure
Unit Cost
Monthly Maintenance
1 LED Fixture
Maintenance Cobra
head
This includes the cost for all regular maintenance and associated tasks to maintain the cobrahead fixtures in the streetlight system as identified in section 13.1 of the RFP. This fee is expected to be all inclusive, with the sole exceptions being those items identified in the extraordinary maintenance s ection. This bid item shall include:

a) Fixture Replacement: Facilitate the entire RMA ( return merchandise authorization) process for LED streetlight fixtures that have failed and still covered under the original manufacturer's war ranty. This includes the cost to remove, complete the RMA process, and r einstall the fixture (regardless of it being fixed/replaced). Fixtures t hat are damaged by acts of nature (i.e., lightning strikes, etc.) will be replaced, although the cost of the fixture will be charged under Material Marku p (Cost + 15%). b) Long-Life Photocells: Removal & Replacement of a failed photocells. c) Fuses: Replacement of failed fuses.
d) Fuse Holders: Replacement of failed fuse holders .
e) Hand Hole Covers: Replacement of missing hand ho le covers (i.e., due to theft).
f) Troubleshooting: Respond to reports of a failed streetlight by city staff or residents. Our technician will spend up to 2 hours of time troubleshooting the streetlight to find what the is sue might be (fixture, photocell, fuses, fuse holder, wiring issue, etc.). Troubleshooting which exceeds 2 hours, will be billed under Time and Mate rial (Labor Rates, Equipment Rates, and Material Markup).
g) Night Survey: Perform a quarterly night drive in spection of all 35,832 streetlights belonging to WRCOG agencies. Prepare a report of outages that will be followed up by our technicians.

Per Light
/ Per
Month
$0.70
2 LED Fixture
Maintenance Decorative
This includes the cost for all regular maintenance and associated tasks to maintain the decorative fixtures in the streetlight system a s identified in section 13.1 of the RFP. This fee is expected to be all inclusive, with the sole exceptions being those items identified in the extraordinary maintenance s ection. This bid item shall include:
a) Fixture Replacement: Facilitate the entire RMA (return merchandise authorization) process for Decorative LED fixtures that have failed and still covered under the original manufacturer's war ranty. This includes the cost to remove, complete the RMA process, and r einstall the fixture (regardless of it being fixed/replaced). Fixtures t hat are damaged by acts of nature (i.e., lightning strikes, etc.) will be replaced, although the cost of the fixture will be charged under Material Marku p (Cost + 15%). b) Long-Life Photocells: Removal & Replacement of a failed photocells. c) Fuses: Replacement of failed fuses.
d) Fuse Holders: Replacement of failed fuse holders .
e) Hand Hole Covers: Replacement of missing hand ho le covers (i.e., due to theft).
f) Troubleshooting: Respond to reports of a failed streetlight by city staff or residents. Our technician will spend up to 2 hours of time troubleshooting the streetlight to find what the is sue might be (fixture, photocell, fuses, fuse holder, wiring issue, etc.). Troubleshooting which exceeds 2 hours, will be billed under Time and Mate rial (Labor Rates, Equipment Rates, and Material Markup).
g) Night Survey: Perform a quarterly night drive inspection of all 399 decorative fixtures belonging to WRCOG agencies. Pr epare a report of outages that will be followed up by our technicians .

Per Light
/ Per
Month
$2.15
Extraordinary Maintenance (Reference pricing Only - this scope will be quoted on time and material basi s) 3 LED Replacement
Cobra head
This includes the costs for labor and equipment (tr ucks, lifts, tools, traffic control, etc.) for replacing existing cobrahead fixtures wit h a new LED fixture, disposal and updating of WRCOG database with model number instal led and installation date.

The replacement fixture cost is not included and wi ll be charged at material cost plus the markup listed below.

Each $80.00
4 LED Replacement
Decorative
This includes the costs for labor and equipment (tr ucks, lifts, tools, traffic control, etc.) for replacing existing decorative fixtures with a new LED fixture, disposal and updating of WRCOG database with model number instal led and installation date.

The replacement fixture cost is not included and wi ll be charged at material cost plus the markup listed below.

Each $160.00
5 Street light pole ID tag This includes the labor for installation of a unique pole ID tag for each p ole. Pole tags will be affixed to poles with an adhesive, no riveting or drilling will be performed. This price is based on installing one (1 ) pole tag. If multiple pole tags are gr ouped together, in the same member agency, a lower price could be provided.

Each $92.00
6 House side shield
installation
This includes the costs associated with the install ation of a house side shield on an existing LED fixture, excluding the cost of the act ual shield. Material will be charged at cost plus the markup listed below.

Each $67.00
7 Knockdown pole This includes the costs associated with the replace ment of an entire street light pole, Each $5,190.00

20.G

-10 of 10-
Exhibit “B”
replacement No
foundation
luminaire arm, fixture and wiring typically associa ted with a street light knockdown that does not require replacement of the foundatio n. This is based on the following assumptions: a 28 foot, marbelite pole with a stand ard 87 watt LED cobra head fixture. The City understands that there will be co nsiderable variation in costs for these repairs under the contract and anticipates wo rk being authorized individually through a quote process. These repairs will not be completed as part of an initial emergency response. Costs are based on a single rep lacement with work completed during normal work hours scheduled within the requested repair interval. 8 Knockdown pole
replacement with
foundation
This includes the costs associated with the replace ment of an entire street light pole, luminaire arm, fixture and wiring typically associa ted with a street light knockdown that does require replacement of the foundation. Th is is based on the following assumptions: a 28 foot, marbelite pole with a stand ard 87 watt LED cobra head fixture. The City understands that there will be co nsiderable variation in costs for these repairs under the contract and anticipates wo rk being authorized individually through a quote process. These repairs will not be completed as part of an initial emergency response. Costs are based on a single rep lacement with work completed during normal work hours scheduled within the requested repair interval.

Each $7,920.00
9 Pull box lid replacement This includes the cost o f labor, materials and equipment to purchase, suppl y and replace a pull box lid with a fiberlyte lid due to damage or missing lid.

Each $220.00
10 Pole graffiti abatement This includes the estima ted cost per pole to remove or cover reported graff iti. Costs include labor, equipment and materials needed to co mplete each individual abatement assuming time required to abate graffiti is less than 30 minutes. Work limited to unde r 4SF and/or lower than 7ft.

Each $87.00
11 Overhead wiring
replacement
Total cost to repair or replace damaged overhead wi ring. Cost provided per foot of wire being replaced. Costs include labor, equipment and materials to complete the repair during normal working hours. The City unders tands that there will be considerable variation in costs for these repairs u nder the contract and anticipates work being authorized individually through a quote process.

Per Foot $17.00
12 Pole painting This includes the costs on a per o ccurrence (per pole) basis for all labor, equipment and materials needed to prep and paint a standard m etal street light pole (assume 30 foot). It is assumed that 10 poles would be sche duled for painting as a group, annually
Each $700.00
13 USA Dig Alert Yunex LLC typically prices this se rvice out on a per occurrence basis. This includes the following: Our technician identifies the point of demarcation on site using field equipment. This is typically limited to approximate ly 100 -150 linear ft per call out.

Each $245.00
Labor Rates
Item
#
Item Description Unit Quantity Regular Time Overtim e Premium Time 14 Superintendent HR 1 $98.00 N/A N/A
15 Foreman HR 1 $137.00 $172.00 $207.00
16 Electrician HR 1 $130.00 $162.00 $193.00
17 Laborer HR 1 $110.00 $159.00 $159.00

Regular, Overtime, and Premium time explanation:

 Regular Hours are Monday through Friday (excluding holidays) from 7:30am to 4:00pm.  Overtime Hours are Monday through Friday after the se work hours for the first four straight hours on any job as well as Saturday for t he initial 8 working hours.  Premium Hours are Monday through Friday after four hours of OT on any one job, Saturdays after 8 hours on any one job, all day Sunday starting at 12:00am until Monday at 7:30am and all holidays starting at 12:00am until the next morning at 7:30am.

Equipment Rates
Item # Item Description Unit Quantity Unit Price
18 Servi ce Truck HR 1 $3 0.00
19 Bucke t Truck HR 1 $3 0.00
20 Cra ne Truck HR 1 $5 5.00

Material Markup
Item # Item Description Unit %
21 Material Markup % 15%

Yunex LLC requests the option to re-evaluate contra ct pricing using the US Consumer Price Index to calculate annual escalations.

20.G

-1 of 30-

FIRST AMENDMENT TO THE MAINTENANCE AGREEMENT

BETWEEN THE WESTERN RIVERSIDE COUNCIL OF GOVERNMENTS

AND THE CITY OF HEMET TO IMPLEMENT THE RETROFIT, MAINTENANCE AND

REPAIR PROGRAM FOR STREETLIGHTS
This First Amendment to Maintenance Agreement (“First Amendment”) is entered into as of November 14, 2023 between the WESTERN RIVERSIDE COUNCIL OF GOVERNMENTS (“WRCOG”), a joint powers authority formed under Government Code sections 6500 et seq., and the CITY OF HEMET (“Member Agency”), a public agency formed under the laws of the State of California. WRCOG and the Member Agency are sometimes collectively referred to in this First Amendment as the “Parties” or individually as a “Party.”

RECITALS
WHEREAS, on March 27, 2018, WRCOG entered into an “Amended and Restated Western Riverside Council of Governments Professional Services Agreement” with Siemens Industry, Inc. (the “Original Professional Services Agreement”), for the provision of retrofitting services and regular maintenance and repair services (the “Services”), which was subsequently amended; and WHEREAS, WRCOG and the Member Agency entered into the “Maintenance Agreement between the Western Riverside Council of Governments and City of Hemet to Implement the Retrofit, Maintenance and Repair Program for Streetlights” on June 1, 2019, in order to authorize WRCOG to enter into one or more agreements with third party providers for the provision of maintenance, repair, retrofitting and replacement services of streetlights and acquisition of retrofit equipment on behalf of the Member Agency within the Member Agency’s jurisdiction and to administer such agreements; and WHEREAS, the Original Professional Services Agreement expired and WRCOG has entered into a “Western Riverside Council of Governments Professional Services Agreement” with Yunex LLC dated October 2, 2023 (the “Professional Services Agreement”), to provide professional services for the installation of LED street lights and the ongoing operations and maintenance of the street light systems for member agencies; and
WHEREAS, the Parties desire enter into this First Amendment to amend the Implementation Agreement, as permitted pursuant to the provisions of thereof, to replace the Original Professional Services Agreement attached as Exhibit A to the Implementation Agreement with the Professional Services Agreement, attached as Exhibit A hereto; and
WHEREAS, the City Council has authorized the Member Agency to enter into this First Amendment.

NOW, THEREFORE, the Parties hereby understand and agree as follows:

AGREEMENT
Section 1: Amendment to the Implementation Agreement.

Exhibit A of the Implementation Agreement shall be replaced with the Professional Services Agreement attached hereto as Exhibit A.

20.G

Section 2: Effect of this First Amendment on the Other Terms and Provisions of the Implementation Agreement.

All terms and provisions of the Implementation Agreement, shall remain in full force and legal effect except as expressly modified by the provisions of this First Amendment. -2 of 30-

20.G

IN WITNESS WHEREOF, the Parties hereby have made and executed this First Amendment as of the date first written above.

WESTERN RIVERSIDE COUNCIL CITY OF HEMET

OF GOVERNMENTS

By: ________________________________ By: _________________________ Dr. Kurt Wilson
Executive Director Title: _________________________

APPROVED AS TO FORM: ATTEST:

By: ________________________________ By: _________________________

General Counsel Its: _________________________
Best Best & Krieger LLP

APPROVED AS TO FORM:

By:________________________________
City Attorney

-3 of 30-

20.G

EXHIBIT A

PROFESSIONAL SERVICES AGREEMENT

-4 of 30-
Exhibit A

20.G

WESTERN RIVERSIDE COUNCIL OF GOVERNMENTS

PROFESSIONAL SERVICES AGREEMENT

1. PARTIES AND DATE.

This Agreement is made and entered into this day 2nd of October, 2023, by and between the Western Riverside Council of Governments, a California public agency (“WRCOG”), and Yunex, LLC, a Delaware limited liability company (“Consultant”). WRCOG and Consultant are sometimes individually referred to as “Party” and collectively as “Parties.”

2. RECITALS.

2.1 Lease Agreement.

Banc of America Leasing & Capital, LLC (together with its successors and assigns, "Lessor") entered into an Equipment Lease/Purchase Agreement with each of the Member Agencies (as defined herein) in order to finance the acquisition, installation and retrofitting of streetlights within the Member Agency's jurisdiction (as amended, the "Lease Agreement"). The Parties expressly hereby agree that the Lease Agreement is not being incorporated into this Agreement and shall not be deemed a part of this Agreement.

 City of Perris
 City of San Jacinto
 City of Wildomar

2.2 Member Agency.

“Member Agency” means any and all member agencies participating in WRCOG’s street light program in accordance with an Implementation Agreement. The following local agencies are Member Agencies for the purposes of this Agreement:

 City of Eastvale
 City of Hemet
 City of Lake Elsinore
 City of Menifee
 City of Murrieta
 City of Perris
 City of San Jacinto
 City of Wildomar
 Jurupa Community
Services District

2.3 Incorporated Documents.

2.2.1 Request for Proposal. The Request for Proposal No. 23-02 (“RFP”) issued by WRCOG on July 12, 2023 and the Consultant’s response to the RFP dated August 2, 2023 are incorporated herein by this reference.

2.2.2 Appendices and Exhibits. Each Member Agency shall execute its own Appendix, which shall cover the following for that Member Agency: Scope of Services (Exhibit A) and Compensation (Exhibit B). The following Appendices, including their Exhibits, are attached hereto and incorporated herein by this reference:
-5 of 30-
Exhibit A

20.G

 Appendix 1 – City of Eastvale
 Appendix 2 – City of Hemet
 Appendix 3 – Jurupa Community Services District
 Appendix 4 – City of Lake Elsinore
 Appendix 5 – City of Menifee
 Appendix 6 – City of Murrieta
 Appendix 7 – City of Perris
 Appendix 8 – City of San Jacinto
 Appendix 9 – City of Wildomar

2.4 Consultant.

Consultant desires to perform and assume responsibility for the provision of certain professional services required by WRCOG and its Member Agencies on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing LED streetlight installation and ongoing operations and maintenance of street light systems is licensed in the State of California, and is familiar with the plans of WRCOG and its Member Agencies.

2.5 Project.

WRCOG desires to engage Consultant to render such professional services for the installation of LED street lights and the ongoing operations and maintenance of the street light systems for Member Agencies (“Project”) as set forth in this Agreement.

3. TERMS.

3.1 Scope of Services and Term.

3.1.2 Term. The term of this Agreement shall be from December 1, 2023 to December 31, 2026, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement and shall meet any other established schedules and deadlines. WRCOG shall have the option to extend the term of this Agreement for one (1) additional one (1) year period, and two (2) additional six (6) month periods (“Option Term”) by notifying Consultant in writing prior to the end of the term of this Agreement, or any then-current Option Term, of its election to exercise its option. The Option Term may be exercised by WRCOG on behalf of all or any number of Member Agencies, subject to prior written approval from the relevant Member Agency with respect to the extension of its respective Appendix. Compensation for work during any Option Term shall be at the rates set forth in Exhibit “B”, but otherwise all other

3.1.1 General Scope of Services. Consultant promises and agrees to furnish to WRCOG and the applicable Member Agencies all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the LED street light installation and ongoing operations and maintenance of street light systems necessary for the Project (“Services”). The Services are more particularly described in the RFP and in Exhibit “A” to each Appendix attached hereto and incorporated herein by reference, and which are stated in the proposal to WRCOG and approved by WRCOG’s Executive Committee. All Services shall be subject to, and performed in accordance with, this Agreement, the Appendices and exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

-6 of 30-
Exhibit A

20.G

terms and obligations of this Agreement shall continue during any Option Term.

3.1.3 Assignability of Agreement. WRCOG reserves the right to assign this Agreement to other entities, subject to prior written approval from the relevant Member Agency with respect to an assignment of its respective Appendix. Assignment(s) will be subject to the same terms and conditions included in this Agreement. Other entities shall negotiate the pricing for the Services and supplies with the Consultant and include necessary provisions for management of their specific projects. WRCOG shall have no responsibility for the Consultant’s performance under any assignments.

3.2 Responsibilities of Consultant.

3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods, and details of performing the Services subject to the requirements of this Agreement. WRCOG retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of WRCOG or any Member Agency and shall at all times be under Consultant’s exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to, social security taxes, income tax withholding, unemployment insurance, disability insurance,and workers’ compensation insurance.

3.2.2 Schedule of Services. Consultant shall install replacement poles within 20 business days of a reported knockdown of a pole or upon approval from WRCOG or a Member Agency. At WRCOG and the Member Agency’s discretion, if such pole is not replaced within the initial 20 days, a one hundred dollar ($100) bill credit will be applied to the Consultant’s invoice.

An additional $100 bill credit will be applied for every 15 business days thereafter that the Consultant fails to replace such pole. Consultant shall perform the Services for WRCOG and the applicable Member Agency expeditiously, within the term of this Agreement. Consultant understands and agrees that in the event that the schedule for delivery of Services to any Member Agency is delayed, for any reason whatsoever including through the fault of WRCOG or the Member Agency, the delay shall not be used as a reason for delay on the part of the Contractor in meeting the schedule for delivery of Services to any other Member Agency. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant’s conformance with the schedule, WRCOG and the applicable Member Agency shall respond to Consultant’s submittals in a timely manner. Upon request of WRCOG or any Member Agency, Consultant shall provide a more detailed schedule of anticipated performance.

3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of WRCOG and the applicable Member Agency.

3.2.4 Substitution of Key Personnel. Consultant has represented to WRCOG that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of WRCOG. In the event that WRCOG and Consultant cannot agree as to the substitution of key personnel, WRCOG shall be entitled to -7 of 30-
Exhibit A

20.G

terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to WRCOG, or who are determined by the WRCOG to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the WRCOG. The key personnel for performance of this Agreement are as follows: Michael J. Hutchens, Steven Teal, Robert Paquette, and Candace Gallaher.

3.2.5 WRCOG’s Representative. WRCOG hereby designates Daniel Soltero or his or her designee, to act as its representative for the performance of this Agreement (“WRCOG’s Representative”). WRCOG’s Representative shall have the power to act on behalf of WRCOG for all purposes under this Contract. Consultant shall not accept direction or orders from any person other than WRCOG’s Representative or his or her designee.

3.2.6 Consultant’s Representative. Consultant hereby designates Steven Teal or his or her designee, to act as its Representative for the performance of this Agreement (“Consultant’s Representative”). Consultant’s Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant’s Representative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures, and for the satisfactory coordination of all portions of the Services under this Agreement.

3.2.7 Coordination of Services. Consultant agrees to work closely with WRCOG staff in the performance of Services and shall be available to WRCOG’s staff, consultants, and other staff at all reasonable times.

3.2.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and sub- contractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and sub-contractors have all licenses, permits, qualifications, and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement.

As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense, and without reimbursement from WRCOG or any Member Agency, any services necessary to correct errors or omissions which are caused by the Consultant’s failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub- consultants who is determined by WRCOG or the applicable Member Agency to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to WRCOG, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.

3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules, and/or regulations, and without giving written notice to WRCOG, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, -8 of 30-
Exhibit A

20.G

indemnify, and hold WRCOG, its Member Agencies, and WRCOG’s and the Member Agencies’ Directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

3.2.10 Insurance.

3.2.10.1 Time for Compliance. Consultant shall not commence the Services under this Agreement until it has provided evidence satisfactory to WRCOG that it has secured all insurance required under this section, in a form and with insurance companies acceptable to WRCOG. In addition, Consultant shall not allow any sub-contractor to commence work on any subcontract until it has provided evidence satisfactory to WRCOG that the sub- contractor has secured all insurance required under this section.

3.2.10.2 Minimum Requirements. Consultant shall, at its expense, procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Consultant, its agents, representatives, employees or sub-contractors.

Consultant shall also require all of its sub-contractors to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001 or exact equivalent); (2) Automobile Liability: Insurance Services Office Business Auto Coverage (form CA 0001, code 1 (any auto) or exact equivalent); and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance.

(B) Minimum Limits of Insurance. Consultant shall maintain limits no less than: (1) General Liability: $5,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement / location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $5,000,000 per accident for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $5,000,000 per accident for bodily injury or disease.

3.2.10.3 Professional Liability. Consultant shall procure and maintain, and require its sub-consultants to procure and maintain, for a period of five (5) years following completion of the Services, errors and omissions liability insurance appropriate to their profession. Such insurance shall be in an amount not less than $2,000,000 per claim. This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form coverage specifically designed to protect against acts, errors, or omissions of the Consultant. “Covered Professional Services” as designated in the policy must specifically include work performed under this Agreement. The policy must “pay on behalf of” the insured and must include a provision establishing the insurer's duty to defend.

3.2.10.4 Insurance Endorsements. The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms supplied or approved by WRCOG to add the following provisions to the insurance policies:
-9 of 30-
Exhibit A

20.G

(A) General Liability.

(i) Commercial General Liability Insurance must
include coverage for (1) Bodily Injury and Property Damage; (2) Personal Injury / Advertising Injury; (3) Premises / Operations Liability; (4) Products / Completed Operations Liability; (5) Aggregate Limits that Apply per Project; (6) Explosion, Collapse and Underground (UCX) exclusion deleted; (7) Contractual Liability with respect to this Agreement; (8) Broad Form Property Damage; and (9) Independent Consultants Coverage.

(ii) The policy shall contain no endorsements or
provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; or (3) contain any other exclusion contrary to the Agreement.

(iii) The policy shall give WRCOG, its Directors, officials, officers, employees, volunteers and agents insured status using ISO endorsement forms 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage.

(iv) The additional insured coverage under the policy
shall be “primary and non-contributory” and will not seek contribution from WRCOG’s insurance or self-insurance and shall be at least as broad as CG 20 01 04 13, or endorsements providing the exact same coverage.

(B) Automobile Liability.

(i) The automobile liability policy shall be endorsed to state that: (1) WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ Directors, officials, officers, employees, agents and volunteers shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired, or borrowed by the Consultant or for which the Consultant is responsible; and (2) the insurance coverage shall be primary insurance as respects WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ Directors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant’s scheduled underlying coverage. Any insurance or self-insurance maintained by WRCOG, its Member Agencies, and WRCOG and its Member Agencies’ Directors, officials, officers, employees, agents, and volunteers shall be in excess of the Consultant’s insurance and shall not be called upon to contribute with it in any way.

(C) Workers’ Compensation and Employers Liability Coverage.

(i) Consultant certifies that he/she is aware of the
provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and he/she will comply with such provisions before commencing work under this Agreement.

(ii) The insurer shall agree to waive all rights of
subrogation against WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ Directors, officials, officers, employees, agents, and volunteers for losses paid under the terms of the insurance policy which arise from work performed by the Consultant.

-10 of 30-
Exhibit A

20.G

(D) All Coverages. Defense costs shall be payable in addition to the limits set forth hereunder. Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. It shall be a requirement under this Agreement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits set forth herein shall be available to WRCOG, its Member Agencies, and WRCOG and its Member Agencies’ Directors, officials, officers, employees, volunteers and agents as additional insureds under said policies. Furthermore, the requirements for coverage and limits shall be (1) the minimum coverage and limits specified in this Agreement; or (2) the broader coverage and maximum limits of coverage of any Insurance policy or proceeds available to the named insured; whichever is greater.

(i) The limits of insurance required in this Agreement
may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of WRCOG and each Member Agency (if agreed to in a written contract or agreement) before WRCOG’s or any Member Agency’s own insurance or self-insurance shall be called upon to protect it as a named insured.

The umbrella / excess policy shall be provided on a “following form” basis with coverage at least as broad as provided on the underlying policy(ies).

(ii) Consultant shall provide WRCOG at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Consultant shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Consultant shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to WRCOG at least ten (10) days prior to the effective date of cancellation or expiration.

(iii) The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. Consultant shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Consultant shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims-made policy with a retroactive date subsequent to the effective date of this Agreement.

(iv) The foregoing requirements as to the types and
limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by WRCOG, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification.

(v) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, WRCOG and its Member Agencies have the right but not the duty to obtain the insurance they deem necessary, and any premium paid by WRCOG and its Member Agencies will be promptly reimbursed by Consultant or WRCOG (and the applicable Member Agency) will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, WRCOG may cancel this Agreement. WRCOG may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project. -11 of 30-
Exhibit A

20.G

(vi) Neither WRCOG, its Member Agencies, nor any of
its Member Agencies’ directors, officials, officers, employees, volunteers or agents shall be personally responsible for any liability arising under or by virtue of this Agreement.

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

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

3.2.10.7 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, licensed to do business in California, and satisfactory to WRCOG and each member Agency.

3.2.10.8 Verification of Coverage. Consultant shall furnish WRCOG and each Member Agency with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to WRCOG. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf and shall be on forms provided by WRCOG if requested. All certificates and endorsements must be received and approved by WRCOG before work commences.

WRCOG reserves the right to require complete, certified copies of all required insurance policies, at any time.

3.2.10.9 Sub-consultant Insurance Requirements. Consultant shall not allow any sub-contractors or sub-consultants to commence work on any sub-contract until they have provided evidence satisfactory to WRCOG that they have secured all insurance required under this section. Policies of commercial general liability insurance provided by such sub-contractors or sub-consultants shall be endorsed to name WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ directors, officers, officials, employees, agents and volunteers as an additional insured using ISO Form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by Consultant, WRCOG may approve different scopes or minimum limits of insurance for particular sub-contractors or sub-consultants.

3.2.11 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state, and federal laws, rules, and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life-saving equipment and procedures; (B) instructions in accident prevention for all employees and sub-contractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment, and other safety devices, equipment and wearing -12 of 30-
Exhibit A

20.G

apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures.

3.2.12 Surety Bonds. Consultant shall provide each Member Agency with a payment and performance bond ("Surety Bond") executed by a surety company authorized to do business in the State, having a financial strength rating by A.M. Best Company of "A-" or better, and otherwise satisfactory to the Member Agency and naming the Member Agency as a co- obligee in a sum equal to the entire amount to become payable under the Appendix to this Agreement applicable to the Member Agency. Each bond shall be conditioned on the completion of the Services for that Member Agency and upon payment of all claims of subconsultants and suppliers. Consultant shall cause the surety company to add WRCOG and Banc of America Leasing & Capital LLC as a co-obligee on each Surety Bond, and shall deliver a certified copy of each Surety Bond to WRCOG and Banc of America Leasing & Capital LLC promptly upon receipt thereof by Consultant. Any proceeds from a Surety Bond shall be applied in accordance with such Surety Bond to the payment and performance of the Consultant's obligations in accordance with this Agreement and all Appendices and, if for whatever reason such proceeds are not so applied, then first to amounts due Lessor (as defined in the Lease Agreement) pursuant to Section 4.05 and 7.04 of the Lease Agreement, and any remaining amounts shall be payable to Lessee (as defined in the Lease Agreement).

3.3 Fees and Payments.

3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit ”B” attached hereto and incorporated herein by reference. Compensation does not include costs for extraordinary street light maintenance services, described in Exhibit “A.” The total compensation for Services, with the exception of extraordinary street light maintenance services described in Exhibit “A,” shall not exceed seven million two hundred ninety-five thousand two hundred forty-four dollars ($7,295,244) without written approval of WRCOG’s Executive Director and the applicable Member Agency. Extra Work may be authorized, as described below, and, if authorized, said Extra Work will be compensated at the rates and manner set forth in this Agreement.

3.3.2 Payment of Compensation. Consultant shall submit to WRCOG a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant. The monthly statement shall be submitted to WRCOG within 20 days from the end of the billing period, and individual billing for claims or special projects shall be submitted within 30 business days from the date of completion. The statement shall contain the invoice number and date; remittance address; Agreement Number 2024-80-2026-001, and invoice total. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. At a minimum, Consultant shall provide a statement with sufficient detail to enable WRCOG or the Member Agency to make payment to Consultant from the appropriate account in accordance with the Paying Agent Agreement (as defined in the Lease Agreement) and/or Escrow Agreement (as defined in the Lease Agreement), as applicable (i.e., retrofit specific costs to be identified separately from other Services under this Agreement).

WRCOG shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon.

3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by WRCOG.
-13 of 30-
Exhibit A

20.G

3.3.4 Extra Work. At any time during the term of this Agreement, WRCOG may request that Consultant perform Extra Work. As used herein, “Extra Work” means any work which is determined by WRCOG to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.

Consultant shall not perform, nor be compensated for, Extra Work without written authorization from WRCOG’s Representative.

3.3.5 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Sections 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. Since the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. WRCOG shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification, or type of worker needed to execute the Services available to interested parties upon request, and post copies at the Consultant’s principal place of business and at the project site. Consultant shall defend, indemnify, and hold WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ elected officials, officers, employees, volunteers, and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

3.3.6 CPI Increase. In recognition of the general increase in the cost of doing business, the parties agree to an increase in the compensation rates as of July 1st of each calendar year, in an amount equal to the increase in the U.S. Department of Labor Consumer Price Index "CPI" for the previous calendar year (January 1 through December 31) for all urban consumers in the Riverside County, California area; provided that the CPI adjustment shall be rounded up to the nearest full dollar, and further provided that the CPI adjustment shall not exceed five percent (5%) for any year. Notwithstanding any provision herein to the contrary, Consultant may request, on or before March 31st of each year, an increase in the rates over and above the CPI adjustment upon a showing of good cause for such increase; provided that the approval or disapproval of any such request shall be made by the WRCOG in its sole and absolute discretion.

3.4 Accounting Records.

3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of WRCOG or any applicable Member Agency during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement.

Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

3.5 General Provisions.

3.5.1 Termination of Agreement.

3.5.1.1 Grounds for Termination. WRCOG may, subject to prior written -14 of 30-
Exhibit A

20.G

approval from the relevant Member Agency and by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. In addition, each Member Agency may, by written notice to WRCOG and Consultant, terminate its Appendix to this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to WRCOG or the applicable Member Agency, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause.

3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, WRCOG may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such documents and other information within fifteen (15) days of the request.

3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, WRCOG and its Member Agencies may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective Parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:

Consultant: Yunex LLC
9225 Bee Cave Rd, Building B, Suite 201
Austin, TX 78733
Attn: Steven Teal

WRCOG: Western Riverside Council of Governments
3390 University Avenue, Suite 200
Riverside, CA 92501
Attn: Daniel Soltero

Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the Party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.5.3 Inspection of Installation Data and Maintenance Records

3.5.3.1 Documents & Data; Licensing of Intellectual Property. During the course of this Agreement, and upon reasonable advance notice and during normal business hours, WRCOG and its Member Agencies may inspect and examine the installation data and maintenance records specifically created or collected by Consultant under this Agreement. Upon termination or expiration of this Agreement, Consultant will provide to WRCOG and its Member Agencies the installation data and maintenance records specifically created or collected by Consultant under this Agreement. The installation data and maintenance records shall include all final installation data, customer service reports and inquiry activity, and maintenance records, but -15 of 30-
Exhibit A

20.G

shall not be deemed to include any proprietary, confidential, or protected information, programs, platforms, and/or materials of Consultant.

3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other documents and data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant.

Such materials shall not, without the prior written consent of WRCOG and the relevant Member Agency, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use WRCOG’s or any member Agency’s name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television, or radio production or other similar medium without the prior written consent of WRCOG or the applicable Member Agency.

3.5.3.3 Infringement Indemnification. Consultant shall defend, indemnify, and hold WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ directors, officials, officers, employees, volunteers, and agents free and harmless, pursuant to the indemnification provisions of this Agreement, for any alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any other proprietary right of any person or entity in consequence of the use on the Project by WRCOG or any Member Agency of the Documents & Data, including any method, process, product, or concept specified or depicted.

3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another and shall take any additional acts or sign any additional documents as may be necessary, appropriate, or convenient to attain the purposes of this Agreement.

3.5.5 Attorney’s Fees. If either Party commences an action against the other Party, either legal, administrative, or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney’s fees and all other costs of such action.

3.5.6 Indemnification. Consultant shall defend, indemnify, and hold WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ Directors, officials, officers, consultants, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged acts, omissions, or willful misconduct of Consultant, its officials, officers, employees, agents, consultants and contractors, arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of all consequential damages and attorneys’ fees and other related costs and expenses. Consultant shall defend, at Consultant’s own cost, expense, and risk, any and all such aforesaid suits, actions, or other legal proceedings of every kind that may be brought or instituted against WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ directors, officials, officers, consultants, employees, agents or volunteers. Consultant shall pay and satisfy any judgment, award, or decree that may be rendered against WRCOG or its Directors, officials, officers, consultants, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Consultant shall reimburse WRCOG, its Member Agencies, and WRCOG and its Member Agencies’ directors, officers , consultants, employees, agents, or volunteers, for any and -16 of 30-
Exhibit A

20.G

all legal expenses and costs, including reasonable attorneys’ fees, incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ directors, officials, officers, consultants, employees, agents, or volunteers. This section shall survive any expiration or termination of this Agreement. Notwithstanding the foregoing, to the extent Consultant’s Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant.

3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both Parties.

3.5.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Riverside County.

3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement.

3.5.10 WRCOG’s Right to Employ Other Consultants. WRCOG reserves the right for itself and its Member Agencies to employ other consultants in connection with this Project.

3.5.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the Parties.

3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of WRCOG, subject to prior written approval from each applicable Member Agency to the extent such assignment, hypothecation or transfer could impact such Member Agency’s Appendix. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.

3.5.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days, or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and sub-contractors of Consultant, except as otherwise specified in this Agreement. All references to WRCOG include its Directors, officers, employees, agents and all volunteers except as otherwise specified in this Agreement. All references to Member Agencies include their elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

3.5.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties, subject to prior written approval from each applicable Member Agency to the extent such supplement, modification, or amendment impacts such member Agency’s Appendix. -17 of 30-
Exhibit A

20.G

3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

3.5.16 No Third-Party Beneficiaries. There are no intended beneficiaries of any right or obligation assumed by the Parties with the exception of the Member Agencies, which are expressly considered to be third party beneficiaries and are entitled to enforce any and all rights held by the Member Agency itself or by WRCOG under this Agreement.

3.5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, WRCOG shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, Director, officer, official, agent volunteer, or employee of WRCOG, during the term of his or her service with WRCOG, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

3.5.19 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer, and it shall not discriminate against any sub-contractor, employee, or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, or termination. Consultant shall also comply with all relevant provisions of any of WRCOG’s Minority Business Enterprise Program, Affirmative Action Plan, or other related programs or guidelines currently in effect or hereinafter enacted.

3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for Workers’ Compensation, or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

3.5.21 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.

3.5.22 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

3.6 Subcontracting.

-18 of 30-
Exhibit A

20.G

3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of WRCOG, subject to prior written approval from the applicable Member Agency to the extent such work relates to such member Agency’s Appendix. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.

[SIGNATURES ON FOLLOWING PAGE]

-19 of 30-
Exhibit A

20.G

SIGNATURE PAGE TO

WESTERN RIVERSIDE COUNCIL OF GOVERNMENTS

PROFESSIONAL SERVICES AGREEMENT

IN WITNESS WHEREOF, the Parties hereby have made and executed this Agreement as of the date first written above.

WESTERN RIVERSIDE COUNCIL Yunex, LLC

OF GOVERNMENTS

By: ________________________________ By: _________________________ Dr. Kurt Wilson
Executive Director Title: _________________________

APPROVED AS TO FORM: ATTEST:

By: ________________________________ By: _________________________

General Counsel Its: _________________________
Best Best & Krieger LLP

*A corporation requires the signatures of two corporate officers.

One signature shall be that of the Chairman of Board, the President or any Vice President, and the second signature (on the attest line) shall be that of the Secretary, any Assistant Secretary, the Chief Financial Officer or any Assistant Treasurer of such corporation.

If the above persons are not the intended signators, evidence of signature authority shall be provided to WRCOG.

-20 of 30-
Exhibit A

20.G

APPENDIX __

MEMBER AGENCY NAME

This Appendix _ to Agreement (“Appendix”) by and between WRCOG, Consultant, and [***MEMBER AGENCY ***] ("Member Agency") is made and entered into this _____day of ______________ 2023. WRCOG, Consultant, and Member Agency are referred to herein as Parties.

1. Defined Terms. All terms used herein have the meanings ascribed to them in the Professional Services Agreement between WRCOG and Consultant dated ____ __, 2023, with the exception of the term Member Agency, which for the purposes of this Appendix will refer to [***MEMBER AGENCY NAME***] only.

2. Agreement Incorporated. The terms and provisions of the Agreement are hereby incorporated into this Appendix.

3. Member Agency Exhibits. The Parties hereby agree that the Scope of Services and Compensation for the Project as it relates to Member Agency are defined specifically in Exhibits A and B, attached hereto and incorporated herein by this reference.

WESTERN RIVERSIDE COUNCIL Yunex, LLC

OF GOVERNMENTS

By: ________________________________ By: _________________________ Dr. Kurt Wilson
Executive Director Title: _________________________

APPROVED AS TO FORM: ATTEST:

By: ________________________________ By: _________________________

General Counsel Its: _________________________
Best Best & Krieger LLP

[MEMBER AGENCY]

By: _____________________________
[Insert Name, Insert Title]

APPROVED AS TO FORM

By: _____________________________
City Attorney

ATTEST:

By: _____________________________
City Clerk
-21 of 30-
Exhibit A

20.G

EXHIBIT “A”

SCOPE OF SERVICES

Understanding of the Project

It is our understanding that WRCOG is seeking a qualified firm to provide Streetlight Operation & Maintenance Services. The selected service company will be responsible for providing a continuing, comprehensive, response program for the Member Agency
streetlights. The Member Agencies expectation is that the contractor will help reduce complaints, promote safety, and proactively extend the longevity of the Member Agencies streetlight equipment, thus reducing the overall operating cost.

We understand that the general Scope of Work to be done consists of scheduled and unscheduled repairs to the Member Agencies streetlight systems. Yunex Traffic will have available and readily accessible, qualified personnel, tools, equipment, facilities, and material required to perform all work necessary for the maintenance of WRCOG’s streetlight systems, as outlined in the Scope of Work and in compliance with current Member Agency and State standards.

Approach / Response Times
To be able to respond immediately to emergency calls, Yunex Traffic’s field technicians are authorized to take their work vehicles home daily. All work vehicles are stocked with proper field equipment so he/she may sufficiently address most problems they encounter while responding.

Emergency response call outs and unscheduled repairs are initiated by calling our toll-free emergency phone number, 1-800-229-6090. A live dispatcher will be available 24 hours a day, 7 days per week, 365 days per year. Our dispatcher will create a work order in our visual planning board and once the work order is released, it will immediately transfer to our technician’s queue on their mobile device. As part of our quality control practice, our dispatcher will follow up with a phone call to our technician to confirm that they are in receipt of the call out/work order. For emergency calls, the technician will arrive at the site within one (1) hour to assess and correct the reported problem. Once the problem is corrected, the technician will inform our WRCOG representative of the repair actions.

Scope of Work
It is always the goal of Yunex Traffic to tailor our services around our customer’s needs. We understand that throughout the term of a contract, those needs may change. We approach all our contracts with the same vision; build a partnership with WRCOG staff and work towards achieving common goals set forth through that partnership. We realize that this is an ever- evolving process and that is why we believe that the only successful route is through establishing common goals. This methodology and a commitment to service will be applied to every aspect of our services for WRCOG.

Yunex Traffic will be available to provide emergency/non-emergency streetlight related issues such as downed streetlight poles, luminaires/photocontrols not functioning, wiring issues, and other operational equipment related issues.

Yunex Traffic will perform the following tasks and activities as it relates to the maintenance of the streetlight system (36,231poles & 36,554 luminaires):
-22 of 30-
Exhibit A

20.G

Customer Service – Provide and administer a customer service center including, at a minimum, a toll-free phone number and website to allow WRCOG and the public to report any streetlight issues (e.g., outages, knockdowns, etc.). Separately, provide a maintenance website for WRCOG staff to access. This will provide WRCOG an up-to-date summary of current and completed tasks. Yunex will use and provide an Online Maintenance System with free access to designated WRCOG staff members. The entire online system will be a real-time system. System functionality will include but not be limited to the following items:

• Work order tracking
• Work order status updates
• Asset and equipment management
• Maintenance requests
• Maintenance checklists that are maintained and updated regularly

GIS Update - Update WRCOG’s GIS mapping system when new poles are replaced or added to the streetlight system.

Reports - Monthly and quarterly streetlight system reviews and reports, including outage/failure rate, knockdowns, and suggested repairs.

Meetings – Coordinate and attend regular meetings to review outstanding issues and work orders, including discussion of any billing or contract management issues.

Coordination with Outside Entities – Coordinate
electrical service repairs/restoration with SCE as well as coordinate with WRCOG Staff, residents, and
businesses, as-needed, for difficult to access lights.

Traffic Control – Employees are trained and certified in temporary traffic control measures, which are compliant with the California Manual of Uniform Traffic Control
Devices (CA MUTCD).

Warranty Claims – Administer services for all warranty
claims on behalf of the Member Agency for any
luminaires, photocells, or similar streetlight equipment (smart nodes, detection devices, etc.)

Streetlight Pole Knockdowns – Respond to all calls of
poles that have been knocked down, implement traffic
control, confirm electrical lines are made safe, cut downed pole/luminaire arm, remove from location, and clean up all debris.

Streetlight Pole Replacement - Replacement poles will be replaced within 14 business days of reporting.

Quarterly Streetlight System Reviews (Night Inspection) – Nighttime lighting surveys will be conducted of all Member Agency owned streetlights to identify any streetlights that are non-functioning. Upon completion of such nighttime survey, Yunex will provide a report to the Member Agency of all system activity, condition, issues found, and planned or completed repairs. The report will include the nearest street address and pole number.

Nighttime Lighting Surveys will be completed quarterly. -23 of 30-
Exhibit A

20.G

Annual Painting of Metal Poles – Provide metal pole painting based upon Member Agency approval.

LED Replacement – Replacement of LED streetlights that
have been inoperative by virtue of failure. Replacement will occur within three (3) business days from notification of Yunex by Member Agency. If the cause of failure is covered under manufacture warranty, Yunex will be responsible for warranty management of defective LED fixtures which includes all aspects related to standard warranty practices. Yunex will notify the Member Agency of any undue delays in response due to the manufacturer.

LED Retrofit & Pole Tagging – Provide LED retrofit and/or pole identification tag installation services for cobra head and/or decorative streetlights.

Removal and Disposal – Provide removal and disposal services of all damaged/discarded materials. Disposal services will follow the California Recycle and Disposal Laws.

Furnish and Install House-Side Shields – Provide and install house-side shields when requested to do so by any Member Agency.

Provide a Storage Facility – Yunex’s local storage facility is conveniently located in the City of Riverside, which is within minutes of each Member Agency. We have been utilizing this location to service this contract since being awarded this contract.

Compliance with all Laws – Yunex is familiar with all federal, state, and local laws and regulations regarding the Scope of Work, and follows wage and labor laws, OSHA requirements, and appropriate safety measures.

Troubleshooting – Diagnose and repair any Member Agency owned inoperable streetlights. Repairs will be completed within three (3) working days or less.

Spare Inventory – Yunex will warehouse sufficient spare inventories such as poles, luminaires, ballasts, photocells, nodes, fuse holders, fuses, wire, pull box lids, hand hole covers, electrical services, pole identification tags, and other electrical components.

Extraordinary, Emergency, and After-hours
Maintenance - For streetlight maintenance issues
that fall outside of the standard maintenance scope
above, Yunex will provide services billed on a time
& materials basis. Example of Extraordinary,
Emergency, and After-hours Maintenance includes
the following: traffic accidents, tree fall or power
surges that may occur, resulting in the streetlights
being damaged and needing to be replaced, though
the frequency may vary considerably. All
Extraordinary, Emergency, and After-hours
Maintenance work must be preapproved by the
Member Agency prior to the work being completed.

The following items have specifically been identified as, but are not limited to, Emergency and after-hours maintenance:
o Emergency response - 24 hours and day 7 days a week
-24 of 30-
Exhibit A

20.G

o Streetlight pole knockdown response
o Damaged/leaning poles
o Luminaire repairs or replacement
o Photocell replacement
o Fuse and/or fuse holder replacement
o False calls
o Wiring replacement
o Pole graffiti abatement
o Pole painting
o House side shield purchase and installation
Additional offerings available to WRCOG:

USA Dig Alert Services
Yunex Traffic will respond to all Underground Service Alert (USA) requests/notices or at the request of Member Agency staff for the marking and protection of streetlight underground facilities such as electrical conduits, safety light conduits, and other appurtenant equipment which might conflict with other right-of-way construction or repairs.

Our own in-house technicians are equipped and certified with the proper locating devices provided by Metrotech.

-25 of 30-
Exhibit A

20.G

On-Line Portal (Service Business Platform @ITS)
Yunex Traffic has rolled out a new service tool called SBP (Service Business Platform), which is a proprietary management system designed to effectively manage all service order progress, remotely update our ERP system (SAP) and as work is performed.

SBP allows us to monitor many key performance items such as time arrived onsite, time of completion, materials used, and vehicle/equipment used.

SBP keeps historical records for every location which allows the technicians an additional resource when troubleshooting.

When creating a new service request, the SBP will query the location history and will flag the order if it is a repeated call out or duplicate order.

Technicians transmit response and routine maintenance items in real-time using IOS or Android devices.

The contractual Scope of Work and all maintenance activities are also available for technicians to review to ensure all tasks are completed within the specified timeframe.

Customer specific checklists for routine preventative maintenance will be available to the technicians so all required tasks are completed, per your Scope of Work.

-26 of 30-
Exhibit A

20.G

Customer Portal
The SBP Customer Portal gives our customers access to:

Monitor real-time status of routine maintenance and service calls Location history (sort/filter by date, location, call type, etc.) Overall historical maintenance and repair data
Real-time equipment inventories, maps, and event reporting Asset management (including digital photographs, GIS data, etc.)

-27 of 30-
Exhibit A

20.G

Tracking as Related to Invoicing
In addition to our Customer Portal, you will receive a detailed billing report with each invoice that lists labor and equipment hours billed for each service order.

-28 of 30-
Exhibit A

20.G

EXHIBIT “B”

COMPENSATION

BILLING RATES

Item Description Unit of
Measure
Unit Cost
Monthly Maintenance
1 LED Fixture
Maintenance Cobra
head
This includes the cost for all regular maintenance and associated tasks to maintain the cobrahead fixtures in the streetlight system as identified in section 13.1 of the RFP. This fee is expected to be all inclusive, with the sole exceptions being those items identified in the extraordinary maintenance section. This bid item shall include:
a) Fixture Replacement: Facilitate the entire RMA (return merchandise authorization) process for LED streetlight fixtures that have failed and still covered under the original manufacturer's warranty. This includes the cost to remove, complete the RMA process, and reinstall the fixture (regardless of it being fixed/replaced). Fixtures that are damaged by acts of nature (i.e., lightning strikes, etc.) will be replaced, although the cost of the fixture will be charged under Material Markup (Cost + 15%). b) Long-Life Photocells: Removal & Replacement of a failed photocells. c) Fuses: Replacement of failed fuses.
d) Fuse Holders: Replacement of failed fuse holders.
e) Hand Hole Covers: Replacement of missing hand hole covers (i.e., due to theft).
f) Troubleshooting: Respond to reports of a failed streetlight by city staff or residents. Our technician will spend up to 2 hours of time troubleshooting the streetlight to find what the issue might be (fixture, photocell, fuses, fuse holder, wiring issue, etc.). Troubleshooting which exceeds 2 hours, will be billed under Time and Material (Labor Rates, Equipment Rates, and Material Markup).
g) Night Survey: Perform a quarterly night drive inspection of all 35,832 streetlights belonging to WRCOG agencies. Prepare a report of outages that will be followed up by our technicians.

Per Light
/ Per
Month
$0.70
2 LED Fixture
Maintenance Decorative
This includes the cost for all regular maintenance and associated tasks to maintain the decorative fixtures in the streetlight system as identified in section 13.1 of the RFP. This fee is expected to be all inclusive, with the sole exceptions being those items identified in the extraordinary maintenance section. This bid item shall include:
a) Fixture Replacement: Facilitate the entire RMA (return merchandise authorization) process for Decorative LED fixtures that have failed and still covered under the original manufacturer's warranty. This includes the cost to remove, complete the RMA process, and reinstall the fixture (regardless of it being fixed/replaced). Fixtures that are damaged by acts of nature (i.e., lightning strikes, etc.) will be replaced, although the cost of the fixture will be charged under Material Markup (Cost + 15%). b) Long-Life Photocells: Removal & Replacement of a failed photocells. c) Fuses: Replacement of failed fuses.
d) Fuse Holders: Replacement of failed fuse holders.
e) Hand Hole Covers: Replacement of missing hand hole covers (i.e., due to theft).
f) Troubleshooting: Respond to reports of a failed streetlight by city staff or residents. Our technician will spend up to 2 hours of time troubleshooting the streetlight to find what the issue might be (fixture, photocell, fuses, fuse holder, wiring issue, etc.). Troubleshooting which exceeds 2 hours, will be billed under Time and Material (Labor Rates, Equipment Rates, and Material Markup).
g) Night Survey: Perform a quarterly night drive inspection of all 399 decorative fixtures belonging to WRCOG agencies. Prepare a report of outages that will be followed up by our technicians.

Per Light
/ Per
Month
$2.15
Extraordinary Maintenance (Reference pricing Only - this scope will be quoted on time and material basis) 3 LED Replacement
Cobra head
This includes the costs for labor and equipment (trucks, lifts, tools, traffic control, etc.) for replacing existing cobrahead fixtures with a new LED fixture, disposal and updating of WRCOG database with model number installed and installation date.

The replacement fixture cost is not included and will be charged at material cost plus the markup listed below.

Each $80.00
4 LED Replacement
Decorative
This includes the costs for labor and equipment (trucks, lifts, tools, traffic control, etc.) for replacing existing decorative fixtures with a new LED fixture, disposal and updating of WRCOG database with model number installed and installation date.

The replacement fixture cost is not included and will be charged at material cost plus the markup listed below.

Each $160.00
5 Street light pole ID tag This includes the labor for installation of a unique pole ID tag for each pole. Pole tags will be affixed to poles with an adhesive, no riveting or drilling will be performed. This price is based on installing one (1) pole tag. If multiple pole tags are grouped together, in the same member agency, a lower price could be provided.

Each $92.00
6 House side shield
installation
This includes the costs associated with the installation of a house side shield on an existing LED fixture, excluding the cost of the actual shield. Material will be charged at cost plus the markup listed below.

Each $67.00
-29 of 30-
Exhibit A

20.G

7 Knockdown pole
replacement No
foundation
This includes the costs associated with the replacement of an entire street light pole, luminaire arm, fixture and wiring typically associated with a street light knockdown that does not require replacement of the foundation. This is based on the following assumptions: a 28 foot, marbelite pole with a standard 87 watt LED cobra head fixture. The City understands that there will be considerable variation in costs for these repairs under the contract and anticipates work being authorized individually through a quote process. These repairs will not be completed as part of an initial emergency response. Costs are based on a single replacement with work completed during normal work hours scheduled within the requested repair interval.

Each $5,190.00
8 Knockdown pole
replacement with
foundation
This includes the costs associated with the replacement of an entire street light pole, luminaire arm, fixture and wiring typically associated with a street light knockdown that does require replacement of the foundation. This is based on the following assumptions: a 28 foot, marbelite pole with a standard 87 watt LED cobra head fixture. The City understands that there will be considerable variation in costs for these repairs under the contract and anticipates work being authorized individually through a quote process. These repairs will not be completed as part of an initial emergency response. Costs are based on a single replacement with work completed during normal work hours scheduled within the requested repair interval.

Each $7,920.00
9 Pull box lid replacement This includes the cost of labor, materials and equipment to purchase, supply and replace a pull box lid with a fiberlyte lid due to damage or missing lid.

Each $220.00
10 Pole graffiti abatement This includes the estimated cost per pole to remove or cover reported graffiti. Costs include labor, equipment and materials needed to complete each individual abatement assuming time required to abate graffiti is less than 30 minutes. Work limited to under 4SF and/or lower than 7ft.

Each $87.00
11 Overhead wiring
replacement
Total cost to repair or replace damaged overhead wiring. Cost provided per foot of wire being replaced. Costs include labor, equipment and materials to complete the repair during normal working hours. The City understands that there will be considerable variation in costs for these repairs under the contract and anticipates work being authorized individually through a quote process.

Per Foot $17.00
12 Pole painting This includes the costs on a per occurrence (per pole) basis for all labor, equipment and materials needed to prep and paint a standard metal street light pole (assume 30 foot). It is assumed that 10 poles would be scheduled for painting as a group, annually
Each $700.00
13 USA Dig Alert Yunex LLC typically prices this service out on a per occurrence basis. This includes the following: Our technician identifies the point of demarcation on site using field equipment. This is typically limited to approximately 100-150 linear ft per call out.

Each $245.00
Labor Rates
Item
#
Item Description Unit Quantity Regular Time Overtime Premium Time 14 Superintendent HR 1 $98.00 N/A N/A
15 Foreman HR 1 $137.00 $172.00 $207.00
16 Electrician HR 1 $130.00 $162.00 $193.00
17 Laborer HR 1 $110.00 $159.00 $159.00

Regular, Overtime, and Premium time explanation:

 Regular Hours are Monday through Friday (excluding holidays) from 7:30am to 4:00pm.  Overtime Hours are Monday through Friday after these work hours for the first four straight hours on any job as well as Saturday for the initial 8 working hours.  Premium Hours are Monday through Friday after four hours of OT on any one job, Saturdays after 8 hours on any one job, all day Sunday starting at 12:00am until Monday at 7:30am and all holidays starting at 12:00am until the next morning at 7:30am.

Equipment Rates
Item # Item Description Unit Quantity Unit Price
18 Service Truck HR 1 $30.00
19 Bucket Truck HR 1 $30.00
20 Crane Truck HR 1 $55.00

Material Markup
Item # Item Description Unit %
21 Material Markup % 15%

Yunex LLC requests the option to re-evaluate contract pricing using the US Consumer Price Index to calculate annual escalations.
-30 of 30-
Exhibit A

20.G

City of Hemet
City Council Meeting

STAFF REPORT
Meeting: City Council Meeting - Nov 14 2023
Department: Police Department
Submitted by: Mark Prestwich, City Manager
Eddie Pust, Police Chief, Martha Martinez, Management Analyst; ☐ Receive and File ☒ Consent Calendar ☐ Business Item ☐ Public Hearing TITLE:

A Resolution of the City Council of the City of Hemet, California, Accepting the 2023/24 Selective Traffic Enforcement Program (STEP) Grant of $115,000 from the State of California - Office of Traffic Safety and Authorize the Administrative Services Director to Establish an Expenditure Account and Budget for the Grant Period
RECOMMENDED ACTION:

It is respectfully recommended that the City Council:

Adopt a Resolution of the City Council of the City of Hemet, California, accepting the 2023/24 Selective Traffic Enforcement Program (STEP) Grant of $115,000 from the State of California - Office of Traffic Safety and authorize the Administrative Services Director to establish an expenditure account and budget for the grant period.

BACKGROUND:

The California Office of Traffic Safety (OTS) awards Federal National Highway Traffic Safety Administration funds on a competitive basis to state and local jurisdictions under the Selective Traffic Enforcement Program (STEP). The Hemet Police Department submitted a grant application and has been awarded a grant in the amount of $115,000.00 for the State’s 2023/24 fiscal year beginning October 1 and through September 30.

In 2022, there were 357 injury traffic collisions in Hemet, resulting in 568 people injured. Fatal traffic collisions in Hemet for the same year resulted in 7 deaths. Roughly 9% of those collisions involved the use of alcohol and/or drugs, and nearly half of the fatal collisions involved impaired drivers. There were 34 pedestrians and 13 bicyclists injured in traffic collisions in the City of Hemet during the same year.

ANALYSIS:

20.H

The Police Department has successfully used OTS grant funds to staff overtime operations with the goal of reducing traffic fatalities, injury collisions, and arresting DUI drivers. Given the current staffing levels, we find that deploying officers on an overtime basis is the best way to prevent collisions and remove impaired drivers from our roadways.

The grant strategies will include a public education campaign, basic and advanced field sobriety test training, DUI checkpoints and saturation patrols, pedestrian/bicycle safety enforcement, and motorcycle safety enforcement, among other overtime traffic enforcement activities. The grant objectives include 52 extra enforcement operations, specialized training for six officers, and the purchase of DUI checkpoint supplies such as traffic cones, visibility vests, lighting, electronic flares, anti-fatigue mats, and canopies.

The OTS STEP Grant award of $115,000 includes $104,511 for overtime, $4,489 for training in best practices for reducing injury and impaired-driving traffic collisions, and $6,000 for supplies.

STRATEGIC PLAN INTEGRATION:

GOAL ONE: QUALITY OF LIFE:

To ensure that Hemet is safe, clean, attractive and comfortable for all who live, work, and visit.

Objective 3: Increase Public Safety visibility and response.

GOAL FIVE: ORGANIZATIONAL EFFECTIVENESS
To identify the work needed inside the City organization to effectively provide services to the community and ensure financial stability.

Objective 1: Operate in a financially sustainable manner.

Objective 2: Evaluate existing practices to ensure continuity with industry best practices.

Objective 4: Increase employee retention by training and creating a positive workplace.

FISCAL IMPACT:

No match is required and grant administration is handled as a collateral duty with existing personnel; therefore, there is no impact to the general fund.

The Administrative Services Director will establish revenue expenditure appropriations for the grant period in Fund 232, Public Safety Grants.

Revenue:
$115,000 Account 232-0582

Expenditure:
$104,511 Account 232-XXXX-1300 Overtime
$ 4,489 Account 232-XXXX-2560 Training and Education $ 6,000 Account 232-XXXX-2700 Uniforms & Safety Equipment ATTACHMENT(S):

Attachment 1 Resolution STEP Grant
Attachment 2_Grant Agreement 23-24 OTS GRANT $115,000

20.H

CITY OF HEMET RESOLUTION NO. 2023-XXX 1
1 2
3 4
5 6
7 8
9 10
11 12
13 14
15 16
17 18
19 20
21 22
23 24
25 26
27 28

CITY OF HEMET

HEMET, CALIFORNIA
RESOLUTION NO. 2023-xxx

A RESOLUTION OF THE CITY COUNCIL OF THE CITY
OF HEMET, CALIFORNIA, ACCEPTING THE 2023/24

SELECTIVE TRAFFIC ENFORCEMENT PROGRAM
(STEP) GRANT OF $115,000.00 FROM THE STATE OF
CALIFORNIA – OFFICE OF TRAFFIC SAFETY AND

AUTHORIZE THE ADMINISTRATIVE SERVICES

DIRECTOR TO ESTABLISH AN EXPENDITURE

ACCOUNT AND BUDGET FOR THE GRANT PERIOD
The City Council of the City of Hemet, California (hereafter referred to as the “City Council”) does resolve as follows:

WHEREAS, the State of California - Office of Traffic Safety (OTS), issued a request for applications for the Selective Traffic Enforcement Program (STEP) – Fiscal Year 2023/24; and
WHEREAS, this program furthers the Organization’s strategic plans by enabling the Police Department to enhance public safety with additional, dedicated traffic enforcement thus improving the safety of our roadways; and WHEREAS, the Hemet Police Department submitted a competitive application to the State for funds to be used for Police Officer overtime for training classes, directed enforcement traffic operations, and supplies; and
WHEREAS, the Hemet Police Department has been awarded $115,000 for the grant the period of 10/01/2023 to 09/30/2024; and
WHEREAS, the City Council has determined that it is necessary for the efficient management and operation of the Police Department, that the grant funds be appropriated to the Police Department budget.

20.H

CITY OF HEMET RESOLUTION NO. 2023-XXX 2
1 2
3 4
5 6
7 8
9 10
11 12
13 14
15 16
17 18
19 20
21 22
23 24
25 26
27 28

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF HEMET FINDS, DETERMINES, ORDERS AND RESOLVES AS FOLLOWS:

SECTION 1. FINDINGS - The City Council hereby accepts the award of the 2023/24 California State Office of Traffic Safety (OTS) Grant in the amount of $ 115,000 for a grant period of October 2023 through September 2024.

SECTION 2. DETERMINES - Upon receipt of the award, the City Council authorizes the Administrative Services Director to establish an expenditure account and revenue and expenditure appropriations for the grant performance period.

SECTION 3. RESOLVES - This Resolution shall become effective on November 14, 2023.

20.H

CITY OF HEMET RESOLUTION NO. 2023-XXX 3
1 2
3 4
5 6
7 8
9 10
11 12
13 14
15 16
17 18
19 20
21 22
23 24
25 26
27 28
PASSED, APPROVED AND ADOPTED this 14th day of November, 2023. ____________________________
Joe Males, Mayor
ATTEST:
_____________________________
John Paul Maier, City Clerk

20.H

CITY OF HEMET RESOLUTION NO. 2023-XXX 4
1 2
3 4
5 6
7 8
9 10
11 12
13 14
15 16
17 18
19 20
21 22
23 24
25 26
27 28
State of California )
County of Riverside )
City of Hemet )
I, John Paul Maier, City Clerk of the City of Hemet, do hereby certify that the foregoing resolution was adopted by the Hemet City Council on the 14th day of November, 2023, and was passed by the following vote:

AYES: Council Members:

NOES: Council Members:

ABSTAIN: Council Members:

ABSENT: Council Members:
_____________________________
John Paul Maier, City Clerk

20.H

9/25/2023 8:17:12 AM Page 1 of 18

State of California – Office of Traffic Safety

GRANT AGREEMENT

GRANT NUMBER
PT24086

1. GRANT TITLE
Selective Traffic Enforcement Program (STEP)

2. NAME OF AGENCY 3. Grant Period
Hemet From:

To:
10/01/2023
09/30/2024 4. AGENCY UNIT TO ADMINISTER GRANT
Hemet Police Department

5. GRANT DESCRIPTION
Best practice strategies will be conducted to reduce the number of persons killed and injured in crashes involving alcohol and other primary crash factors. The funded strategies may include impaired driving enforcement, enforcement operations focusing on primary crash factors, distracted driving, night-time seat belt enforcement, special enforcement operations encouraging motorcycle safety, enforcement and public awareness in areas with a high number of bicycle and pedestrian crashes, and educational programs. These strategies are designed to earn media attention thus enhancing the overall deterrent effect.

6. Federal Funds Allocated Under This Agreement Shall Not Exceed: $115,000.00

7. TERMS AND CONDITIONS: The parties agree to comply with the terms and conditions of the following which are by this reference made a part of the Agreement:
 Schedule A – Problem Statement, Goals and Objectives and Method of Procedure  Schedule B – Detailed Budget Estimate and Sub-Budget Estimate (if applicable)  Schedule B-1 – Budget Narrative and Sub-Budget Narrative (if applicable)  Exhibit A – Certifications and Assurances
 Exhibit B* – OTS Grant Program Manual
 Exhibit C – Grant Electronic Management System (GEMS) Access *Items shown with an asterisk (*), are hereby incorporated by reference and made a part of this agreement as if attached hereto.

These documents can be viewed at the OTS home web page under Grants: www.ots.ca.gov.

We, the officials named below, hereby swear under penalty of perjury under the laws of the State of California that we are duly authorized to legally bind the Grant recipient to the above described Grant terms and conditions.

IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto.

8. Approval Signatures
A. GRANT DIRECTOR B. AUTHORIZING OFFICIAL
NAME:

TITLE:

EMAIL:

PHONE:

ADDRESS:

Gabriel Gomez

Sergeant

[email protected]

(951) 634-3037

450 E. Latham Ave.

Hemet, CA 92543
ADDRESS: Eddie Pust

Chief of Police

[email protected]

(951) 765-2400

450 E. Latham Ave.

Hemet, CA 92543
{{_es_signer2_signature}} {{_es_signer2_date}} {{_es_signer4_signature}} {{_es_signer4_date}} (Signature) (Date) (Signature) (Date)

C. FISCAL OFFICIAL

D. AUTHORIZING OFFICIAL OF OFFICE OF TRAFFIC SAFETY
ADDRESS: Martha Martinez

Management Assistant

[email protected]

(951) 765-2409

450 E. Latham Ave.

Hemet, CA 92543
ADDRESS: Barbara Rooney

Director

[email protected]

(916) 509-3030

2208 Kausen Drive, Suite 300
Elk Grove, CA 95758
{{_es_signer3_signature}} {{_es_signer3_date}} {{_es_signer6_signature}} {{_es_signer6_date}} (Signature) (Date) (Signature) (Date)

Gabriel Gomez (Oct 9, 2023 08:32 PDT)
Gabriel Gomez
Oct 9, 2023
Martha Martinez (Oct 10, 2023 09:38 PDT)
Oct 10, 2023
Eddie J. Pust (Oct 10, 2023 15:11 PDT)
Eddie J. Pust
Oct 10, 2023
Oct 10, 2023

20.H

9/25/2023 8:17:12 AM Page 2 of 18

E. ACCOUNTING OFFICER OF OFFICE OF TRAFFIC SAFETY 9. SAM INFORMATION NAME: Carolyn Vu

SAM #:

REGISTERED
ADDRESS:

CITY:

ZIP+4:

DJBVYNK4LEk8

445 E. Florida Avenue
Hemet
92543-4209
ADDRESS: 2208 Kausen Drive, Suite 300
Elk Grove, CA 95758

10. PROJECTED EXPENDITURES
FUND CFDA ITEM/APPROPRIATION F.Y. CHAPTER STATUTE PROJECTED

EXPENDITURES
164AL-24.1 20.608 0521-0890-101 2022 43/22 BA/22 $25,500.00 402PT-24.1 20.600 0521-0890-101 2022 43/22 BA/22 $13,600.00 164AL-24 20.608 0521-0890-101 2023 12/23 BA/23 $49,500.00 402PT-24 20.600 0521-0890-101 2023 12/23 BA/23 $26,400.00

AGREEMENT
TOTAL $115,000.00

AMOUNT ENCUMBERED BY THIS DOCUMENT
I CERTIFY upon my own personal knowledge that the budgeted funds for the current budget year are available for the period and purpose of the expenditure stated above.
$115,000.00

PRIOR AMOUNT ENCUMBERED FOR THIS

AGREEMENT
$ 0.00
OTS ACCOUNTING OFFICER’S SIGNATURE DATE SIGNED TOTAL AMOUNT ENCUMBERED TO DATE {{_es_signer5_signature}} {{_es_signer5_date}} $115,000.00

Carolyn Vu (Oct 10, 2023 15:51 PDT)
Oct 10, 2023

20.H

9/25/2023 8:17:12 AM Page 3 of 18

State of California – Office of Traffic Safety

GRANT AGREEMENT
Schedule A

GRANT NUMBER
PT24086

1. PROBLEM STATEMENT
Hemet is a city in the San Jacinto Valley in Riverside County, California. It covers a total area of 27.8 square miles, about half of the valley, which it shares with the neighboring city of San Jacinto. The Hemet Police Department is a municipal law enforcement agency serving approximately 95,000 residents. In 2022, there were 357 injury crashes in Hemet, resulting in 568 people injured. Roughly 9% of those injury crashes involved the use of alcohol and/or drugs. There were 34 pedestrians and 13 bicyclists injured from crashes in Hemet during the same year. We saw a slight decrease in fatal crashes from 9 deaths in 2021, to 7 deaths in 2022. Approximately 43% of all 2022 fatal crashes in Hemet involved impaired drivers.

Compounding the traffic safety problem, The Hemet Police Department has experienced a steady reduction in budget and personnel since 2008. At its peak, the department had 100 sworn police officer positions and enjoyed a robust traffic bureau consisting of 11 people. As of January 2023, department staffing has dropped to only 67 sworn officers and the traffic bureau is staffed with 5 personnel; 1 traffic sergeant, 1 traffic corporal, 2 motor officers and 1 non-sworn crash investigator. Patrol Officers in Hemet work non- overlapping twelve-hour shifts and are required to handle emergency calls for service, investigate traffic crashes, and enforce DUI laws. Additionally, the city has called for 7 day-a-week traffic coverage. Any available free time on patrol is shared between proactive crime prevention, traffic enforcement, and DUI enforcement.

In the past, The Hemet Police Department has successfully used O.T.S. grant funds to staff overtime operations with the goal of reducing fatalities, reducing injury crashes, and apprehending DUI drivers. Given our current department staffing levels and a drastic decline in personnel specifically assigned traffic, we find deploying officers on an overtime basis is the best way to decrease crashes and remove impaired drivers from our roadways.

2. PERFORMANCE MEASURES
A. Goals:

1. Reduce the number of persons killed in traffic crashes.

2. Reduce the number of persons injured in traffic crashes.

3. Reduce the number of pedestrians killed in traffic crashes.

4. Reduce the number of pedestrians injured in traffic crashes.

5. Reduce the number of bicyclists killed in traffic crashes.

6. Reduce the number of bicyclists injured in traffic crashes.

7. Reduce the number of persons killed in alcohol-involved crashes.

8. Reduce the number of persons injured in alcohol-involved crashes.

9. Reduce the number of persons killed in drug-involved crashes.

10. Reduce the number of persons injured in drug-involved crashes.

11. Reduce the number of persons killed in alcohol/drug combo-involved crashes.

12. Reduce the number of persons injured in alcohol/drug combo-involved crashes.

13. Reduce the number of motorcyclists killed in traffic crashes.

14. Reduce the number of motorcyclists injured in traffic crashes.

15. Reduce hit & run fatal crashes.

16. Reduce hit & run injury crashes.

17. Reduce nighttime (2100 - 0259 hours) fatal crashes.

18. Reduce nighttime (2100 - 0259 hours) injury crashes.

B. Objectives: Target Number

1. Issue a press release announcing the kick-off of the grant by November 15. The kick-off press releases and media advisories, alerts, and materials must be emailed to the OTS Public Information Officer at [email protected], and copied to your OTS Coordinator, for approval 14 days prior to the issuance date of the release.
1

20.H

9/25/2023 8:17:12 AM Page 4 of 18

2. Participate and report data (as required) in the following campaigns; Quarter 1:

National Walk to School Day, National Teen Driver Safety Week, NHTSA Winter Mobilization; Quarter 3: National Distracted Driving Awareness Month, National Motorcycle Safety Month, National Bicycle Safety Month, National Click it or Ticket Mobilization; Quarter 4: NHTSA Summer Mobilization, National Child Passenger Safety Week, and California's Pedestrian Safety Month.
10 3. Develop (by December 31) and/or maintain a “DUI BOLO” program to notify patrol and traffic officers to be on the lookout for identified repeat DUI offenders with a suspended or revoked license as a result of DUI convictions. Updated DUI BOLOs should be distributed to patrol and traffic officers monthly. 12 4. Send law enforcement personnel to the NHTSA Standardized Field Sobriety Testing (SFST) (minimum 16 hours) POST-certified training. 2 5. Send law enforcement personnel to the NHTSA Advanced Roadside Impaired Driving Enforcement (ARIDE) 16 hour POST-certified training. 2 6. Send law enforcement personnel to the Drug Recognition Expert (DRE) training. 1

7. Send law enforcement personnel to the DRE Recertification training. 1

8. Conduct DUI/DL Checkpoints. A minimum of 1 checkpoint should be conducted during the NHTSA Winter Mobilization and 1 during the Summer Mobilization. To enhance the overall deterrent effect and promote high visibility, it is recommended the grantee issue an advance press release and conduct social media activity for each checkpoint. For combination DUI/DL checkpoints, departments should issue press releases that mention DL's will be checked at the DUI/DL checkpoint. Signs for DUI/DL checkpoints should read "DUI/Driver's License Checkpoint Ahead." OTS does not fund or support independent DL checkpoints. Only on an exception basis and with OTS pre-approval will OTS fund checkpoints that begin prior to 1800 hours. When possible, DUI/DL Checkpoint screeners should be DRE- or ARIDE-trained.
2 9. Conduct DUI Saturation Patrol operation(s). 26

10. Conduct Traffic Enforcement operation(s), including but not limited to, primary crash factor violations.
12 11. Conduct highly publicized Distracted Driving enforcement operation(s) targeting drivers using hand held cell phones and texting.
2 12. Conduct highly publicized Motorcycle Safety enforcement operation(s) in areas or during events with a high number of motorcycle incidents or crashes resulting from unsafe speed, DUI, following too closely, unsafe lane changes, improper turning, and other primary crash factor violations by motorcyclists and other drivers. 2 13. Conduct highly publicized pedestrian and/or bicycle enforcement operation(s) in areas or during events with a high number of pedestrian and/or bicycle crashes resulting from violations made by pedestrians, bicyclists, and drivers. 2 14. Conduct Traffic Safety educational presentation(s) with an effort to reach community members. Note: Presentation(s) may include topics such as distracted driving, DUI, speed, bicycle and pedestrian safety, seat belts and child passenger safety.
2 15. Participate in highly visible collaborative DUI Enforcement operations. 2

16. Participate in highly visible collaborative Traffic Enforcement operations. 2

3. METHOD OF PROCEDURE
A. Phase 1 – Program Preparation (1st Quarter of Grant Year)  The department will develop operational plans to implement the “best practice” strategies outlined in the objectives section.
 All training needed to implement the program should be conducted in the first quarter.  All grant related purchases needed to implement the program should be made in the first quarter.  In order to develop/maintain the “DUI BOLOs,” research will be conducted to identify the “worst of the worst” repeat DUI offenders with a suspended or revoked license as a result of DUI convictions. The DUI BOLO may include the driver’s name, last known address, DOB, description, current license status, and the number of times suspended or revoked for DUI. DUI BOLOs should be updated and distributed to traffic and patrol officers at least monthly.

20.H

9/25/2023 8:17:12 AM Page 5 of 18

 Implementation of the STEP grant activities will be accomplished by deploying personnel at high crash locations.

Media Requirements Issue a press release approved by the OTS PIO announcing the kick-off of the grant by November 15, but no sooner than October 1. The kick-off release must be approved by the OTS PIO and only distributed after the grant is fully signed and executed. If you are unable to meet the November 15 deadline to issue a kick-off press release, communicate reasons to your OTS coordinator and OTS PIO.

B. Phase 2 – Program Operations (Throughout Grant Year)  The department will work to create media opportunities throughout the grant period to call attention to the innovative program strategies and outcomes.

Media Requirements

The following requirements are for all grant-related activities:
 Send all media advisories, alerts, videos, graphics, artwork, posters, radio/PSA/video scripts, storyboards, digital and/or print educational materials for grant-related activities to the OTS PIO at [email protected] for approval and copy your OTS coordinator. Optimum lead time would be 7 days before the scheduled release but at least 3 business days prior to the scheduled release date for review and approval is appreciated.
 The OTS PIO is responsible for the approval of the design and content of materials. The agency understands OTS PIO approval is not authorizing approval of budget expenditure or cost. Any cost approvals must come from the Coordinator.
 Pre-approval is not required when using any OTS-supplied template for media advisories, press releases, social media graphics, videos or posts, or any other OTS-supplied educational material.

However, copy the OTS PIO at [email protected] and your OTS coordinator when any material is distributed to the media and public, such as a press release, educational material, or link to social media post. The OTS-supplied kick-off press release templates and any kickoff press releases are an exception to this policy and require prior approval before distribution to the media and public.
 If an OTS-supplied template, educational material, social media graphic, post or video is substantially changed, the changes shall be sent to the OTS PIO at [email protected] for approval and copy to your OTS Coordinator. Optimum lead time would be 7 days prior to the scheduled release date, but at least 3 business days prior to the scheduled release date for review and approval is appreciated.
 Press releases, social media posts and alerts on platforms such as NextDoor and Nixle reporting immediate and time-sensitive grant activities (e.g. enforcement operations, day of event highlights or announcements, event invites) are exempt from the OTS PIO approval process. The OTS PIO and your Coordinator should still be notified when the grant-related activity is happening (e.g. car seat checks, bicycle rodeos, community presentations, DUI checkpoints, etc.).
 Enforcement activities such as warrant and probation sweeps, court stings, etc. that are embargoed or could impact operations by publicizing in advance are exempt from the PIO approval process. However, announcements and results of activities should still be copied to the OTS PIO at [email protected] and your Coordinator with embargoed date and time or with “INTERNAL ONLY: DO NOT RELEASE” message in subject line of email.  Any earned or paid media campaigns for TV, radio, digital or social media that are part of a specific grant objective, using OTS grant funds, or designed and developed using contractual services by a subgrantee, requires prior approval. Please send to the OTS PIO at [email protected] for approval and copy your grant coordinator at least 3 business days prior to the scheduled release date.
 Social media posts highlighting state or national traffic safety campaigns (Distracted Driving Month, Motorcycle Safety Awareness Month, etc.), enforcement operations (DUI checkpoints, etc.), or any other grant-related activity such as Bicycle rodeos, presentations, or events, are highly encouraged but do not require prior approval.
 Submit a draft or rough-cut of all digital, printed, recorded or video material (brochures, posters, scripts, artwork, trailer graphics, digital graphics, social posts connected to an earned or paid

20.H

9/25/2023 8:17:12 AM Page 6 of 18

media campaign grant objective) to the OTS PIO at [email protected] and copy your OTS Coordinator for approval prior to the production or duplication.  Use the following standard language in all press, media, and printed materials, space permitting:

Funding for this program was provided by a grant from the California Office of Traffic Safety, through the National Highway Traffic Safety Administration.  Space permitting, include the OTS logo on all grant-funded print materials, graphics and paid or earned social media campaign grant objective; consult your OTS Coordinator for specifics, format-appropriate logos, or if space does not permit the use of the OTS logo.  Email the OTS PIO at [email protected] and copy your OTS Coordinator at least 21 days in advance, or when first confirmed, a short description of any significant grant-related traffic safety event or program, particularly events that are highly publicized beforehand with anticipated media coverage so OTS has sufficient notice to arrange for attendance and/or participation in the event.

If unable to attend, email the OTS PIO and coordinator brief highlights and/or results, including any media coverage (broadcast, digital, print) of event within 7 days following significant grant- related event or program. Media and program highlights are to be reflected in QPRs.  Any press releases, work plans, scripts, storyboards, artwork, graphics, videos or any educational or informational materials that received PIO approval in a prior grant year needs to be resubmitted for approval in the current grant year.
 Contact the OTS PIO or your OTS Coordinator for consultation when changes from any of the above requirements might be warranted.

C. Phase 3 – Data Collection & Reporting (Throughout Grant Year)

1. Prepare and submit grant claim invoices (due January 30, April 30, July 30, and October 30)

2. Prepare and submit Quarterly Performance Reports (QPR) (due January 30, April 30, July 30, and October 30)
 Collect and report quarterly, appropriate data that supports the progress of goals and objectives.  Provide a brief list of activity conducted, procurement of grant-funded items, and significant media activities. Include status of grant-funded personnel, status of contracts, challenges, or special accomplishments.
 Provide a brief summary of quarterly accomplishments and explanations for objectives not completed or plans for upcoming activities.
 Collect, analyze and report statistical data relating to the grant goals and objectives.

4. METHOD OF EVALUATION
Using the data compiled during the grant, the Grant Director will complete the “Final Evaluation” section in the fourth/final Quarterly Performance Report (QPR). The Final Evaluation should provide a brief summary of the grant’s accomplishments, challenges and significant activities. This narrative should also include whether goals and objectives were met, exceeded, or an explanation of why objectives were not completed.

5. ADMINISTRATIVE SUPPORT
This program has full administrative support, and every effort will be made to continue the grant activities after grant conclusion.

20.H

9/25/2023 8:17:12 AM Page 7 of 18

State of California – Office of Traffic Safety

GRANT AGREEMENT
Schedule B

GRANT NUMBER
PT24086

FUND NUMBER CATALOG

NUMBER (CFDA)

FUND DESCRIPTION TOTAL AMOUNT
164AL-24 20.608 Minimum Penalties for Repeat
Offenders for Driving While
Intoxicated
$75,000.00
402PT-24 20.600 State and Community Highway
Safety
$40,000.00

COST CATEGORY FUND
NUMBER

UNIT COST OR
RATE

UNITS TOTAL COST TO
GRANT
A. PERSONNEL COSTS

Straight Time
$0.00
Overtime
DUI/DL Checkpoints 164AL-24 $9,200.00 2 $18,400.00
DUI Saturation Patrols 164AL-24 $1,610.00 26 $41,860.00 Collaborative DUI Enforcement 164AL-24 $1,600.00 2 $3,200.00 Benefits for 164AL OT @ 8.73% 164AL-24 $63,460.00 1 $5,540.00 Traffic Enforcement 402PT-24 $1,533.00 12 $18,396.00
Distracted Driving 402PT-24 $1,533.00 2 $3,066.00
Motorcycle Safety 402PT-24 $1,533.00 2 $3,066.00
Pedestrian and Bicycle Enforcement 402PT-24 $1,533.00 2 $3,066.00 Collaborative Traffic Enforcement 402PT-24 $1,533.00 2 $3,066.00 Traffic Safety Education 402PT-24 $1,000.00 2 $2,000.00 Benefits for 402PT OT @ 8.73% 402PT-24 $32,660.00 1 $2,851.00 Category Sub-Total $104,511.00
B. TRAVEL EXPENSES
In State Travel 402PT-24 $4,489.00 1 $4,489.00
$0.00
Category Sub-Total $4,489.00
C. CONTRACTUAL SERVICES
$0.00
Category Sub-Total $0.00
D. EQUIPMENT
$0.00
Category Sub-Total $0.00
E. OTHER DIRECT COSTS
DUI Checkpoint Supplies 164AL-24 $6,000.00 1 $6,000.00
Category Sub-Total $6,000.00
F. INDIRECT COSTS
$0.00
Category Sub-Total $0.00
GRANT TOTAL $115,000.00

20.H

9/25/2023 8:17:12 AM Page 8 of 18

State of California – Office of Traffic Safety

GRANT AGREEMENT
Schedule B-1

GRANT NUMBER
PT24086

BUDGET NARRATIVE

PERSONNEL COSTS
DUI/DL Checkpoints - Overtime for grant funded law enforcement operations conducted by appropriate department personnel.

DUI Saturation Patrols - Overtime for grant funded law enforcement operations conducted by appropriate department personnel.

Collaborative DUI Enforcement - Overtime for grant funded Collaborative DUI Enforcement operations conducted by appropriate department personnel
Benefits for 164AL OT @ 8.73% - Benefit breakdown:

Medicare 1.45%
WC 6.24%
Disability 0.79%
Unemployment 0.25%
Total Benefits 8.73%
Traffic Enforcement - Overtime for grant funded law enforcement operations conducted by appropriate department personnel.

Distracted Driving - Overtime for grant funded law enforcement operations conducted by appropriate department personnel.

Motorcycle Safety - Overtime for grant funded law enforcement operations conducted by appropriate department personnel.

Pedestrian and Bicycle Enforcement - Overtime for grant funded law enforcement operations conducted by appropriate department personnel.

Collaborative Traffic Enforcement - Overtime for grant funded Collaborative Traffic Enforcement operations conducted by appropriate department personnel
Traffic Safety Education - Overtime for grant funded traffic safety presentations or campaigns conducted by appropriate department personnel.

Benefits for 402PT OT @ 8.73% - Benefit breakdown:

Medicare 1.45%
WC 6.24%
Disability 0.79%
Unemployment 0.25%
Total Benefits 8.73%

TRAVEL EXPENSES
In State Travel - Costs are included for appropriate staff to attend conferences and training events supporting the grant goals and objectives and/or traffic safety. Local mileage for grant activities and meetings is included. Anticipated travel may include the OTS Traffic Safety Law Enforcement Forum and the California Traffic Safety Summit. All conferences, seminars or training not specifically identified in the Budget Narrative must be approved by OTS. All travel claimed must be at the agency approved rate. Per Diem may not be claimed for meals provided at conferences when registration fees are paid with OTS grant funds.

CONTRACTUAL SERVICES
-

EQUIPMENT
-

OTHER DIRECT COSTS
DUI Checkpoint Supplies - On-scene supplies needed to conduct sobriety checkpoints. Costs may include 28" traffic cones, MUTCD compliant traffic signs, MUTCD compliant high visibility vests (maximum of 10), traffic counters (maximum of 2), generator, gas for generators, lighting, reflective banners, electronic flares, PAS Device/Calibration Supplies, heater, propane for heaters, fan, anti-fatigue mats, and canopies.

Additional items may be purchased if approved by OTS. The cost of food and beverages will not be reimbursed. Each item must have a unit cost of less than $5,000 (including tax and shipping).

20.H

9/25/2023 8:17:12 AM Page 9 of 18

INDIRECT COSTS
-

STATEMENTS/DISCLAIMERS
There will be no program income generated from this grant.

Nothing in this “agreement” shall be interpreted as a requirement, formal or informal, that a particular law enforcement officer issue a specified or predetermined number of citations in pursuance of the goals and objectives here under.

Benefits for personnel costs can only be applied to straight time or overtime hours charged to the grant.

20.H

9/25/2023 8:17:12 AM Page 10 of 18

State of California – Office of Traffic Safety

GRANT AGREEMENT
Exhibit A

GRANT NUMBER
PT24086

Certifications and Assurances for Fiscal Year 2024 Highway Safety Grants (23 U.S.C. Chapter 4 or Section 1906, Public Law 109-59, as amended by Section 25024, Public Law 117-58)

The officials named on the grant agreement, certify by way of signature on the grant agreement signature page, that the Grantee Agency complies with all applicable Federal statutes, regulations, and directives and State r ules, guidelines, policies, and laws in effect with respect to the periods for which it receives grant funding. Applicable provisions include, but are not limited to, the following:

GENERAL REQUIREMENTS
The State will comply with applicable statutes and regulations, including but not limited to:

 23 U.S.C. Chapter 4—Highway Safety Act of 1966, as amended;  Sec. 1906, Public Law 109-59, as amended by Sec. 25024, Public Law 117-58;  23 CFR part 1300—Uniform Procedures for State Highway Safety Grant Programs;  2 CFR part 200—Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards;  2 CFR part 1201—Department of Transportation, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards.

NONDISCRIMINATION
(applies to all subrecipients as well as States)
The State highway safety agency [and its subrecipients] will comply with all Federal statutes and implementing regulations relati ng to nondiscrimination (“Federal Nondiscrimination Authorities”). These include but are not limited to:

 Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin);
 49 CFR part 21 (entitled Non-discrimination in Federally -Assisted Programs of the Department of Transportation— Effectuation of Title VI of the Civil Rights Act of 1964);  28 CFR 50.3 (U.S. Department of Justice Guidelines for Enforcement of Title VI of the Civil Rights Act of 1964);  The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects);  Federal-Aid Highway Act of 1973, (23 U.S.C. 324 et seq.), and Title IX of the Education Amendments of 1972, as amended (20 U.S.C. 1681-1683 and 1685-1686) (prohibit discrimination on the basis of sex);  Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. 794 et seq.), as amended, (prohibits discrimination on the basis of disability) and 49 CFR part 27;
 The Age Discrimination Act of 1975, as amended, (42 U.S.C. 6101 et seq.), (prohibits discrimination on the basis of age);
 The Civil Rights Restoration Act of 1987, (Pub. L. 100-209), (broadens scope, coverage, and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal aid recipients, subrecipients and contractors, whether such programs or activities are Federally-funded or not);  Titles II and III of the Americans with Disabilities Act (42 U.S.C. 12131-12189) (prohibits discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing) and 49 CFR parts 37 and 38;
 Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations (preventing discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low -income populations);
 Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency (requiring that recipients of Federal financial assistance provide meaningful access for applicants and beneficiaries who have limited English proficiency (LEP));
 Executive Order 13985, Advancing Racial Equity and Support for Underserved Communities through the Federal Government (advancing equity across the Federal Government); and  Executive Order 13988, Preventing and Combating Discrimination on the Basis of Gender Identity or Sexual Orientation (clarifying that sex discrimination includes discrimination on the grounds of gender identity or sexual orientation).

The preceding statutory and regulatory cites hereinafter are referred to as the “Acts” and “Regulations,” respectively.

GENERAL ASSURANCES

20.H

9/25/2023 8:17:12 AM Page 11 of 18

In accordance with the Acts, the Regulations, and other pertinent directives, circulars, policy, memoranda, and/or guidance, the Recipient hereby gives assurance that it will promptly take any measures necessary to ensure that:

“No person in the United States shall, on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program or activity, for which the Recipient receives Federal financial assistance from DOT, including NHTSA.”

The Civil Rights Restoration Act of 1987 clarified the original intent of Congress, with resp ect to Title VI of the Civil Rights Act of 1964 and other non-discrimination requirements (the Age Discrimination Act of 1975, and Section 504 of the Rehabilitation Act of 1973), by restoring the broad, institutional-wide scope and coverage of these nondiscrimination statutes and requirements to include all programs and activities of the Recipient, so long as any portion of the program is Federally assisted.

SPECIFIC ASSURANCES
More specifically, and without limiting the above general Assurance, the Recipient agrees with and gives the following Assurances with respect to its Federally assisted Highway Safety Grant Program:

1. The Recipient agrees that each “activity,” “facility,” or “program,” as defined in 49 CFR part 21 will be (with regard to an “activity”) facilitated, or will be (with regard to a “facility”) operated, or will be (with regard to a “program”) conducted in compliance with all requirements imposed by, or pursuant to the Acts and the Regulations.

2. The Recipient will insert the following notification in all solicitations for bids, Requests For Proposals for work, or material subject to the Acts and the Regulations made in connection with all Highway Safety Grant Programs and, in adapted form, in all proposals for negotiated agreements regardless of funding source:
“The [name of Recipient], in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Sta t. 252, 42 U.S.C 2000d to 2000d-4) and the Regulations, hereby notifies all bidders that it will affirmatively ensure that in any contract entered into pursuant to this advertisement, disadvantaged business enterprises will be afforded full and fair opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, or national origin in consideration for an award.”

3. The Recipient will insert the clauses of appendix A and E of this Assurance (also referred in every contract or agreement subject to the Acts and the Regulations.

4. The Recipient will insert the clauses of appendix B of DOT Order 1050.2A, as a covenant running with the land, in any deed from the United States effecting or recording a transfer of real property, structures, use, or improvements thereon or interest therein to a Recipient.

5. That where the Recipient receives Federal financial assistance to construct a facility, or part of a facility, the Assurance will extend to the entire facility and facilities operated in connection therewith.

6. That where the Recipient receives Federal financial assistance in the form of, or for the acquisition of, real property or an interest in real property, the Assurance will extend to rights to space on, over, or under such property.

7. That the Recipient will include the clauses set forth in appendix C and appendix D of this DOT Order 1050.2A, as a covenant running with the land, in any future deeds, leases, licenses, permits, or similar instruments entered into by the Recipient with other parties:
a. for the subsequent transfer of real property acquired or improved under the applicable activity, project, or program; and
b. for the construction or use of, or access to, space on, over, or under real property acquired or improved under the applicable activity, project, or program.

8. That this Assurance obligates the Recipient for the period during which Federal financial assistance is extended to the program, except where the Federal financial assistance is to provide, or is in the form of, personal property, or real property, or interest therein, or structures or improvements thereon, in which case the Assurance obligates the Recipient, or any transferee for the longer of the following periods:
a. the period during which the property is used for a purpose for which the Federal financial assistance is extended, or for another purpose involving the provision of similar services or benefits; or b. the period during which the Recipient retains ownership or possession of the property.

9. The Recipient will provide for such methods of administration for the program as are found by the Secretary of Transportation or the official to whom he/she delegates specific authority to give reasonable guarantee that it, other recipients, sub-recipients, sub- grantees, contractors, subcontractors, consultants, transferees, successors in interest, and other participants of Federal financial assistance under such program will comply with all requirements imposed or pursuant to the Acts, the Regulations, and this Assurance.

10. The Recipient agrees that the United States has a right to seek judicial enforcement with regard to any matter arising under the Acts, the Regulations, and this Assurance.

By signing this ASSURANCE, the State highway safety agency also agrees to comply (and require any sub -recipients, sub-grantees, contractors, successors, transferees, and/or assignees to comply) with all applicable provisions governing NHTSA's access to records, accounts, documents, information, facilities, and staff. You also recognize that you must comply with any program or complian ce reviews, and/or complaint investigations conducted by NHTSA. You must keep records, reports, and submit the material for r eview

20.H

9/25/2023 8:17:12 AM Page 12 of 18

upon request to NHTSA, or its designee in a timely, complete, and accurate way. Additionally, you must comply with all other reporting, data collection, and evaluation requirements, as prescribed by law or detailed in program guidance.

The State highway safety agency gives this ASSURANCE in consideration of and for obtaining any Federal grants, loans, contracts, agreements, property, and/or discounts, or other Federal-aid and Federal financial assistance extended after the date hereof to the recipients by the U.S. Department of Transportation under the Highway Safety Grant Program. This ASSURANCE is binding on the State highway safety agency, other recipients, sub-recipients, sub-grantees, contractors, subcontractors and their subcontractors', transferees, successors in interest, and any other participants in the Highway Safety Grant Program. The person(s) signing below is/ are authorized to sign this ASSURANCE on behalf of the Recipient.

THE DRUG-FREE WORKPLACE ACT OF 1988 (41 U.S.C. 8103)
The Subgrantee will provide a drug-free workplace by:
a. Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession or use of a controlled substance is prohibited in the grantee's workplace, and specifying the actions that will be taken against employees for violation of such prohibition;
b. Establishing a drug-free awareness program to inform employees about:

1. The dangers of drug abuse in the workplace;

2. The grantee's policy of maintaining a drug-free workplace;

3. Any available drug counseling, rehabilitation, and employee assistance programs;

4. The penalties that may be imposed upon employees for drug violations occurring in the workplace;

5. Making it a requirement that each employee engaged in the performance of the grant be given a copy of the statement required by paragraph (a);
c. Notifying the employee in the statement required by paragraph (a) that, as a condition of employment under the grant, the employee will—

1. Abide by the terms of the statement;

2. Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction;
d. Notifying the agency within ten days after receiving notice under subparagraph (c)(2) from an employee or otherwise receiving actual notice of such conviction;
e. Taking one of the following actions, within 30 days of receiving notice under subparagraph (c)(2), with respect to any employee who is so convicted—

1. Taking appropriate personnel action against such an employee, up to and including termination;

2. Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; f. Making a good faith effort to continue to maintain a drug-free workplace through implementation of all of the paragraphs above.

POLITICAL ACTIVITY (HATCH ACT)
(applies to all subrecipients as well as States)
The State will comply with provisions of the Hatch Act (5 U.S.C. 1501-1508), which limits the political activities of employees whose principal employment activities are funded in whole or in part with Federal funds.

CERTIFICATION REGARDING FEDERAL LOBBYING
(applies to all subrecipients as well as States)

CERTIFICATION FOR CONTRACTS, GRANTS, LOANS, AND COOPERATIVE AGREEMENTS

The undersigned certifies, to the best of his or her knowledge and belief, that:

1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal cont ract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement;

2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions;

3. The undersigned shall require that the language of this certification be included in the award documents for all sub - awards at all tiers (including subcontracts, subgrants, and contracts under grant, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly.