Hemet City Council
March 11, 2025

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(b) Consultant, its officers, employees, agents, or sub consultants, shall not, without prior written authorization from the City Manager or unless requested by the City Attorney of City, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. (c) If Consultant, or any officer, employee, agent, or sub consultant of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs, and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct. (d) Consultant shall promptly notify City should Consultant, its officers, employees, agents, or sub consultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder. City retains the right but has no obligation, to represent Consultant or be present at any deposition, hearing, or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right of City to control, direct, or rewrite said response.

SECTION 17. INDEMNIFICATION
(a) To the fullest extent permitted by law, Consultant shall indemnify, protect, defend (with legal counsel reasonably selected by the City) and hold harmless City and any and all of its elected and appointed officials, officers, employees, representatives and agents (“Indemnified Parties”) from and against any and all claims, actions and proceedings (whether at law or equity, administrative or judicial), demands, orders, judgments, losses, injuries (including, without limitation, injury to or death of an employee of Consultant or sub consultants), liabilities of every kind (including, without limitation, incidental and consequential damages, court costs, and litigation expenses, and fees of expert consultants or expert witnesses incurred in connection therewith and cost of investigation), damages, costs and expenses, including attorney’s fees and costs, (collectively "Claims") that arise out of, pertain to, or relate to, directly or indirectly, in whole or in part, performance of Services by Consultant, its officers, agents, employees, representatives, sub consultants, anyone directly or indirectly employed by any of them, or anyone that they control. Consultant’s duty to indemnify, protect, defend, and hold harmless Indemnified Parties, shall not include any Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. (b) Consultant agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this section from each and every sub consultant, subcontractor, or

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any other person or entity involved by, for, with, or on behalf of Consultant in the performance of this Agreement naming the Indemnified Parties as additional indemnitees. In the event Consultant fails to obtain such indemnity obligations from others as required here, Consultant agrees to be fully responsible according to the terms of this section. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth herein is binding on the successors, assigns, or heirs of Consultant and shall survive the termination of this Agreement and this section.

SECTION 18. INSURANCE
Consultant agrees to obtain and maintain in full force and effect during the Term of this Agreement the insurance policies set forth in Exhibit “C” “Insurance” and made a part of this Agreement.

All insurance policies shall be subject to approval by City as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the City Manager. Consultant agrees to provide City with copies of required policies upon request.

SECTION 19. ASSIGNMENT
The expertise and experience of Consultant are material considerations for this Agreement. City has an interest in the qualifications and capability of the persons and entities who will fulfill the duties and obligations imposed upon Consultant under this Agreement. In recognition of that interest, Consultant shall not assign or transfer this Agreement or any portion of this Agreement or the performance of any of Consultant’s duties or obligations under this Agreement without the prior written consent of the City, which may be given in the sole and absolute discretion of the City Manager. Any attempted assignment shall be ineffective, null, and void, and shall constitute a material breach of this Agreement entitling City to any and all remedies at law or in equity, including termination of this Agreement pursuant to Section 21 “Termination of Agreement.” City acknowledges, however, that Consultant, in the performance of its duties pursuant to this Agreement, may utilize sub consultants.

If in the performance of its duties Consultant utilizes sub consultants or subcontractors, Consultant covenants that subcontracts, if any, shall contain a provision making sub consultants or subcontractors subject to all provisions stipulated in this Agreement, including without limitation, the insurance obligations set forth in Section 18 “Insurance.” The Consultant acknowledges and agrees that the City is an intended beneficiary of any work performed by any sub consultant or subcontractor for purposes of establishing a duty of care between any sub consultant or subcontractor and the City.

SECTION 20. CONTINUITY OF PERSONNEL
Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant’s staff and subcontractors / sub consultants, if any, assigned to perform the Services.

Consultant shall notify City of any changes in Consultant’s staff and subcontractors/sub consultants, if any, assigned to perform the Services prior to and during any such performance.

SECTION 21. TERMINATION OF AGREEMENT

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

Consultant shall furnish to City a final invoice for work performed and expenses incurred by Consultant, prepared as set forth in Section 5 “Method of Payment and Invoicing” of this Agreement. This final invoice shall be reviewed and paid in the same manner as set forth in Section 5 “Method of Payment and Invoicing” of this Agreement. (e) Upon written notice, City may suspend all or any portion of Consultant’s performance under this Agreement at its sole option and for its convenience for a reasonable period of time not to exceed six (6) months. City will pay to Consultant a sum equivalent to the reasonable value of the services satisfactorily provided up to the date of suspension. City may rescind the suspension prior to or at six (6) months by providing Consultant with written notice of the rescission, at which time Consultant would be required to resume performance in compliance with the terms and provisions of this Agreement. Consultant will be entitled to an extension of time to complete performance under this Agreement equal to the length of the suspension unless otherwise agreed to in writing by the Parties.

SECTION 22. EXCUSABLE DELAYS
Neither Party shall be liable for damages, including liquidated damages, if any, caused by delay in performance or failure to perform due to causes beyond the control of either Party. Such causes include, but are not limited to, acts of God, acts of the public enemy, acts of federal, state or local governments, acts of City, court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather. The term and price of this Agreement shall be equitably adjusted for any delays due to such causes.

SECTION 23. NOTICES.

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

To City: City of Hemet
Attn: City Manager
445 E. Florida Ave.

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Hemet, CA 92543
To Consultant: [Insert Consultant’s Name]
Attn: [Insert Appropriate Party]
[Address Line]
[Address Line]
Notice shall be deemed effective on the date personally delivered or transmitted by facsimile or, if mailed, three (3) days after deposit of the same in the custody of the United States Postal Service.

SECTION 24. AUTHORITY TO EXECUTE.

The person or persons executing this Agreement on behalf of Consultant represents and warrants that he/she/they has/have the authority to so execute this Agreement and to bind Consultant to the performance of its obligations hereunder.

SECTION 25. ADMINISTRATION AND IMPLEMENTATION.

This Agreement shall be administered and executed by the City Manager or his or her designated representative. The City Manager shall have the authority to issue interpretations and to make amendments to this Agreement, including amendments that commit additional funds, consistent with Section 27 “Amendment” and the City Manager’s contracting authority under the Hemet Municipal Code.

SECTION 26. BINDING EFFECT.

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

SECTION 27. AMENDMENT.

No amendment to or modification of this Agreement shall be valid unless made in writing and approved by Consultant and by City. The City Manager shall have the authority to approve any amendment to this Agreement if the total compensation under this Agreement, as amended, would not exceed the City Manager’s contracting authority. All other amendments shall be approved by the City Council. The Parties agree that the requirement for written modifications cannot be waived and that any attempted waiver shall be void.

SECTION 28. WAIVER.

Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision nor a waiver of

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any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement.

SECTION 29. LAW TO GOVERN; VENUE.

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

SECTION 30. ATTORNEY’S FEES, COSTS AND EXPENSES.

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

SECTION 31. ENTIRE AGREEMENT.

This Agreement, including the attached exhibits and addendums, along with any amendments thereto, is the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed therein and supersedes all other agreements or understandings, whether oral or written, or entered into between Consultant and City prior to the execution of this Agreement. No statements, representations or other agreements, whether oral or written, made by any Party which are not embodied herein shall be valid and binding.

SECTION 32. SEVERABILITY.

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

SECTION 33. INCORPORATION AND CONFLICTING TERMS.
(a) The following documents are incorporated and made part of this Agreement by this reference:

1. All exhibits and addendums

2. All amendments

3. Consultant’s proposal, if any

4. Any laws, regulations, requirements, or restrictions, applicable to the funding source used by City to pay Consultant for any portion of work done under Agreement (“Funding Restrictions”)
(b) The documents listed above shall be referred to collectively as the “Agreement Documents.” The Agreement Documents are intended to be complementary, and a requirement in one Document is effective as if it appeared in all the Documents. In the event of a conflict between any of the Agreement Documents, the Documents

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shall be given effect in the following order: Funding Restrictions, Amendments (most recent first), this Agreement, Insurance requirements, exhibits and addendums, and Consultant’s proposal. Where the requirements of one Document are more stringent then another the more stringent shall govern.

SECTION 34. TIME OF THE ESSENCE.

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

SECTION 35. FEDERAL PROVISIONS.
[***Include this section only if applicable; delete otherwise. If applicable, you may also need to include some information in the RFP.***]When funding for the Services is provided, in whole or in part, by an agency of the federal government, Vendor shall also fully and adequately comply with the provisions included in Exhibit “D” (“Federal Requirements”) attached hereto and incorporated by reference. With respect to any conflict between such Federal Requirements and the terms of this Agreement and/or the provisions of state law, the more stringent requirement shall control. [SIGNATURE PAGE FOLLOWS]

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Signature Page

PROFESSIONAL SERVICES AGREEMENT
FOR [INSERT DESCRIPTION OF SERVICES, E.G. JANITORIAL SERVICES OR MATERIALS/EQUIPMENT FOR PURCHASE]
BETWEEN THE CITY OF HEMET AND [INSERT VENDOR’S NAME]
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first- above written.

CITY OF HEMET
___________________________
Mark Prestwich
City Manager
ATTEST:

CITY CLERK
By: ___________________________
APPROVED AS TO FORM:

CITY ATTORNEY
By: ____________________________

CONSULTANT
By:

Its:

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Exhibit A – Scope of Services
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EXHIBIT “A”

SCOPE OF SERVICES

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Exhibit B – Compensation
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EXHIBIT “B”

COMPENSATION
Compensation for the Services shall not exceed [insert amount].

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Exhibit C – Insurance
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EXHIBIT “C”

INSURANCE
(A)INSURANCE REQUIREMENTS. Consultant shall provide and maintain insurance, acceptable to the City, in full force and effect throughout the Term of this Agreement, against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Services by Consultant, its agents, representatives or employees. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Consultant shall provide the following scope and limits of insurance:

1. MINIMUM SCOPE OF INSURANCE. Consultant shall maintain the following types and limits of insurance.

2. MINIMUM LIMITS OF INSURANCE.

GENERAL LIABILITY INSURANCE. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted.

AUTOMOBILE LIABILITY INSURANCE. Consultant shall maintain automobile liability insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.

PROFESSIONAL LIABILITY (ERRORS & OMISSIONS) INSURANCE. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement.

WORKERS’ COMPENSATION INSURANCE. Consultant shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000 per accident or disease). Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees, and volunteers.

UMBRELLA OR EXCESS LIABILITY INSURANCE. [Optional depending on limits required]. As an option to meet the limits of insurance required by this Agreement, Consultant may obtain and maintain an umbrella or excess liability insurance policy with limits that will provide bodily injury, personal injury and property damage liability coverage at least as broad as the primary coverages set forth above, including commercial general liability, automobile liability, and employer’s liability. Such policy or policies shall include the following terms and conditions:

1. A drop-down feature requiring the policy to respond if any primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason;

2. Pay on behalf of wording as opposed to reimbursement;

3. Concurrency of effective dates with primary policies;

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Exhibit C – Insurance
Page | 2

4. Policies shall “follow form” to the underlying primary policies; and

5. Insureds under primary policies shall also be insureds under the umbrella or excess policies.
(B) OTHER PROVISIONS. Each insurance policy required by this Agreement shall be endorsed and state the coverage shall not be suspended, voided, canceled by the insurer or either Party to this Agreement, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to City. (C) OTHER REQUIREMENTS. Consultant agrees to deposit with City, at or before the effective date of this Agreement, certificates of insurance necessary to satisfy City that the insurance provisions of this contract have been complied with. The City Attorney may require that Consultant furnish City with copies of original endorsements effecting coverage required by this Section. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. City reserves the right to inspect complete, certified copies of all required insurance policies, at any time.

1. Upon request from the City, Consultant shall furnish certificates and endorsements from each subcontractor identical to those Consultant provides.

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

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

4. Coverage provided by Consultant shall be primary and any insurance or self- insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein 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 City before the City’s own insurance or self-insurance shall be called upon to protect it as a named insured.

5. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its sub consultants.

6. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, agents, and volunteers shall be

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Exhibit C – Insurance
Page | 3
additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies

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EXHIBIT “D”

FEDERAL PROVISIONS

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COST PROPOSAL
Partnering with the City of Hemet is not a responsibility we take lightly. If it becomes necessary, we are interested in collaborating with Hemet project leaders and stakeholders to create an even more custom scope of work for perfecting this important initiative.

Phase I. Market Research + Brand Strategy $31,000
Phase II. Creative $30,000
Phase III. Action + Implementation $24,000
Total $85,000
This cost proposal has been calculated with consideration to third party costs associated with the research (we subscribe to a research tool) and North Star’s blended hourly rate of $195/hr. Travel and miscellaneous expenses are additional and billed on a pass-through basis.

Fee Schedule
North Star will invoice the client in (3) installments for the branding initiative following the completion of scheduled milestones and deliverables, as follows:

The first payment of $28,333.33 will be billed at the start of the project.

The next third, or $28,333.33, will be billed at the completion of the research and strategy presentation.

The final payment of $28,333.34 is due upon project completion when all creative files are delivered.

Travel and miscellaneous expenses are additional and billed on a pass-through basis. 26

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COVER LETTER
February 3, 2025
Candace Sunds
City of Hemet
445 E. Florida Ave.

Hemet, CA 92543
Candace,
Thank you for the opportunity to respond to your RFP for Professional Branding Services for the City of Hemet. Having enjoyed time in Hemet as a part of other work in Riverside County, we would consider it an honor to work with you.

After learning about your situation, we believe North Star is the ideal partner to help the City of Hemet achieve its branding goals. As a leader in municipal branding, all of our work is focused on helping communities leverage their competitive strengths strategically, creatively, and tactically to increase resident recruitment, economic development, community pride, and professionalism. Our philosophy is simple: Your brand should connect the soul of your community to the heart of your consumers.

Through our process, we will be able to discover Hemet’s optimum positioning, the best use of resources to leverage your equity in a brand, and the ideal creative messages to help achieve your goals. In addition, we will provide guidance for you to coordinate and deploy the brand across the community and among your departments.

We have reviewed and understand the elements of the RFP. If North Star is awarded the project, we intend to perform the services listed in the RFP. We are willing to enter into a contract under the terms and conditions provided in the City of Hemet Professional Services Agreement, and we ask that the City consider the additional terms listed in the exceptions document that are specifically related to community branding. Please let me know if you have any questions regarding this proposal. Thank you once again.

Only the best,
Will Ketchum | CEO
O: 904.645.3160 x1006 • F: 904.645.6080 • C: 904.304.8742 [email protected]
North Star Place Branding + Marketing
1023 Kings Ave.

Jacksonville, FL 32207
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EXCEPTIONS + ADDITIONS
We have reviewed the City of Hemet's sample contract. While we do not offer these as hard exceptions, we would hope for the City's consideration of these terms should we advance to a contract. We are simply asking for the ability to discuss them further. These terms represent the specialized nature of our work and our helpful to the City, not just North Star. We would be glad to walk through them with a City representative.

Fee Schedule
Because many aspects of North Star’s work to produce Hemet’s brand run concurrently and North Star starts incurring costs immediately, North Star will invoice the client 33% of the project fee at contracting. The second 33%, or will be invoiced after the Research & Strategy presentation. The remaining 33% will be invoiced at the delivery of the Final Report. Travel expenses are additional and will be billed as incurred on a pass-thru basis.

A service charge of 1-1/2% (18% per annum) will be charged on all sums not paid within a 30-day period after the date of billing. The Client agrees to pay all costs of collection and a reasonable attorney's fee incurred in the collection of past due accounts.

Intellectual Property & Licensing of Third Party Assets North Star is committed to original, ownable work that will be transferred to the City of Hemet for full ownership, but certain realities of intellectual property must be addressed in an eventual contract. We would be glad to discuss them further:

Obligation of City to Conduct its Own Due Diligence and Secure IP and Trademark Clearance if Desired
As a courtesy, North Star may conduct informal, cursory trademark, copyright, and/or other intellectual property searches as part of its creative development process. However, North Star does not have expertise in intellectual property law, does not provide legal or professional advice, and conducts any such searches for convenience only. Prior to using or publishing any materials, recommendations, or deliverables provided by North Star, the Client should, and it is the Client’s responsibility to, engage its own legal counsel to conduct trademark, service mark, copyright, and other intellectual property searches, reviews, clearances, and to receive formal professional and legal opinions on the availability of and right to use materials, trademarks, service marks, and other intellectual property proposed, recommended, or delivered by North Star. If the Client proceeds with publication of, or adopts or uses any of North Star's produced materials, recommendations, or deliverables without first obtaining advice from its legal counsel, the Client does so at its own risk and expense.

North Star warrants that the artwork within any logos it provides to Client will be the original creations of North Star (the “Copyright Warranty”). However, notwithstanding any provision of the parties’ agreement to the contrary, except for the Copyright Warranty, North Star does not make any representations or warranties, whether express or implied, that any of North Star's produced materials, recommendations, or deliverables do not or will not infringe the trademark, service mark, or other intellectual property rights of any third party, and North Star will not provide Client or any other party or third party with any defense, indemnification, hold harmless, or reimbursement of any claims, costs, or 3

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expenses, arising out of or relating to the foregoing, other than a breach of the Copyright Warranty.

Warranty of Original Logo Art, Online Logo Search & Client Trademark Obligations With regard to the logo selected by the Client, North Star will test it with a basic online image search ahead of finalization to determine if there are any known likenesses or conflicts. The art within the logo will be an original creation and will become the property of the Client, but the online image search is not an exhaustive search tool.

North Star will alert the Client of online search findings but, ultimately, seeking a trademark for the logo will be the responsibility of the Client.

Obligation of City to Purchase Third Party Assets
Stock photography and typography used for the demonstration of creative concepts is not delivered, intended, or licensed for Client’s use, and Client shall not reproduce, modify, display, distribute, publish, or otherwise use them in any way without the City first obtaining and paying for its own usage rights and licenses with the appropriate stock image or typography provider. Additionally, City is responsible for securing rights to use locally oriented photos and other content provided to North Star and utilized in the educational website and in the Final Presentation or Final Report.

Indemnification
In addition to the City of Hemet’s indemnification, we would like to add this indemnification regarding City omissions or third parties.

North Star shall have no obligation or duty to defend, indemnify, or hold harmless to the extent any claims or suits are caused by the acts or omissions of the City, of any of the indemnified parties, or of any third party. North Star’s obligations and duty to defend, indemnify, and hold harmless set forth in this Agreement and/or in the agreement from or drafted by the City to which these Contract Additions are attached shall only apply to the extent the claims or suit are caused by North Star’s breach of this Agreement. 4

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INTRODUCTION
Firm Background
The Burdette Agency, Inc. dba North Star Place Branding + Marketing is permanently located in Jacksonville, Florida. North Star has been in business since the year 2000, is an operating unit of a Florida S-corporation, and has been financially stable since its founding.

Led by Will Ketchum and Anita Carter, the North Star team is comprised of knowledgeable professionals who specialize in research, strategy, brand creative, marketing, and media. Each team member has the place branding expertise to play a unique role in crafting the brand research and development initiative for Hemet.

As a full-service, integrated agency, North Star services are comprehensive and include these specializations:
● Research management
● Strategy and planning
● Brand and creative development/services
● Media planning and buying
● Photography and video production
● Web and digital marketing
● Social media strategy and management
● Public relations and issues management
● Program performance dashboarding and
analytics
Authorized Representative
Will Ketchum, CEO of North Star Place Branding + Marketing, is authorized to represent the firm.

Address: 1023 Kings Ave., Jacksonville, FL 32207
Phone Number: (904) 645-3160
Email Address: [email protected]
Experience: The Advantage of a Full-Service Place Marketing Specialist Over the last two decades, North Star has partnered with communities coast to coast, helping them become more competitive. Bottom line…communities are our passion, and we’ve got the success stories to prove it. We’re closely familiar with California through projects in Lodi, Riverside County, Indio, Santee, Kern County, Tehachapi, Bakersfield, Placer County, Menifee , and many others. Nationally, North Star has collaborated on high-level initiatives with the states of Florida and Mississippi; with well-known cities such as Providence, Rhode Island and Newark, New Jersey; and with smaller communities like Marshall, Minnesota and Petersburg, Alaska. All that varied expertise is important for Hemet because you want a firm with the chops, credentials, and gravitas to manage your project.

Our portfolio of work and record of problem-solving prove that we do not offer a stock solution.

The advantage of our specialization is that our process—which a generalist agency cannot replicate—helps us obtain precisely the right insights to develop the unique community brand identity you need to influence your audiences, build community pride, and create consistency among your departments. Rare in the place branding consulting industry, North Star is also a full-service agency that can help Hemet market well beyond the research, strategy, and brand creation stages.
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Process: How Strategy Drives Your Brand and Unites Your Community Our process combines a proven approach with customized creativity and out-of-the-box thinking specific to Hemet’s situation. It begins with detailed research and expert-driven strategy development. Then it builds vivid brands in the real world through award-winning visual identity design and an action plan implementable by your team (or with our assistance as needed) within your budget and timeline.

Research and strategy will be paramount to reaching consensus concerning the direction of the brand well before any decisions about creative elements and activation are made. We find that the strongest connections between a community and its brand are made when everyone understands and supports the ideas that underlie the eventual logo and tagline. Thus, our process and guidance is centered first on creating understanding and buy-in to a DNA and strategic platform. This critical, foundational asset will outlive any campaign because it is the underlying truth and driving force of your community. With consensus on it, the creative decisions that follow will be relatively simple for your committee. Time and time again, we have learned that strategy unites and inspires partner compliance and ultimately changes behavior. 7

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REFERENCES
Buffalo Grove, IL
Ms. Molly Gillespie
Director of Communications and Engagement
Village of Buffalo Grove
50 Raupp Boulevard, Buffalo Grove, IL 60089
630.204.0995
[email protected]
Apr. 2023 - Dec. 2023
North Star worked with the Village of Buffalo Grove to develop a community-wide brand for the municipal government. Our scope of work included extensive internal and external research, strategy formation, creative brand development, and action and implementation planning.

Riverside County Office of Economic Development
Ms. Colleen Pace
Chief Sales & Marketing Officer
Visit Greater Palm Springs
70100 CA-111, Rancho Mirage, CA 92270
760.969.1347
[email protected]
Feb. 2023 - Nov. 2024
North Star worked with Visit Greater Palm Springs to create a brand for the Riverside County Office of Economic Development. Our scope included research in the business community, research and audit of competitors, strategy formation, creative brand and messaging development, and action planning.

Owatonna, MN
Mr. Brad Meier
President/CEO
Owatonna Area Chamber of Commerce & Tourism
120 South Oak Ave., Owatonna, MN 55060
507.451.7970
[email protected]
Nov. 2022 - Oct. 2023
North Star worked with the City of Owatonna to create a comprehensive brand for the City, Chamber of Commerce, Tourism, and Economic Development. Our process included extensive research inside and outside of the community, strategy formation, creative brand development for each of the entities, and action and implementation planning through a multi-year marketing plan.
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THE NORTH STAR TEAM
North Star will assign 13 team members to the Hemet branding project. Sam Preston will be your Project Manager and point of contact for any questions and issues throughout the project.

Anita Carter
EVP, Managing Director
Driven by avid curiosity—be it learning the origin of a word or phrase or everything there is to know about a place—Anita is an explorer at heart. The need to know how things work and what "makes people tick" led her to a Psychology degree with a focus in marketing. From being on the team that developed some big consumer brands like the Cadillac Escalade to overseeing an international spa skincare brand and developing place brands in her home state of Florida, the desire to know what is going on "behind the curtain" has proven a truly valuable asset. At North Star, Anita gets involved at every level digging into research to help develop sound strategic foundations and bringing those ideas to life through big ideas, expressive writing, and creative expressions. When she's not busy figuring things out, Anita is exploring the world with many of her adventures taking her to wine growing regions, a passion she shares with her husband.

Education: Florida State University
Sam Preston
Vice President, Project Leadership • Project Manager
Having lived in the west and the southeast, Sam is well traveled. Growing up in Idaho, he developed a natural wanderlust and a love of wide open spaces, viewpoints, and opportunities. His studies led him to Utah, and there he caught the marketing and branding bug at some of Salt Lake City’s best branding agencies. As a Floridian, Sam now enjoys a different kind of wide open space with his growing family. With nearly a dozen years of experience advising clients, Sam is known as a highly organized, steady force at the table for every project. He is a champion of the client’s interests, but with a keen eye for the brand and marketing approach that will serve them best.

Education: Utah Valley University
Roberto Muñoz
Vice President, Research + Market Insights
Writing, marketing, research—all done with careful accuracy and quick wit:

Roberto is a five-tool player for the placemaking game thanks to his endless energy and versatile skill set. After a stint at a downtown Nashville marketing agency, Roberto joined North Star as a supportive teammate with a penchant for finding the right words—and numbers—to tell a community’s story in vivid detail. Whether working on business development or a research presentation, he always looks to learn about unique towns and cities nationwide and about the character and voice that sets them apart. He also puts his dual language skills to work for our many clients that have Hispanic populations. If he’s not poring over commas and decimal 10

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points, he’s likely catching a minor league ballgame in Nashville’s Germantown or making a seasonal pilgrimage to Wrigley Field in Chicago.

Education: The University of Chicago
Angela Brangaccio
Brand Strategy Director
Angela is a “place kind of person,” immersing herself in the soul of a community to help craft a distinctive brand. The places she’s called home include her birthplace of small-town Colorado, the island of Oahu in Hawaii, and Upstate New York. She has over a decade of experience in marketing, communications, and branding; previous clients include a Fortune 500 fintech company, a contemporary women’s fashion label, and a national chain of fitness clubs. Her expertise is the intersection of data and creativity, and building out strong strategies that are rooted in research. When she’s away from the office, she’s most likely adding stamps to her passport—she is a “place kind of person,” after all.

Education: University of North Florida
Robin Shattler
Community Development Manager
Raised in the heartland of Florida and having spent her college years on the plains of Auburn, Alabama, Robin has a soft spot for small-town America.

With an education in business marketing and intercultural communication, Robin brings a love of learning and a keen eye for detail to the North Star team. Well-traveled and well-versed in all-things-marketing—including graphic design, social media, and research—she uses her skills to develop business relationships that result in lasting change in our partner communities. After the workday is over, Robin trades in her pencil and keyboard to read fantasy novels and Twitter trends and spends her weekends cheering her sports teams on to victory.

Education: Auburn University
Patrick Golden
Executive Creative Director
With his background in history, passion for architecture, and love of a good story, Patrick loves learning about the place he hasn’t been, a town off the beaten path, or the true heart of a city. Combine these qualities with his love of strategy and design, and he is ready to distill all of this into design mark, logos, straplines, and narratives that are as authentic as the places they represent. And he’s got the awards to show it—dozens of Addys and an Effie for marketing effectiveness. Patrick has even painted the art on our walls and designed our office spaces. He’s a true Renaissance creative man. Being mistaken for a local is the greatest compliment you can pay Patrick. He always has a bag packed, a camera in his hand, and a sketchbook in his backpack, ready to rack-up as many miles and experiences as possible.

Education: Flagler College
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Amy Ploss-Samson
Creative + Operations Manager • Photographer
Originally hailing from Pennsylvania, Amy spent time in Savannah earning a Bachelor of Fine Arts from SCAD, established her career as a dynamic creative force in Jacksonville, Florida and spent three years in Japan before returning to Jacksonville and joining the North Star team. With over 15 years of experience in advertising and marketing along this path, it is safe to say her creative influence transcends borders. With a deeply rooted passion for visual storytelling and artistic expression, Amy brings her keen ability to uncover what is truly unique and a discerning eye for detail together to help bring brand stories to life for North Star clients. In her downtime, you can find Amy having adventures with her son and husband, hosting backyard BBQ’s for friends and family, and searching for her next vintage treasure.

Education: Savannah College of Art and Design
Haley Yacavone
Art Director
Originally from just outside of New Orleans, Haley has spent most of her life right here in Jacksonville, Florida. Since high school she’s been on the fast track to jump straight into the bustling Advertising industry. Haley graduated from University of South Florida in 3 short years with her Bachelor’s in Advertising and soon after moved to Richmond, Virginia to obtain her Master’s in Art Direction from the renowned Brandcenter program. She firmly believes that nothing is out of reach when you have wit and determination at your disposal.

When Haley isn’t diversifying her skillset to wow our clients, you can find her throwing tennis balls for her dogs or playing poker with friends and family.

Education: University of South Florida | MA, Brandcenter Jordan Flippin
Art Director
Perseverance, dependability and teamwork. These are the skills Jordan is known to exhibit in everything he does. A Jacksonville native but no stranger to small-town America, he understands that a brand sends a powerful message about who and what you are, and what sets you apart from the competition.

With over six years’ experience in creative solutions and project management, Jordan works relentlessly to produce impactful creative and strategies that lead communities toward their preferred futures. When Jordan isn’t learning a new tool in Photoshop, you can find him on the soccer field with his friends or traveling with his wife exploring somewhere new.

Education: University of North Florida
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Tyler Holder
Vice President, Strategic Communications + Accounts
While a Florida native, Tyler’s career and curiosity often takes him well beyond state lines. From supporting economic development projects to managing community initiatives across the U.S. and beyond, Tyler brings a wealth of experience in public relations, content creation, and social media management to our team. Whether it’s developing the positioning for a place marketing campaign or navigating complex, multi-layered local issues, his integrated mindset ensures we approach each project holistically, considering all perspectives and opportunities. As an avid and steadfast Jacksonville Jaguars fan, Tyler takes time away from the office to venture into a couple away stadiums in his teal and black each year—from New York, Houston, Nashville, Seattle, and more.

Education: University of North Florida
Sydney Gorak
Social Media + Content Manager
Fueled by a passion for journalism, Sydney brings creativity and excitement to developing content that brings North Star and our client’s social media handles to life. Born in Maryland and spent time in Pennsylvania before settling in Florida, Sydney has a passion for discovering what makes a place a community.

Sydney’s copywriting, social media marketing, and brand building experience pair nicely with our integrated team. When not focusing on our client’s social media efforts, you can find Sydney snapping photos or spending time on the beach.

Education: Flagler College
Mark Stevens
Executive Digital Officer
With more than 25 years in marketing and operations, Mark is our go-to guy for streamlining the processes that help us produce great work for each and every place we represent. His rich background spans Fortune 1000 companies and global leaders like FedEx. Much like his affinity for making music, Mark applies the same commitment and perfectionism to creating an excellent return and results for our agency and our clients. When he isn’t focused on improving operations for clients or playing guitar for intimate audiences, he enjoys spending time with his family. With an MBA from Vanderbilt, Mark never takes his eye off the bottom line while shaping the policies that impact our clients’ successes, too.

Education: University of Florida | MBA, Vanderbilt University 13

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Will Ketchum
CEO
Communities are everything—spirit, pride, livelihoods, ambitions, friendships, recreation, and most of all, home. With that point of view, Will is as passionate about community and place branding as they come. From our Jacksonville office, he manages North Star operations and is always close to clients and our work. He’s advised Fortune 1000 companies, major metros, and rural counties on marketing and brand strategy over his 30 years in the agency business and has a particular focus in community economic development. He has led a community-wide visioning process to create a competitive global identity for Jacksonville which involved a wide array of city leaders, stakeholder groups, and sponsors. Will has never seen a trail he didn’t want to take—whether it's traveling to solve branding challenges in amazing client communities or traveling for fun with his family.

Education: Vanderbilt University | MBA, University of North Carolina at Chapel Hill 14

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PROJECT TIMELINE
Getting Started Call Week 1
Phase I
Market Research + Brand Strategy
Situation Analysis Weeks 1 - 2
Research + Planning Audit Weeks 1 - 2
Communication + Media Audit Weeks 1 - 2
Community Engagement Website Weeks 1 - 2
In-Market (Tour, Focus Groups, Interviews) TBD
Online Community Survey + Brand Barometer Weeks 4 - 8
External Perception Study Weeks 6 - 10
Consumer Awareness + Perception Survey Weeks 8 - 10
Competitive Positioning Review Weeks 8 - 10
Situation Brief + Insight Development Week 11
DNA Definition Development Weeks 11 - 13
Research + Strategy Presentation Week 14
Phase II
Creative
Creative Brief Development (Internal) Week 15
Creative Workshop/Community Workshop Week 15
Foundational Creative Development Weeks 16 - 24
Custom Deliverable Development Weeks 25 - 27
Phase III
Action + Implementation
Community Communication + Rollout Guidance Weeks 28 - 30 Brand Action Ideas Weeks 31 - 34
Final Report + Presentation Weeks 35 - 36
Proposed Timeline 36 Weeks
Timeline is dependent upon an efficient client approval process, which requires that data and feedback from the client is received at key milestones. If the client approval and consensus process takes longer than 40 weeks, North Star will invoice any remaining contracted amount at that time and reserves the right to propose project extension fees at a blended hourly rate. 16

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APPROACH
The Hemet Opportunity
Centered in one of the country’s fastest-growing large counties, the City of Hemet bustles with opportunity. 340 days of sunshine paired with access to Diamond Valley Lake made this City a prime location for agriculture in the San Jacinto Valley. Now, these same assets play into the quality of life in Hemet, which earns the title of Tree City USA and provides residents with miles of parks and trails for recreation.

Hemet is well known for bringing history to life. For more than a century, actors have graced the stage of the Ramona Bowl Amphitheatre, sharing Helen Hunt Jackson’s story of love, change, and tragedy. Visitors travel far and wide to attend California’s Official Outdoor play, where many great stars got their start. After the final bow, curious minds continue their search into the past at the Hemet Museum and the Western Science Center, with exhibits ranging from train stations to the Pacific Mastodon.

The remarkable stories of times gone by do not overshadow the optimistic future of the City of Hemet. The City RISES as an economic driver in Riverside County, with plans to invest in the thriving healthcare sector and beyond. Hemet is putting its best foot forward, as it funds projects for public art and façade improvements. With new housing attracting a new population, the City cares about the story it tells and about the first impression it makes on residents and visitors—which is why branding is a key piece in the path ahead. As Hemet seeks to boost local pride, enhance its reputation, increase tourism, and attract talent and investors, a community-wide brand will promote Hemet’s best story and invite others to write their own.

Here are photos of North Star’s 2023 visit to Hemet. Our team thoroughly enjoyed the history, charm and beauty of the area!
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Philosophy + Approach
North Star’s only business focus is place branding and marketing. As such, we have developed a very strong philosophy on community branding and marketing in our two decades of experience.

North Star will not “create” the brand for Hemet. It already exists in the very DNA of your community. Rather, we will uncover your brand and bring it to life in ways that have meaning for your target audiences—residents, investors, businesses, talent, and city employees. Through our research, we may discover additional target audiences to pursue.

Uncovering Hemet 's unique DNA is essential to the success of all the marketing and community-building efforts that follow. Just as an individual’s DNA determines everything from how that person looks to how that person acts (as well as their health and vibrancy), your DNA should be the foundational touchstone for everything in your community from marketing to infrastructure to policy. As such, the heart of any truly impactful brand is a research-driven and authentic DNA Definition.

Once identified, this DNA Definition can drive consistent and powerful communications, focus brand development, shape experiences, impact your environment, and more. Because this DNA is central to the Hemet community, it has the capacity to drive the brands for all of your city departments, investors, initiatives, and campaigns.

METHODOLOGY
Account Management
Sam Preston, the Project Manager, will hold regular meetings with the City of Avondale Estates project leaders and report on a biweekly basis, outlining any significant meetings, discussions, actions, and results.

Getting Started Call: We will kick off the project through a joint meeting with the core North Star team members and Avondale Estates project leaders. We will review project goals, answer questions about the process, and share beginning steps.

Phase I: Market Research + Brand Strategy
Stakeholder Education
Inclusiveness and early understanding are critical to the smooth implementation of a community brand. Educating your residents, businesses, and stakeholders on the purpose, process, and possibility of a brand early is the first step in achieving buy-in from these important audiences.

Specific attention must be given to your Steering Committee to ensure that the leaders of this initiative share a vision for the purpose, desired outcomes, and accomplishments of this project.

One of the most valuable skills North Star brings to the branding table is an understanding of how to best navigate the political waters that surround a project. We know when projects can derail, how to maneuver difficult political situations, and whom to include in the process. With this in mind, we have developed strategies for sidestepping potential problems and keeping your branding initiative on course.
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Educational Presentation: Live PowerPoint presentation (during the in-market trip) to your Steering Committee and/or stakeholders groups (determined and assembled by you) for purposes of educating and furthering buy-in of community branding. This is not a canned presentation. We will collaborate with the City to determine who your audiences are and what you want to convey.

Then we will craft the presentation to meet those goals. This presentation can also be given in a public ‘town hall’ forum to engage the community in the process and to gather initial feedback from the public regarding opportunities to rebrand.

Community Engagement Website/Brand Story Site: This site serves as an online tool to direct traffic of Hemet residents and stakeholders interested in learning more about the project, getting involved in the research stage, or becoming a Brand Ambassador after the launch of the new brand. This is a terrific tool to engage the Hemet community. Here is an example of a live educational site for Johnson City, TN: brandjc.com
Research
North Star has identified the following research studies to help achieve Hemet ‘s branding and marketing goals. This compiled body of data points us in the direction we need to go to craft your story. You will notice both qualitative and quantitative studies included in this recommended matrix. North Star strongly advocates a mixed method approach to research because it will tell you not just “How, When, What, and Where” but also “Why.” Only through mixed methodology can your community obtain a true picture of where your brand is now, why, where it should be, and how your preferred identity can best be accomplished.

Situation Analysis: This establishes the current lay of the land from the perspective of your critical partners and stakeholders. We administer an online questionnaire to each of your key internal organizations. We then meet with each group during the in-market visit to more fully understand your primary objectives, general history, political landscape, resources, competitors, etc.

Research, Planning, Communications, + Media Audit: We conduct a comprehensive review of previous studies conducted by the City and planning documents. This includes the City’s Strategic Plan, community outreach and planning meetings, surveys, intercept surveys, volunteer discussions, and market research. In addition, we review and analyze marketing materials, branding, logos, social media, and messaging from public and private sector partners as well as recent press related to Hemet.

Site Visit + Familiarization Tour: Members of the North Star team will spend the better part of a week in Hemet conducting research. An important part of this trip is a FAM tour of Hemet’s attractions, meeting facilities, hotels/motels, restaurants, commercial sites, local businesses, retailers, parks, natural areas, and historic sites. We determine the tour itinerary with the help of Hemet project leadership.

Key Stakeholder Interviews + Focus Groups: Some of our most valuable pieces of insight for the purpose of defining your DNA and crafting your creative work come from these intensive one-on-one interviews and focus groups. With the assistance of the Hemet project leadership, we want to identify and speak to key stakeholders about Hemet (including city staff, board members, business community members, hoteliers, attraction owners, tour operators, nonprofit and civic organizations, etc.). We also want to talk to articulate individuals who are passionate about the City (artists, historians, teachers, coaches, ministers, matriarchs, patriarchs, activists, and more). 19

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Online Community Survey + Brand Barometer: Giving residents a forum for sharing is important.

We use some of the themes identified in the interviews and focus groups to craft a quantitative survey posted online for community-wide participation. The brand barometer, conducted as a part of the community survey, measures the strength of Hemet’s resident advocacy relative to the rest of the United States as a place to live, work, and play. In other words, how likely your residents are to advocate the community for starting a business or planning a visit. We promote this survey using traditional and social media. Fascinating similarities and differences between leadership perspectives and resident perspectives are often revealed.

External Perception Study: North Star conducts qualitative, in-depth phone interviews with professionals outside of Hemet to uncover contextual perspectives. In collaboration with the Hemet project team, we compile a list of 20 identified potential interviewees from a target pool of elected officials, third party site selectors, business executives in your preferred industries, tour operators, regional and state level executives in economic development and tourism, and other external influencers you identify.

Consumer Awareness + Perception Study: For even more data-driven insights, this survey is conducted using a statistically significant random sampling of consumers and non-consumers in two outside markets using research panels. Data will be cross-tabulated in a number of ways to reveal the most insightful patterns between consumer and non-consumer groups. For instance, perceptions and attitudes for those who have visited Hemet will be compared and contrasted to those who have not visited and are reporting perceptions purely on reputation. This is key to identifying any brand recognition issues. This study measures:
● Overall awareness and perceptions of Hemet
● Overall awareness and perceptions of competitor cities ● Measurements of Hemet’s delivery of quality of life indicators ● Consumer experiences in Hemet
● Attitudes regarding Hemet’s strengths and weaknesses ● Consumer opinions regarding what needs to be added or taken away ● Changes in consumer perceptions of Hemet after visiting ● Patterns of visitation activities associated with consumers’ primary purpose of visitation Competitive Positioning Review : We provide a brand messaging and marketing strategy analysis to evaluate Hemet’s position relative to the competition in the area. This review ranks each competitor based on their brand strength, economic development focus, and tourism focus.

Insights + Strategy
Our insights come from asking a number of thought-provoking questions: What brand ‘‘story’’ does the research tell? What emotional attachments can the brand hold? What are Hemet’s core values? How does the brand fit into the consumer’s lifestyle? How can the brand best be used to elicit Hemet’s desired responses? How does Hemet stand apart from competitors? These insight questions are compiled in a succinct storyline that leads directly to the Hemet strategic brand platform (DNA Definition). This platform is the critical touch point for all branded activity moving forward.

Situation Brief + Insight Development: We get our sharpest minds together at one time to review all of the research findings. Data on its face has limited value, but the connections between data points open up understanding and opportunity. The entire North Star team weaves together these connections into a compelling set of insights that start to tell Hemet’s story. 20

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DNA Definition (Brand Positioning Statement): Based on those insights, a guiding statement for the management and development of your brand is created. This definition should serve as the touch point for all Hemet activity moving forward. It will help bring consistency across the brand.

Many of our communities reference their DNA Definition when making decisions about everything from policy to infrastructure improvement to promotions. Included in your DNA Definition is:

Target audience: For whom Hemet has the most appeal
Frame of reference: Geographic context of Hemet
Point of difference: What makes Hemet special
Benefit: Why it should matter to the consumer
Here is an actual example of how this construct guided our client Santee, California and led to their “Do More. Due East.” brand positioning:

Target audience: For those wanting a close-knit community and wide-open opportunity,
Frame of reference: Santee, hugged by natural beauty along Santee Lakes and Mission Trails Park,
Point of difference: gives Southern California a new, strong point of connection Benefit: affording families the freedom to live their aspirations.

Research and Strategy Presentation + Report: This represents a critical juncture in the project.

We prepare a comprehensive review of all relevant research, insights, and recommended DNA Definition. We review the qualitative and quantitative analyses of Hemet’s current image and positioning. A preview of this presentation is shared with key branding committee members for editing and fine-tuning. The collaboratively perfected presentation is made in person at larger stakeholder meetings, and the accompanying report is shared digitally. DNA Definition approval is required before proceeding.

Phase II: Creative
Creativity
In this stage, the insights and strategy are transformed into tangible creative products that embody Hemet . An in-depth Creative Brief and a Creative Workshop guide this process.

Straplines, logos, color, looks, and messaging (with brand standards) are created. Additional deliverables will be developed to express the new brand identity in the context of its future use.

Creative Committee Workshop: A collaborative, interactive meeting between the North Star team and the Hemet creative committee (a group of your choosing) will explore the roles of different creative elements and identify creative preferences. Our goal is to most effectively hone in on the type of work you want without limiting the creative thinking of our writers, graphic designers, and art directors. This meeting is always a lot of fun for everyone involved. 21

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Community Creative Workshop: In addition, we would like to hold a 1 ½ hour public workshop session during our site visit or on a subsequent visit depending on scheduling. This workshop (usually held at an open, indoor public space or key partner space) allows interested citizens of your city to hear about the process and provide their input. North Star will start the session with the educational PowerPoint and then encourage attendees to provide their answers to various city character question prompts.

Straplines + Rationale (5): A strapline (tagline) is not the be-all and end-all for your brand, but it is the start of the story. Depending on how safe or edgy you want to be, Hemet straplines can capture people’s attention immediately and pique their curiosity or they can serve as a solid, hard-working tool that starts the job of positioning Hemet in the minds of consumers.

North Star will provide a minimum of five different straplines, along with rationale for the strengths of each line. We will conduct trademark searches (via the United States Patent and Trademark Office website) and Google searches to make sure there is basic clearance for each line presented. Upon selection, your legal team is required to conduct a more thorough search to ensure its availability, potentially securing a trademark if desired and avoiding any conflicts once in the market.

Logos (5): We will present a minimum of five logo options for the City of Hemet that represent a variety of concepts and provide a round of revisions to your selected logo. We will provide several variations of the selected logo, including secondary marks, vertical and horizontal layouts, and black and white versions.

Departmental Logos (2 each for 3 departments): Based on the finalist City logo, North Star can create derivative departmental logos. Logo variations will utilize a range of colors from the selected palette and other design elements to create a cohesive logo family while customizing each logo for the department’s needs. This scope contemplates creating two designs for each of three departments of the City’s choosing, with one round of refinements to a chosen finalist, ultimately arriving at three final delivered logos. Additional departments can be added at $300-500 per logo effort depending on complexity as determined through department head interviews.

Optional City Seal Refresh: While North Star will create a new civic logo for day-to-day marketing communications, we always recommend preserving the historic seal to honor the community’s history and also for use in more official applications (e.g. Council chambers, official documents, etc.). This measure is often very helpful in creating overall endorsement of the brand among elected officials, key stakeholders and residents. Within this scope and price, North Star proposes a refresh (or slight modernization) of the current seal should this be of interest to the City of Hemet.

Color Palettes (2): Once your logo decision is made, we open up the possibilities visually by allowing you to select between two distinct color palettes. This is a key decision in how your visual brand identity will “feel” since color evokes emotion.

Brand Narrative: Your DNA Definition articulates the core of what makes Hemet special. The narrative takes that core and describes it in artistic and compelling language for connecting emotionally with your different consumers. The narrative defines your personality and tone of voice. It can be woven into ad copy, placed on websites, integrated into speeches, and distributed to businesses to use in their own communications about the place they call home. The more it is used, the more widely your brand is dispersed.
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Looks (2): We craft two entirely different visual looks that allow you to choose how your brand messaging will be conveyed in terms of headlines, photography style, special graphic elements, detailing, and copy points. We will also provide a round of revisions for the look of your choice to ensure it reflects your exacting standards. The Creative Committee will select one look, and it will be applied to all subsequent deliverables.

Brand Standards Guide: This guide contains all the necessary information for using your logos, color palette, typefaces, language, and other key elements to ensure consistency across all mediums from any department or organization (print and electronic advertising, website design, media placement, public relations, event, templates, etc.). We provide digital and printed versions of this guide as well as InDesign files so you can edit the guide as necessary.

Custom Deliverables (8-10): To assist in the communication of the final brand concept, we will work with you to identify a list of 8-10 custom deliverables that target your specific goals. This is a powerful addition as it brings the logo and design to life through elements in the real world.

The production of associated materials remains outside of this scope—the deliverables are visual examples. Options include, but are not limited to:

Social Media Graphics • Templates (Email Signature, Presentation, Newsletter, etc.) • Website Layout Business Cards • Letterhead • Envelopes • Brochures • Building + Monument Signage • Vehicle Wraps Print and Electronic Advertising • Merchandise + Promotional Items • Built Environment Applications Phase III: Action + Implementation
Implementation
Following your brand’s development, North Star has the ability to implement a strategic action and communications plan to begin the work of repositioning Hemet in the marketplace. This plan comprises the fundamental action steps that ensure the brand gains traction and maintains momentum. Our goal, and yours, is to make sure that Hemet’s brand is the guiding principle for your future, not just a logo and line on your letterhead. This plan will be developed at/around the completion of the brand strategy and include estimated costs/budget and a suggested timeline for implementation.

Community Communication + Rollout Guidance: The first and most important audience for your brand and eventual campaign is your citizen base. To educate them on the process, the outcome, and the opportunity the new brand creates, North Star will prescribe a community rollout plan that details the brand and campaign to all interested stakeholders and citizens so that they can see, understand, and embrace it before the wider marketplace launch. This will include engaging those who sign up on the Community Engagement Website to be Brand Ambassadors.

Brand Action Ideas: These are both high-impact, custom ideas (up to 8) designed to raise the profile of the new Hemet brand and bring it to life in your community and foundational brand launch/implementation ideas and activities. Many of these ideas involve setting up the organization and cooperation that will propel your brand forward, while others serve as inspiration for brand adoption in creative and unique ways. Many of these ideas may be accessible via a best practices knowledge-sharing database that North Star developed. These ideas will address brand touchpoints ranging from economic development activities, the arts, infrastructure, and more.
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Final Report: At the completion of Phase III, we compile your brand into a final report that summarizes the research and takes viewers through the foundational creative development (line, logo, look, and color palette) as well as the steps of the action plan. Each step is illustrated using the custom deliverable designs. We always leave time for discussion to ensure understanding, buy-in, and a clean beginning to the ongoing implementation of your brand. Your final report will show the research, strategy, creative work, and action plan in their entirety and will be shared digitally along with raw data files, a logo suite, and JPEG image files of all deliverables and your brand style guide.

Phase IV: Evaluation (Future/Optional)
Evaluation + Results Tracking
Evaluation yields new information, which may lead to the beginning of a new planning cycle.

Information can be gathered from concept pre-testing, campaign impact in the marketplace, and tracking studies to measure a brand’s performance over time.

Ideally, evaluation answers two basic questions: Have responses to the brand among target audiences changed in the way the BrandPrint intended? And have these changes resulted in action that will achieve the desired objectives of the brand? The research studies in this plan are designed to produce benchmarks and results that can be used for comparison with future studies. Additionally, over two decades of community branding experience have shown us that true success can be seen in the spread of excitement, inspiration, and innovation surrounding your brand among residents and stakeholders. Lastly, we are always available to answer questions and help with later marketing riddles. We have maintained an ongoing personal and business relationship with most of our clients, some for more than a decade. These tracking studies are outside the proposed scope of work, but we wanted Hemet to be aware of their future availability.

We use the following tools to measure tactical effectiveness:

Social Media: We perform social listening audits for our clients and measure not only likes, shares, and friends but also qualitative factors, such as sentiment. 12-Month Follow Up: We follow up after a year of your brand implementation to discuss the successes you have enjoyed and hurdles that you are working to overcome. We provide suggestions and direction for next steps in your continual brand integration.

Brand Barometer: Getting the talk right on the street is the most important thing a community can do to bolster its development efforts. Word of mouth has always been important; in this post-digital world, it is essential. With the benchmark included in your brand study, the Brand Barometer becomes a simple and inexpensive way to track your results and validate your success in word of mouth advertising and resident advocacy. We strongly recommend a Brand Barometer measurement every year to track the progress of the community. 24

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CHALLENGE:

Done playing second fiddle… Over the past decade, Nashville has taken center stage on the national radar. Many of the smaller surrounding communities have been absorbed by Nashville’s famous brand becoming known as suburbs or bedroom communities. But nearby historic Gallatin has too much attitude and sense of self to be known as anyone’s suburb. Community leaders wanted a brand that clearly defineswhat makes Gallatin such a special place while still leveraging its prime location near Nashville.

INSIGHT:

Gallatin is that rare town that’s perfectly comfortable with its own place in the world. While the town has lots going for it (history, location, nature, opportunity), most of its attitude comes from the people who choose to live there. Folks from Gallatin would rather focus on enjoying their own lives than worry about keeping up with the Joneses, with Nashville, or with anyone else.

Strong character and strong opinions mean they do things their own way, with an eye toward what works not what’s trending. And they’re refreshingly unconcerned about trying to impress people – which is what impresses so many people who go there.

BRAND STRATEGY:

Gallatin is a city where grace and beauty coexist alongside a proudly preserved, this-is who- we-are grittiness that has not been scrubbed away in the name of progress and gentrification:

The line “True Grit. Amazing Grace.” immediately gets to what is distinctive about Gallatin.

Much of this character is wrapped up in the natural beauty of Gallatin, which fittingly takes center stage in the logo as a symbol for all the grit and grace in the community. The land is represented by lines at the top of the circle; The water, by waves below. The green and blue in the color palette reinforce this imagery, while a pop of orange for the city name represents energy, optimism and perseverance. In a competitive landscape where the majority of logos feature muted, distressed or historic colors, the goal of the Gallatin logo is to bring to life the vivid hues of the natural landscape and the character of the people.

BRAND SUCCESS:

Since initial implementation of the brand, Gallatin has had much success and been embraced by the community. The city was named “the nicest place in America” by Reader’s Digest in 2017.

Continued brand measurement is ongoing through North Star’s Evaluation & Results Tracking.

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CHALLENGE:

You’re the fi rst. You’re the largest. You’re known around the world for music and art. But people don’t even know where they are when they visit Indio - whether for the Coachella Valley Music and Arts Festival or Stagecoach Country Music Festival or tamales or golf or dates. How can you take an accurate nickname and make that meaningful, relevant and (most importantly) memorable for all aspects of the community, including economic development, all year long? And how can you do that for a city with a decentralized message and individual departments used to doing their own thing? INSIGHTS:

Indio is the largest and most authentic center of the Coachella Valley, and it has served as a gathering point for cultures, commerce and creativity for centuries. It invites the world to infi nite cultural exchange with signature events and a diversifying economy. A place of opportunity built on agrarian traditions with an energetic, youthful eye towards the future, Indio demonstrates an impressive scale of opportunity in the Valley amidst the beautiful desert landscape. Now, it has an opportunity to leverage its most well-known advantage (City of Festivals) to communicate the breadth and depth of how people, with their interests, their talents and their businesses, can step into the spotlight to garner the respect and regard they deserve in Indio, the Valley, and beyond.

BRAND STRATEGY:

Indio needed to lean into its defi ning descriptor but tell a broader story. Invite people to step into their spotlight. To enjoy their second act. Or upstage everything. North Star advised celebrating the gathering place for cultural exchange with leisure, commerce and community engagement. So Indio added meaning to the City of Festivals with an imperative and an invitation for people to TAKE CENTER STAGE. It compels the audience to act. The line places you at the center of the Valley. It connects to the nickname but goes beyond that to all the opportunity available in Indio. Businesses and entrepreneurs can know their enterprise will be important in Indio.

Indio also deserved a new mark that refl ected its legacy and exciting future. The result has a festive and welcoming feeling that matches the personality of the diverse community. It demonstrates Indio’s position as a place in the desert for respite, entertainment and cultural exchange. The unique letter shapes tie to festivals and celebrations with their notched edges calling to mind tickets or streamers, while the strong lines tie to Indio’s agricultural roots. The vibrant, festive color palette combines colors from the rich, natural environment into a hardworking, broad palette. Other visuals in Indio’s toolkit place the viewer in the same place as the human subject in the visual who is TAKING CENTER STAGE. The strong horizontal images give the background a monumental scope - taking advantage of Indio’s great natural vistas and exciting atmosphere. The use of strong brand colors unites the many images and allows each to feel unique while at the same time banding them together as a whole experience. This helps portray the multifaceted uniqueness of Indio. The subtle triangular indicator helps point the visual attention to the Indio logo, indicating that this is the place where you TAKE CENTER STAGE.

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CHALLENGE:

The City of Midlothian was experiencing the effects of rapid growth rippling from its northern neighbors—Dallas and Fort Worth. The population had nearly doubled each decade since 1990, and the few years following the COVID-19 outbreak saw Midlothian grow by over 10%. With newcomers moving in, the establishment of a second high school, and continued infrastructure expansion, Midlothian leadership wanted to assess the city’s identity. An earlier Midlothian brand was adopted in 2005, which modernized the city at the time. The brand gained a certain level of recognition, but the recent growth incited a need to rethink the city’s identity and ensure a relevant and modern image. Midlothian’s prior tagline pointed to the region more than it did to the city itself. Midlothian’s secondary nickname aligned with the city’s industrial heritage, which still reigns strong, but was simultaneously associated with a negative reputation of pollution, despite mitigation efforts. The city needed to create a brand that residents and businesses could endorse as something truly unique to Midlothian that instilled pride and shared the city’s strengths.

INSIGHT:

Midlothian is ideally located—with all that the metroplex has to offer but without the chaos and crowds. Regional developers have identifi ed the transportation corridor surrounding Midlothian as an opportunity for economic development. With an escarpment running through the city, Midlothian is literally carved out of the North Texas bedrock as an industrial power, best seen at its cement and steel plants. But even with the city’s economic success and infl ux of new residents, Midlothian maintains an enviable, small-town quality of life. Many praise their faith and fellowship for the strong sense of community; neighborly generosity is still a priority here.

It’s a place of opportunity for families and businesses alike, where people have the freedom to grow and prosper.

BRAND STRATEGY:

Midlothian shares the Texas ideals of celebrating tradition while embracing growth. The city is planning for the future well by allowing growth to come but staying true to the city’s foundations. Midlothian lays the groundwork for success—from great schools to economic investment to a caring community, and the city’s commitment to a neighborly, welcoming atmosphere and diversifying industry shines on a positive outcome.

All of this leads to the creation of a strong icon that is unique to Midlothian, featuring subtle heart-shaped pieces that come together to form a star. The strapline, “Strong Foundations.

Bright Futures.,” is a nice blend of Midlothian’s tradition and progress that ties in the industrial heritage, current momentum, and exciting placemaking activities.

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CHALLENGE:

Santee has spent decades surprising newcomers that ventured its way. But many in San Diego County were still completely unaware or just thought of it as the far East as in way inland, way far away, Santee found that old perceptions and expectations live long when inland communities only face inward. But talk to many newcomers to Santee over the last few decades and you will hear pride knowing that they got in on the secret here. Their message to others (with a subtle poke at their previous communities along the oceanfront) is that you don’t just coast in Santee, you thrive.

INSIGHTS:

Some described it as a 20-minute city meaning you can be almost anywhere in 20 minutes (unless at the peak of San Diego rush hour). The beach, downtown, the desert, the mountains, you name it.

So not that far really. What Santee has done quietly on its side of the county is create a close-knit, welcoming community where people can engage with their neighbors. The ability to connect with family, friends and neighbors without sacrifi cing economic or leisure opportunities makes the affordable, scenic location attractive.

BRAND STRATEGY:

North Star recommended focusing on young professionals and families with active lifestyles seeking a sense of community and belonging without giving up the best of Southern California and the freedom to chase their aspirations. The community’s 40th anniversary provided a great vehicle for reaching those along the coast and throughout Southern California.

Creative tools needed to identify, invite and introduce Santee to people who thought East County meant almost Arizona, which was a lot for creative elements to do effectively and succinctly. The logo successfully communicates forward momentum, personality, a welcoming nature, and the scenic inland experience. The “Do More. Due East.” line is memorable with consonance and rhythmic sounds. It tells audiences that there is a lot more in Santee than they may know and broadly challenges the low expectations some have of East County communities. The tone tells audiences they can do more with their families and their fi nances here, connecting access with affordability.

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00091740.2

PROFESSIONAL SERVICES AGREEMENT

BY AND BETWEEN

THE CITY OF HEMET

A CALIFORNIA MUNICIPAL CORPORATION
AND
THE BURDETTE AGENCY, INC. DBA NORTH STAR PLACE
BRANDING + MARKETING

A FLORIDA CORPORATION
AGREEMENT # 2025-069

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PROFESSIONAL SERVICES AGREEMENT

FOR PROFESSIONAL BRANDING SERVICES
BETWEEN THE CITY OF HEMET AND THE BURDETTE AGENCY, INC. DBA NORTH STAR PLACE BRANDING + MARKETING
THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and entered into this 12th day of March, 2025 (“Effective Date”), by and between the CITY OF HEMET (“City”), a California municipal corporation and The Burdette Agency, Inc. dba North Star Place Branding + Marketing, a Florida corporation (“Consultant”). For the purposes of this Agreement City and Consultant are sometimes hereinafter referred to as “Party” and hereinafter collectively referred to as the “Parties.”

RECITALS

1. City has sought by request for proposals the performance of the Professional Branding Services defined and described particularly in Section 2, “Scope of Services and Schedule of Performance” of this Agreement.

2. Consultant was selected by City to perform those services.

3. Consultant was selected by City on the basis of Consultant’s demonstrated competence and the professional qualifications necessary for the satisfactory performance of the services required.

4. City has authority to enter into this Agreement and the City Manager has authority to execute this Agreement.

5. The Parties desire to formalize the selection of Consultant for performance of those services defined and described particularly in Section 2 “Scope of Services” of this Agreement and desire that the terms of that performance be as particularly defined and described herein.

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

SECTION 1. TERM OF AGREEMENT
Subject to the provisions of Section 21 "Termination of Agreement" of this Agreement, the Term of this Agreement is through March 11, 2026, commencing on the Effective Date, unless otherwise extended by written agreement of the Parties.

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(a) The City Manager may, in his or her sole discretion, unilaterally exercise an option to extend the Agreement on a month-to-month basis following expiration on the same terms and conditions, including compensation as set forth in Section 4 “Compensation.” (b) Consultant acknowledges that the Agreement term may extend over multiple City fiscal years, and that the work and compensation under this Agreement is contingent on the City Council appropriating funding for and authorizing such work and compensation for those fiscal years. This Agreement may be terminated by the City Manager at the end of a fiscal year when sufficient funding is not appropriated and authorized for the subsequent fiscal year. City is not obligated to pay Consultant for any amounts not duly appropriated and authorized by the City Council.

SECTION 2. SCOPE OF SERVICES
Subject to this Agreement, all addendums and exhibits attached and incorporated hereto, Consultant agrees to perform the services and tasks set forth in Exhibit “A,” “Scope of Services” (hereinafter, the “Services”), and the City agrees to retain and does hereby retain Consultant for the Services.

SECTION 3. ADDITIONAL SERVICES
Consultant shall not be compensated for any work rendered in connection with its performance of this Agreement that is in addition to or outside of the Services unless such additional services are authorized in advance and in writing in accordance with Section 25 “Administration and Implementation” or Section 27 “Amendment” of this Agreement. If and when such additional work is authorized, such additional work shall be deemed to be part of the Services.

SECTION 4. COMPENSATION
(a) Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in Exhibit “B” “Compensation” and made a part of this Agreement by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed Ninety-Two Thousand Dollars ($92,000.00) (“Not to Exceed Amount”) unless additional compensation is approved in writing in accordance with Section 25 “Administration and Implementation” or Section 27 “Amendment” of this Agreement. (b) All City vendors and consultants receiving new contracts, contract renewals, or contract extensions must sign up to receive electronic payments through the City's Automated Clearing House (ACH) payments service/provider. Electronic payments are processed bi- weekly and are safe and secure. To enroll in ACH electronic payments contact [email protected].

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(c) Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant. (d) If this Agreement is extended pursuant to Section 1 “Term of Agreement,” the City shall pay the same rates specified in Exhibit “B” “Compensation.” SECTION 5. METHOD OF PAYMENT AND INVOICING
(a) Payment shall be made in accordance with City’s usual accounting procedures upon receipt and approval of an itemized invoice setting forth the services performed. The invoices shall be emailed to [email protected]. Under no circumstances shall the total amount paid to Consultant under this Agreement exceed the City Manager’s authority without approval by the City Council.
(b) Consultant shall submit within 30 days of the end of each phase, as specified in Exhibit “B” a complete and accurate written itemized invoice for services performed and/or goods provided. The invoice must be in a format approved by City. In order to receive payment, Consultant shall submit to City an itemized invoice, on a per phase basis, for services performed pursuant to this Agreement. Each itemized invoice shall identify at the top of the first page, the Not to Exceed Amount (as set by Section 4(a) above), the total amount billed to date, the services rendered during the billing period, and the amount due for the statement invoice for which reimbursement is sought in the statement invoice. The invoice shall detail charges by the following categories: labor (by sub- category), travel, materials, equipment, supplies, and sub consultant contracts. Sub consultant charges shall be detailed by the following categories: labor, travel, materials, equipment and supplies. If the compensation set forth in Section 4(a) and Exhibit “B” include payment of labor on an hourly basis (as opposed to labor and materials being paid as a lump sum), the labor category in each invoice shall include detailed descriptions of tasks performed and the amount of time incurred for or allocated to that task. City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. In the event that no charges or expenses are disputed, the invoice shall be approved and paid according to the terms set forth in subsection (c). In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission.
(c) Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, City will use its best efforts to cause Consultant to be paid within forty-five (45) days of receipt of Consultant’s correct and undisputed invoice. (d) The Parties estimate that performance of this Agreement will be accomplished without an increase in the Not to Exceed Amount. Consultant shall notify the City in writing whenever it has reason to believe that the costs the Consultant expects to incur under this Agreement in the following sixty (60) days, when added to all costs previously incurred,

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will exceed eighty percent (80%) of the Not to Exceed Amount specified herein. As part of the notification, the Consultant shall provide the City with a revised estimate of the total cost of performing this Agreement.

SECTION 6. INSPECTION AND FINAL ACCEPTANCE
City may inspect and accept or reject any of Consultant’s work under this Agreement, either during performance or when completed. City shall reject or finally accept Consultant’s work within sixty (60) days after submitted to City. City shall reject work by a timely written explanation, otherwise, Consultant’s work shall be deemed to have been accepted. City’s acceptance shall be conclusive as to such work except with respect to latent defects, fraud, and such gross mistakes as amount to fraud. Acceptance of any of Consultant’s work by City shall not constitute a waiver of any of the provisions of this Agreement including, but not limited to, Section 17 “Indemnification” and Section 18 “Insurance.” SECTION 7. OWNERSHIP OF DOCUMENTS
All original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents prepared, developed, or discovered by Consultant in the course of providing the Services pursuant to this Agreement shall become the sole property of City and may be used, reused or otherwise disposed of by City without the permission of the Consultant. Upon completion, expiration, or termination of this Agreement, Consultant shall turn over to City all such original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files, and other documents.

If and to the extent that City utilizes for any purpose not related to this Agreement any maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files, or other documents prepared, developed, or discovered by Consultant in the course of providing the Services pursuant to this Agreement, Consultant’s guarantees and warranties in Section 11 “Standard of Performance” of this Agreement shall not extend to such use of the maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents.

SECTION 8. INTELLECTUAL PROPERTY RIGHTS ASSIGNMENT
Consultant shall be committed to creating original, proprietary work that will be fully transferred to the City. However, certain intellectual property considerations shall be agreed upon as follows:

(a) Obligation of City to Conduct its Own Due Diligence and Secure IP and Trademark Clearance if Desired. As a courtesy, Consultant may conduct informal, cursory trademark, copyright, and/or other intellectual property searches as part of its creative development process. However, Consultant does not have expertise in intellectual property law, does not provide legal or professional advice, and conducts any such

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searches for convenience only. Prior to using or publishing any materials, recommendations, or deliverables provided by Consultant, the City should, and it is the City’s responsibility to, engage its own legal counsel to conduct trademark, service mark, copyright, and other intellectual property searches, reviews, clearances, and to receive formal professional and legal opinions on the
availability of and right to use materials, trademarks, service marks, and other intellectual property proposed, recommended, or delivered by Consultant. If the City proceeds with publication of, or adopts or uses any of Consultant's produced materials, recommendations, or deliverables without first obtaining advice from its legal counsel, the
City does so at its own risk and expense.

Consultant warrants that the artwork within any logos it provides to City will be the original creations of Consultant (the “Copyright Warranty”). However, notwithstanding any provision of the Parties’ agreement to the contrary, except for the Copyright Warranty,
Consultant does not make any representations or warranties, whether express or implied, that any of Consultant's produced materials, recommendations, or deliverables do not or will not infringe the trademark, service mark, or other intellectual property rights of any third party, and Consultant will not provide City or any other party or third party with any defense, indemnification, hold harmless, or reimbursement of any claims, costs, or expenses, arising out of or relating to the foregoing, other than a breach of the Copyright Warranty.
(b) Warranty of Original Logo Art, Online Logo Search & City Trademark Obligations.

With regard to the logo selected by the City, Consultant will test it with a basic online image search ahead of finalization to determine if there are any known likenesses or conflicts. The art within the logo will be an original creation and will become the property of the City, but the online image search is not an exhaustive search tool.

Consultant will alert the City of online search findings but, ultimately, seeking a trademark for the logo will be the responsibility of the City. (c) Obligation of City to Purchase Third Party Assets.

Stock photography and typography used for the demonstration of creative concepts is not delivered, intended, or licensed for City’s use, and City shall not reproduce, modify, display, distribute, publish, or otherwise use them in any way without the City first obtaining and paying for its own usage rights and licenses with the appropriate stock image or typography provider. Additionally, City is responsible for securing rights to use locally oriented photos and other content provided to Consultant and utilized in the educational website and in the Final Presentation or Final Report.

SECTION 9. CONSULTANT’S BOOKS AND RECORDS
(a) Consultant shall maintain any and all documents and records demonstrating or relating to Consultant’s performance of the Services. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, or other documents or records

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evidencing or relating to work, services, expenditures, and disbursements charged to City pursuant to this Agreement. Any and all such documents or records shall be maintained in accordance with generally accepted accounting principles and shall be sufficiently complete and detailed so as to permit an accurate evaluation of the Services provided by Consultant pursuant to this Agreement. Any and all such documents or records shall be maintained for three (3) years from the date of execution of this Agreement and to the extent required by laws relating to audits of public agencies and their expenditures. (b) Any and all records or documents required to be maintained pursuant to this section shall be made available for inspection, audit, and copying, at any time during regular business hours, upon request by City or its designated representative. Copies of such documents or records shall be provided directly to the City for inspection, audit and copying when it is practical to do so; otherwise, unless an alternative is mutually agreed upon, such documents and records shall be made available at Consultant’s address indicated for receipt of notices, “Section 23,” of this Agreement.
(c) Where City has reason to believe that any of the documents or records required to be maintained pursuant to this section may be lost or discarded due to dissolution or termination of Consultant’s business, City may, by written request, require that custody of such documents or records be given to the City. Access to such documents and records shall be granted to City, as well as to its successors in interest and authorized representatives.

SECTION 10. INDEPENDENT CONTRACTOR
(a) Consultant is and shall at all times remain a wholly independent contractor and not an officer, employee, or agent of City. Consultant shall have no authority to bind City in any manner, nor to incur any obligation, debt, or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. (b) The personnel performing the Services under this Agreement on behalf of Consultant shall at all times be under Consultant’s exclusive direction and control. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall have control over the conduct of Consultant or any of Consultant’s officers, employees, sub consultants or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that Consultant or any of Consultant’s officers, employees, or agents are in any manner officials, officers, employees or agents of City. (c) Neither Consultant, nor any of Consultant’s officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City’s employees. Consultant expressly waives any claim Consultant may have to any such rights.

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SECTION 11. STANDARD OF PERFORMANCE
Consultant represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the Services required under this Agreement in a thorough, competent, and professional manner. Consultant shall at all times faithfully, competently, and to the best of its ability, experience, and talent, perform all Services. In meeting its obligations under this Agreement, Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing services similar to the Services required of Consultant under this Agreement, and shall use such skill, prudence, and diligence as other members of Consultant’s profession commonly possess and exercise. In addition to the general standards of performance set forth in this section, additional specific standards of performance and performance criteria may be set forth in Exhibit “A” “Scope of Services” that shall also be applicable to Consultant’s work under this Agreement. Where there is a conflict between a general and a specific standard of performance or performance criteria, the specific standard or criteria shall prevail over the general.

SECTION 12. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND LICENSES

Consultant shall keep itself informed of and comply with all applicable federal, state, and local laws, statutes, codes, ordinances, regulations, and rules in effect during the term of this Agreement. Consultant shall at all times observe and comply with all such laws, ordinances, and regulations, and shall be solely responsible for any failure to comply with all applicable laws, ordinances, and regulations. Consultant represents and warrants that Consultant has obtained or shall promptly obtain all necessary licenses to perform the Services set forth in this Agreement and that such licenses are in good standing, including but not limited to obtaining a City business license. Consultant further represents and warrants that the services provided herein shall conform to all ordinances, policies, and practices of the City. Neither City nor any elected or appointed boards, officers, officials, employees or agents of City, shall be liable, at law or in equity, as a result of any failure of Consultant to comply with this section.

SECTION 13. PREVAILING WAGE LAWS
Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. To the extent applicable, Consultant shall defend, indemnify, and hold the City, its elected officials, officers, employees, and agents free and harmless from any claim or liability arising out of any failure or alleged failure of Consultant to comply with the Prevailing Wage Laws.

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SECTION 14. NONDISCRIMINATION
Consultant and subconsultants shall not unlawfully discriminate, harass, or allow harassment against any person because of sex, sexual orientation, gender, gender identity, gender expression, reproductive health decision-making, race, color, religious creed, marital status, ancestry, national origin, medical condition, genetic information, age, disability (mental and physical), or military or veteran status in connection with or related to the performance of this Agreement. Consultant and subconsultants shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code, § 12900 et seq.) and the applicable regulations promulgated thereunder (Cal. Code of Regs, tit. 2, § 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, § 12990 (a)-(f), are incorporated into this Agreement by reference and made a part hereof as set for in full (Cal. Code of Regs, tit. 2, § 7285.0, et seq.). Consultant shall include the non-discrimination and compliance provisions of this section in all subcontracts to perform work under this Agreement.

SECTION 15. CONFLICTS OF INTEREST
(a) Consultant covenants that neither it nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant’s performance of the Services. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the City Manager. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement. (b) City understands and acknowledges that Consultant is, as of the date of execution of this Agreement, independently involved in the performance of non-related services for other governmental agencies and private parties. Consultant is unaware of any stated position of City relative to such projects. Any future position of City on such projects shall not be considered a conflict of interest for the purposes of this section. (c) City understands and acknowledges that Consultant will, perform non-related services for other governmental agencies and private parties following the completion of the Services under this Agreement. Any such future service shall not be considered a conflict of interest for purposes of this section.

SECTION 16. CONFIDENTIAL INFORMATION; RELEASE OF INFORMATION (a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential unless such information is in the public

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domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the City Manager, except as may be required by law. (b) Consultant, its officers, employees, agents, or sub consultants, shall not, without prior written authorization from the City Manager or unless requested by the City Attorney of City, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. (c) If Consultant, or any officer, employee, agent, or sub consultant of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs, and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct. (d) Consultant shall promptly notify City should Consultant, its officers, employees, agents, or sub consultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder. City retains the right but has no obligation, to represent Consultant or be present at any deposition, hearing, or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right of City to control, direct, or rewrite said response.

SECTION 17. INDEMNIFICATION
(a) To the fullest extent permitted by law, Consultant shall indemnify, protect, defend (with legal counsel reasonably selected by the City) and hold harmless City and any and all of its elected and appointed officials, officers, employees, representatives and agents (“Indemnified Parties”) from and against any and all claims, actions and proceedings (whether at law or equity, administrative or judicial), demands, orders, judgments, losses, injuries (including, without limitation, injury to or death of an employee of Consultant or sub consultants), liabilities of every kind (including, without limitation, incidental and consequential damages, court costs, and litigation expenses, and fees of expert consultants or expert witnesses incurred in connection therewith and cost of investigation), damages, costs and expenses, including attorney’s fees and costs, (collectively "Claims") that arise out of, pertain to, or relate to, directly or indirectly, in whole or in part, performance of Services by Consultant, its officers, agents, employees, representatives, sub consultants, anyone directly or indirectly employed by any of them, or anyone that they control. Consultant’s duty to indemnify, protect, defend, and hold

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harmless Indemnified Parties, shall not include any Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. (b) Consultant agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this section from each and every sub consultant, subcontractor, or any other person or entity involved by, for, with, or on behalf of Consultant in the performance of this Agreement naming the Indemnified Parties as additional indemnitees. In the event Consultant fails to obtain such indemnity obligations from others as required here, Consultant agrees to be fully responsible according to the terms of this section. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth herein is binding on the successors, assigns, or heirs of Consultant and shall survive the termination of this Agreement and this section.
(c) Consultant shall have no obligation or duty to defend, indemnify, or hold harmless to the extent any claims or suits are caused by the acts or omissions of the City, of any of the indemnified parties, or of any third party. Consultant’s obligations and duty to defend, indemnify, and hold harmless set forth in this Agreement and/or in the agreement from or drafted by the City to which these Contract Additions are attached shall only apply to the extent the claims or suit are caused by Consultant’s breach of this Agreement.

SECTION 18. INSURANCE
Consultant agrees to obtain and maintain in full force and effect during the Term of this Agreement the insurance policies set forth in Exhibit “C” “Insurance” and made a part of this Agreement. All insurance policies shall be subject to approval by City as to form and content.

These requirements are subject to amendment or waiver if so approved in writing by the City Manager. Consultant agrees to provide City with copies of required policies upon request.

SECTION 19. ASSIGNMENT
The expertise and experience of Consultant are material considerations for this Agreement. City has an interest in the qualifications and capability of the persons and entities who will fulfill the duties and obligations imposed upon Consultant under this Agreement. In recognition of that interest, Consultant shall not assign or transfer this Agreement or any portion of this Agreement or the performance of any of Consultant’s duties or obligations under this Agreement without the prior written consent of the City, which may be given in the sole and absolute discretion of the City Manager. Any attempted assignment shall be ineffective, null, and void, and shall constitute a material breach of this Agreement entitling City to any and all remedies at law or in equity, including termination of this Agreement pursuant to Section 21 “Termination of Agreement.” City acknowledges, however, that Consultant, in the performance of its duties pursuant to this Agreement, may utilize sub consultants.

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If in the performance of its duties Consultant utilizes sub consultants or subcontractors, Consultant covenants that subcontracts, if any, shall contain a provision making sub consultants or subcontractors subject to all provisions stipulated in this Agreement, including without limitation, the insurance obligations set forth in Section 18 “Insurance.” The Consultant acknowledges and agrees that the City is an intended beneficiary of any work performed by any sub consultant or subcontractor for purposes of establishing a duty of care between any sub consultant or subcontractor and the City.

SECTION 20. CONTINUITY OF PERSONNEL
Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant’s staff and subcontractors / sub consultants, if any, assigned to perform the Services.

Consultant shall notify City of any changes in Consultant’s staff and subcontractors/sub consultants, if any, assigned to perform the Services prior to and during any such performance.

SECTION 21. TERMINATION OF AGREEMENT
(a) City may terminate this Agreement in its sole and absolute discretion, with or without cause, at any time by giving written notice of termination to Consultant. In the event such notice is given, Consultant shall cease immediately all work in progress. (b) Consultant may terminate this Agreement for cause at any time upon thirty (30) days written notice of termination to City.
(c) If either Consultant or City fail to perform any material obligation under this Agreement, then, in addition to any other remedies, either Consultant, or City may terminate this Agreement immediately upon written notice.
(d) Upon termination of this Agreement by either Consultant or City, all property belonging exclusively to City which is in Consultant’s possession shall be returned to City.

Consultant shall furnish to City a final invoice for work performed and expenses incurred by Consultant, prepared as set forth in Section 5 “Method of Payment and Invoicing” of this Agreement. This final invoice shall be reviewed and paid in the same manner as set forth in Section 5 “Method of Payment and Invoicing” of this Agreement. (e) Upon written notice, City may suspend all or any portion of Consultant’s performance under this Agreement at its sole option and for its convenience for a reasonable period of time not to exceed six (6) months. City will pay to Consultant a sum equivalent to the reasonable value of the services satisfactorily provided up to the date of suspension. City may rescind the suspension prior to or at six (6) months by providing Consultant with written notice of the rescission, at which time Consultant would be required to resume performance in compliance with the terms and provisions of this Agreement. Consultant will be entitled to an extension of time to complete performance under this Agreement equal to the length of the suspension unless otherwise agreed to in writing by the Parties.

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SECTION 22. EXCUSABLE DELAYS
Neither Party shall be liable for damages, including liquidated damages, if any, caused by delay in performance or failure to perform due to causes beyond the control of either Party. Such causes include, but are not limited to, acts of God, acts of the public enemy, acts of federal, state or local governments, acts of City, court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather. The term and price of this Agreement shall be equitably adjusted for any delays due to such causes.

SECTION 23. NOTICES.

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

To City: City of Hemet
Attn: City Manager
445 E. Florida Ave.

Hemet, CA 92543
To Consultant: North Star
Attn: Will Ketchum
1023 Kings Ave.

Jacksonville, FL 32207
Notice shall be deemed effective on the date personally delivered or transmitted by facsimile or, if mailed, three (3) days after deposit of the same in the custody of the United States Postal Service.

SECTION 24. AUTHORITY TO EXECUTE.

The person or persons executing this Agreement on behalf of Consultant represents and warrants that he/she/they has/have the authority to so execute this Agreement and to bind Consultant to the performance of its obligations hereunder.

SECTION 25. ADMINISTRATION AND IMPLEMENTATION.

This Agreement shall be administered and executed by the City Manager or his or her designated representative. The City Manager shall have the authority to issue interpretations and

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to make amendments to this Agreement, including amendments that commit additional funds, consistent with Section 27 “Amendment” and the City Manager’s contracting authority under the Hemet Municipal Code.

SECTION 26. BINDING EFFECT.

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

SECTION 27. AMENDMENT.

No amendment to or modification of this Agreement shall be valid unless made in writing and approved by Consultant and by City. The City Manager shall have the authority to approve any amendment to this Agreement if the total compensation under this Agreement, as amended, would not exceed the City Manager’s contracting authority. All other amendments shall be approved by the City Council. The Parties agree that the requirement for written modifications cannot be waived and that any attempted waiver shall be void.

SECTION 28. WAIVER.

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

SECTION 29. LAW TO GOVERN; VENUE.

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

SECTION 30. ATTORNEY’S FEES, COSTS AND EXPENSES.

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

SECTION 31. ENTIRE AGREEMENT.

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This Agreement, including the attached exhibits and addendums, along with any amendments thereto, is the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed therein and supersedes all other agreements or understandings, whether oral or written, or entered into between Consultant and City prior to the execution of this Agreement. No statements, representations or other agreements, whether oral or written, made by any Party which are not embodied herein shall be valid and binding.

SECTION 32. SEVERABILITY.

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

SECTION 33. INCORPORATION AND CONFLICTING TERMS.
(a) The following documents are incorporated and made part of this Agreement by this reference:

1. All exhibits and addendums

2. All amendments

3. Consultant’s proposal, if any

4. Any laws, regulations, requirements, or restrictions, applicable to the funding source used by City to pay Consultant for any portion of work done under Agreement (“Funding Restrictions”)
(b) The documents listed above shall be referred to collectively as the “Agreement Documents.” The Agreement Documents are intended to be complementary, and a requirement in one Document is effective as if it appeared in all the Documents. In the event of a conflict between any of the Agreement Documents, the Documents shall be given effect in the following order: Funding Restrictions, Amendments (most recent first), this Agreement, Insurance requirements, exhibits and addendums, and Consultant’s proposal. Where the requirements of one Document are more stringent then another the more stringent shall govern.

SECTION 34. TIME OF THE ESSENCE.

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

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PROFESSIONAL SERVICES AGREEMENT

FOR PROFESSIONAL BRANDING SERVICES
BETWEEN THE CITY OF HEMET AND THE BURDETTE AGENCY, INC. DBA NORTH STAR PLACE BRANDING + MARKETING
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first-above written.

CITY OF HEMET
___________________________
Mark Prestwich
City Manager
ATTEST:

CITY CLERK
By: ___________________________
APPROVED AS TO FORM:

CITY ATTORNEY
By: ____________________________

CONSULTANT
By:

Its:

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00091740.2
Exhibit A – Scope of Services
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EXHIBIT “A”

SCOPE OF SERVICES
Phase I: Market Research + Brand Strategy
Stakeholder Education
Inclusiveness and early understanding are critical to the smooth implementation of a community brand. Educating your residents, businesses, and stakeholders on the purpose, process, and possibility of a brand early is the first step in achieving buy-in from these important audiences.

Specific attention must be given to your Steering Committee to ensure that the leaders of this initiative share a vision for the purpose, desired outcomes, and accomplishments of this project.

One of the most valuable skills North Star brings to the branding table is an understanding of how to best navigate the political waters that surround a project. We know when projects can derail, how to maneuver difficult political situations, and whom to include in the process. With this in mind, we have developed strategies for sidestepping potential problems and keeping your branding initiative on course.

Educational Presentation: Live PowerPoint presentation (during the in-market trip) to your Steering Committee and/or stakeholder’s groups (determined and assembled by you) for purposes
of educating and furthering buy-in of community branding. This is not a canned presentation. We will collaborate with the City to determine who your audiences are and what you want to convey.

Then we will craft the presentation to meet those goals. This presentation can also be given in a public ‘town hall’ forum to engage the community in the process and to gather initial feedback from the public regarding opportunities to rebrand.

Community Engagement Website/Brand Story Site: This site serves as an online tool to direct traffic of Hemet residents and stakeholders interested in learning more about the project, getting involved in the research stage, or becoming a Brand Ambassador after the launch of the new brand. This is a terrific tool to engage the Hemet community. Here is an example of a live educational site for Johnson City, TN: brandjc.com
Research
North Star has identified the following research studies to help achieve Hemet ‘s branding and marketing goals. This compiled body of data points us in the direction we need to go to craft your story. You will notice both qualitative and quantitative studies included in this recommended
matrix. North Star strongly advocates a mixed method approach to research because it will tell you not just “How, When, What, and Where” but also “Why.” Only through mixed methodology can your community obtain a true picture of where your brand is now, why, where it should be, and how your preferred identity can best be accomplished.

Situation Analysis: This establishes the current lay of the land from the perspective of your critical
partners and stakeholders. We administer an online questionnaire to each of your key internal organizations. We then meet with each group during the in-market visit to more fully understand your primary objectives, general history, political landscape, resources, competitors, etc.

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Exhibit A – Scope of Services
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Research, Planning, Communications, + Media Audit: We conduct a comprehensive review of
previous studies conducted by the City and planning documents. This includes the City’s Strategic Plan, community outreach and planning meetings, surveys, intercept surveys, volunteer discussions, and market research. In addition, we review and analyze marketing materials, branding, logos, social media, and messaging from public and private sector partners as well as recent press related to Hemet.

Site Visit + Familiarization Tour: Members of the North Star team will spend the better part of a week in Hemet conducting research. An important part of this trip is a FAM tour of Hemet’s attractions, meeting facilities, hotels/motels, restaurants, commercial sites, local businesses, retailers, parks, natural areas, and historic sites. We determine the tour itinerary with the help of Hemet project leadership.

Key Stakeholder Interviews + Focus Groups: Some of our most valuable pieces of insight for the purpose of defining your DNA and crafting your creative work come from these intensive one-on-one interviews and focus groups. With the assistance of the Hemet project leadership, we want to identify and speak to key stakeholders about Hemet (including city staff, board members, business community members, hoteliers, attraction owners, tour operators, nonprofit and civic organizations, etc.). We also want to talk to articulate individuals who are passionate about the City (artists, historians, teachers, coaches, ministers, matriarchs, patriarchs, activists, and more).

Online Community Survey + Brand Barometer: Giving residents a forum for sharing is important. We use some of the themes identified in the interviews and focus groups to craft a quantitative survey posted online for community-wide participation. The brand barometer, conducted as a part of the community survey, measures the strength of Hemet’s resident advocacy relative to the rest of the United States as a place to live, work, and play. In other words, how likely your residents are to advocate the community for starting a business or planning a visit. We promote this survey using traditional and social media. Fascinating similarities and differences between leadership perspectives and resident perspectives are often revealed.

External Perception Study: North Star conducts qualitative, in-depth phone interviews with professionals outside of Hemet to uncover contextual perspectives. In collaboration with the Hemet project team, we compile a list of 20 identified potential interviewees from a target pool of elected officials, third party site selectors, business executives in your preferred industries, tour
operators, regional and state level executives in economic development and tourism, and other external influencers you identify.

Consumer Awareness + Perception Study: For even more data-driven insights, this survey is conducted using a statistically significant random sampling of consumers and non-consumers in two outside markets using research panels. Data will be cross-tabulated in a number of ways to reveal the most insightful patterns between consumer and non-consumer groups. For instance, perceptions and attitudes for those who have visited Hemet will be compared and contrasted to

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Exhibit A – Scope of Services
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those who have not visited and are reporting perceptions purely on reputation. This is key to identifying any brand recognition issues. This study measures:
● Overall awareness and perceptions of Hemet
● Overall awareness and perceptions of competitor cities ● Measurements of Hemet’s delivery of quality of life indicators ● Consumer experiences in Hemet
● Attitudes regarding Hemet’s strengths and weaknesses
● Consumer opinions regarding what needs to be added or taken away ● Changes in consumer perceptions of Hemet after visiting ● Patterns of visitation activities associated with consumers’ primary purpose of visitation Competitive Positioning Review: We provide a brand messaging and marketing strategy analysis
to evaluate Hemet’s position relative to the competition in the area. This review ranks each competitor based on their brand strength, economic development focus, and tourism focus.

Insights + Strategy
Our insights come from asking a number of thought-provoking questions: What brand ‘‘story’’ does the research tell? What emotional attachments can the brand hold? What are Hemet’s core values? How does the brand fit into the consumer’s lifestyle? How can the brand best be used to elicit Hemet’s desired responses? How does Hemet stand apart from competitors? These insight questions are compiled in a succinct storyline that leads directly to the Hemet strategic brand platform (DNA Definition). This platform is the critical touch point for all branded activity moving
forward.

Situation Brief + Insight Development: We get our sharpest minds together at one time to review
all of the research findings. Data on its face has limited value, but the connections between data points open up understanding and opportunity. The entire North Star team weaves together these connections into a compelling set of insights that start to tell Hemet’s story.

DNA Definition (Brand Positioning Statement): Based on those insights, a guiding statement for the management and development of your brand is created. This definition should serve as the
touch point for all Hemet activity moving forward. It will help bring consistency across the brand.

Many of our communities reference their DNA Definition when making decisions about everything from policy to infrastructure improvement to promotions. Included in your DNA Definition is:

Target audience: For whom Hemet has the most appeal
Frame of reference: Geographic context of Hemet
Point of difference: What makes Hemet special
Benefit: Why it should matter to the consumer
Here is an actual example of how this construct guided our client Santee, California and led to their “Do More. Due East.” brand positioning:

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00091740.2
Exhibit A – Scope of Services
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Target audience: For those wanting a close-knit community and wide-open opportunity,
Frame of reference: Santee, hugged by natural beauty along Santee Lakes and Mission Trails Park,
Point of difference: gives Southern California a new, strong point of connection Benefit: affording families the freedom to live their aspirations.

Research and Strategy Presentation + Report: This represents a critical juncture in the project.

We prepare a comprehensive review of all relevant research, insights, and recommended DNA Definition. We review the qualitative and quantitative analyses of Hemet’s current image and positioning. A preview of this presentation is shared with key branding committee members for editing and fine-tuning. The collaboratively perfected presentation is made in person at larger stakeholder meetings, and the accompanying report is shared digitally. DNA Definition approval is required before proceeding.

Phase II: Creative
Creativity
In this stage, the insights and strategy are transformed into tangible creative products that embody Hemet. An in-depth Creative Brief and a Creative Workshop guide this process.

Straplines, logos, color, looks, and messaging (with brand standards) are created. Additional deliverables will be developed to express the new brand identity in the context of its future use.

Creative Committee Workshop: A collaborative, interactive meeting between the North Star team
and the Hemet creative committee (a group of your choosing) will explore the roles of different creative elements and identify creative preferences. Our goal is to most effectively hone in on the type of work you want without limiting the creative thinking of our writers, graphic designers,
and art directors. This meeting is always a lot of fun for everyone involved.

Community Creative Workshop: In addition, we would like to hold a 1 ½ hour public workshop
session during our site visit or on a subsequent visit depending on scheduling. This workshop (usually held at an open, indoor public space or key partner space) allows interested citizens of your city to hear about the process and provide their input. North Star will start the session with the educational PowerPoint and then encourage attendees to provide their answers to various city character question prompts.

Straplines + Rationale (5): A strapline (tagline) is not the be-all and end-all for your brand, but it is the start of the story. Depending on how safe or edgy you want to be, Hemet straplines can capture people’s attention immediately and pique their curiosity or they can serve as a solid, hard-working tool that starts the job of positioning Hemet in the minds of consumers.

North Star will provide a minimum of five different straplines, along with rationale for the strengths of each line. We will conduct trademark searches (via the United States Patent and Trademark Office website) and Google searches to make sure there is basic clearance for each line presented. Upon selection, your legal team is required to conduct a more thorough search

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Exhibit A – Scope of Services
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to ensure its availability, potentially securing a trademark if desired and avoiding any conflicts once in the market.

Logos (5): We will present a minimum of five logo options for the City of Hemet that represent a
variety of concepts and provide a round of revisions to your selected logo. We will provide several
variations of the selected logo, including secondary marks, vertical and horizontal layouts, and black and white versions.

Departmental Logos (2 each for 3 departments): Based on the finalist City logo, North Star can create derivative departmental logos. Logo variations will utilize a range of colors from the selected palette and other design elements to create a cohesive logo family while customizing each logo for the department’s needs. This scope contemplates creating two designs for each of three departments of the City’s choosing, with one round of refinements to a chosen finalist, ultimately arriving at three final delivered logos. Additional departments can be added at $300-500 per logo effort depending on complexity as determined through department head interviews.

Optional City Seal Refresh: While North Star will create a new civic logo for day-to-day marketing communications, we always recommend preserving the historic seal to honor the community’s history and also for use in more official applications (e.g. Council chambers, official documents, etc.). This measure is often very helpful in creating overall endorsement of the brand among elected officials, key stakeholders and residents. Within this scope and price, North Star proposes a refresh (or slight modernization) of the current seal should this be of interest to the City of Hemet.

Color Palettes (2): Once your logo decision is made, we open up the possibilities visually by allowing you to select between two distinct color palettes. This is a key decision in how your visual
brand identity will “feel” since color evokes emotion.

Brand Narrative: Your DNA Definition articulates the core of what makes Hemet special. The narrative takes that core and describes it in artistic and compelling language for connecting emotionally with your different consumers. The narrative defines your personality and tone of voice. It can be woven into ad copy, placed on websites, integrated into speeches, and distributed to businesses to use in their own communications about the place they call home. The more it is used, the more widely your brand is dispersed.

Looks (2): We craft two entirely different visual looks that allow you to choose how your brand messaging will be conveyed in terms of headlines, photography style, special graphic elements, detailing, and copy points. We will also provide a round of revisions for the look of your choice to ensure it reflects your exacting standards. The Creative Committee will select one look, and it will be applied to all subsequent deliverables.

Brand Standards Guide: This guide contains all the necessary information for using your logos,

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Exhibit A – Scope of Services
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color palette, typefaces, language, and other key elements to ensure consistency across all mediums from any department or organization (print and electronic advertising, website design, media placement, public relations, event, templates, etc.). We provide digital and printed versions
of this guide as well as InDesign files so you can edit the guide as necessary.

Custom Deliverables (8-10): To assist in the communication of the final brand concept, we will work with you to identify a list of 8-10 custom deliverables that target your specific goals. This is
a powerful addition as it brings the logo and design to life through elements in the real world.

The production of associated materials remains outside of this scope—the deliverables are visual examples. Options include, but are not limited to:
•Social Media Graphics • Templates (Email Signature, Presentation, Newsletter, etc.) • Website Layout Business Cards • Letterhead • Envelopes • Brochures • Building + Monument Signage • Vehicle Wraps Print and Electronic Advertising • Merchandise + Promotional Items • Built Environment Applications
Phase III: Action + Implementation
Implementation
Following your brand’s development, North Star has the ability to implement a strategic action and communications plan to begin the work of repositioning Hemet in the marketplace. This plan comprises the fundamental action steps that ensure the brand gains traction and maintains momentum. Our goal, and yours, is to make sure that Hemet’s brand is the guiding principle for your future, not just a logo and line on your letterhead. This plan will be developed at/around the completion of the brand strategy and include estimated costs/budget and a suggested timeline for implementation.

Community Communication + Rollout Guidance: The first and most important audience for your brand and eventual campaign is your citizen base. To educate them on the process, the outcome, and the opportunity the new brand creates, North Star will prescribe a community rollout plan that details the brand and campaign to all interested stakeholders and citizens so that they can
see, understand, and embrace it before the wider marketplace launch. This will include engaging those who sign up on the Community Engagement Website to be Brand Ambassadors.

Brand Action Ideas: These are both high-impact, custom ideas (up to 8) designed to raise the profile of the new Hemet brand and bring it to life in your community and foundational brand launch/implementation ideas and activities. Many of these ideas involve setting up the organization and cooperation that will propel your brand forward, while others serve as inspiration
for brand adoption in creative and unique ways. Many of these ideas may be accessible via a best practices knowledge-sharing database that North Star developed. These ideas will address brand touchpoints ranging from economic development activities, the arts, infrastructure, and more.

Final Report: At the completion of Phase III, we compile your brand into a final report that

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00091740.2
Exhibit A – Scope of Services
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summarizes the research and takes viewers through the foundational creative development (line, logo, look, and color palette) as well as the steps of the action plan. Each step is illustrated using the custom deliverable designs. We always leave time for discussion to ensure understanding, buy-in, and a clean beginning to the ongoing implementation of your brand. Your final report will
show the research, strategy, creative work, and action plan in their entirety and will be shared digitally along with raw data files, a logo suite, and JPEG image files of all deliverables and your brand style guide.

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00091740.2
Exhibit B – Compensation
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EXHIBIT “B”

COMPENSATION
Compensation for the Services shall not exceed Ninety-Two Thousand Dollars ($92,000.00).

Payment/Phase 1:

Following the site visit: $15,000 (plus travel any travel costs incurred within the cap) Payment/Phase 2:

Following the research & strategy presentation: $35,000 (plus travel any travel costs incurred within the cap)
Payment/Phase 3:

Following completion of the final report: $35,000 (plus travel any travel costs incurred within the cap)
Pass Through Travel Costs:

Not to exceed a total of $7,000 billed at $195/hr.

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EXHIBIT “C”

INSURANCE
(A)INSURANCE REQUIREMENTS. Consultant shall provide and maintain insurance, acceptable to the City, in full force and effect throughout the Term of this Agreement, against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Services by Consultant, its agents, representatives or employees. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Consultant shall provide the following scope and limits of insurance:

1. MINIMUM SCOPE OF INSURANCE. Consultant shall maintain the following types and limits of insurance.

2. MINIMUM LIMITS OF INSURANCE.

GENERAL LIABILITY INSURANCE. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $2,000,000 per occurrence, $4,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted.

AUTOMOBILE LIABILITY INSURANCE. Consultant shall maintain automobile liability insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.

PROFESSIONAL LIABILITY (ERRORS & OMISSIONS) INSURANCE. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $2,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement.

WORKERS’ COMPENSATION INSURANCE. Consultant shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000 per accident or disease). Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees, and volunteers.

UMBRELLA OR EXCESS LIABILITY INSURANCE. [Optional depending on limits required]. As an option to meet the limits of insurance required by this Agreement, Consultant may obtain and maintain an umbrella or excess liability insurance policy with limits that will provide bodily injury, personal injury and property damage liability coverage at least as broad as the primary

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coverages set forth above, including commercial general liability, automobile liability, and employer’s liability. Such policy or policies shall include the following terms and conditions:

1. A drop-down feature requiring the policy to respond if any primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason;

2. Pay on behalf of wording as opposed to reimbursement;

3. Concurrency of effective dates with primary policies;

4. Policies shall “follow form” to the underlying primary policies; and

5. Insureds under primary policies shall also be insureds under the umbrella or excess policies.
(B) OTHER PROVISIONS. Each insurance policy required by this Agreement shall be endorsed and state the coverage shall not be suspended, voided, canceled by the insurer or either Party to this Agreement, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to City. (C) OTHER REQUIREMENTS. Consultant agrees to deposit with City, at or before the effective date of this Agreement, certificates of insurance necessary to satisfy City that the insurance provisions of this contract have been complied with. The City Attorney may require that Consultant furnish City with copies of original endorsements effecting coverage required by this Section. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. City reserves the right to inspect complete, certified copies of all required insurance policies, at any time.

1. Upon request from the City, Consultant shall furnish certificates and endorsements from each subcontractor identical to those Consultant provides.

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

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

4. Coverage provided by Consultant shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein 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

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a primary and non-contributory basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to protect it as a named insured.

5. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its sub consultants.

6. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies

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City of Hemet
City Council Meeting

STAFF REPORT

Meeting: City Council Meeting - Mar 11, 2025
Department: Administration
Submitted by: Mark Prestwich, City Manager
Mark Prestwich, City Manager;

☐ Receive and File ☐ Consent Calendar ☒ Business Item ☐ Public Hearing

TITLE:

A Resolution of the City Council of the City of Hemet, California, Approving the Agreement between the City of Hemet and Townsend Public Affairs for State and Federal Lobbying and Advocacy Services in the Amount of $7,500 per Month for an Amount Not to Exceed $90,000, and Authorizing the City Manager to Execute All Documents Related to the Agreement

RECOMMENDED ACTION:

It is respectfully recommended that the City Council:

Adopt A Resolution of the City Council of the City of Hemet, California, Approving the Agreement between the City of Hemet and Townsend Public Affairs for State and Federal Lobbying and Advocacy Services in the Amount of $7,500 per Month for an Amount Not to Exceed $90,000, and Authorizing the City Manager to Execute All Documents Related to the Agreement

BACKGROUND:

One of the City Council's Fiscal Year 2024-25 Strategic Plan "Highest Priorities" is the consideration of securing State and Federal advocacy services to assist with periodic legislative issues and to bolster the City's efforts to secure funding for projects and services.

Toward this end, the City published a Request for Proposals for lobbying and advocacy services in late 2024. Five qualified firms responded to the City's proposal and were all invited to interview with the City. Prior to the interview, one of the firm's merged with another proposer so the City staff and City Council Ad hoc Committee of Councilmember Krupa and Councilmember Males interviewed the following four firms:

 Rojas Public Affairs
 Townsend Public Affairs
 Gonsalves & Son
 California Public Policy Group

15.B.

ANALYSIS:

Each of the four firms interviewed included highly capable, experienced, and talented teams with numerous successes.

All firms included a strong presence in Sacramento. Three of the four firms had a federal presence, and two firms offered grant writing services.

Firm Monthly
Retainer State Federal Grant
Writing
Rojas Public Affairs $6,000 X X
Townsend Public Affairs $7,500 X X X
Gonsalves & Son $4,000 X X
California Public Policy Group $7,500 X X

With the challenge of recommending a contract to one of four impressive companies, the Ad Hoc Committee and City staff found an opportunity to sync existing City grant writing appropriations with the City's desire to add advocacy services. Only Townsend Public Affairs provided by State and Federal advocacy services as well as grant writing services. This provides the opportunity to work with Townsend to amplify City efforts to secure State and Federal funding, and also yields an economy of scale that increases existing annual expenditures by only $2,500 per month ($30,000) annually.

This approach will require a pivot from the City's current practice of utilizing one of four standby grant writing firms for grant writing purposes to primarily working directly with Townsend for grants where outside assistance is required/desired. There could be some rare instances where it would be necessary or desirable to utilize a third party grant writing firm when technical assistance with a particular subject matter would increase the City's chances of success.

STRATEGIC PLAN INTEGRATION:

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 3: Provide Council with policies that are consistent while lessening liabilities.

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

Objective 5: Streamline fire prevention coordination efforts.

FISCAL IMPACT:

The City's fiscal year 2024-25 budget includes $90,000 for advocacy services. Additionally, the City has appropriated $60,000 for as-needed grant writing services, of which $12,967.50 has been spent to date this fiscal year.

ALTERNATIVE(S):

1. Do not approve Agreement.

15.B.

2. Provide alternate direction to the City Manager.

ATTACHMENT(S):

Attachment 1: Resolution - Approving the Agreement between the City of Hemet and Townsend Public Affairs for State and Federal Lobbying and Advocacy Services Attachment 2: Professional Services Agreement

15.B.

CITY OF HEMET RESOLUTION NO. 2025-XXX 1
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CITY OF HEMET

HEMET, CALIFORNIA
RESOLUTION NO. 2025-xxx

A RESOLUTION OF THE CITY COUNCIL OF THE CITY

OF HEMET, CALIFORNIA, APPROVING THE

AGREEMENT BETWEEN THE CITY OF HEMET AND

TOWNSEND PUBLIC AFFAIRS FOR STATE AND

FEDERAL LOBBYING AND ADVOCACY SERVICES IN
THE AMOUNT OF $7,500 PER MONTH FOR AN AMOUNT
NOT TO EXCEED $90,000, AND AUTHORIZING THE CITY

MANAGER TO EXECUTE ALL DOCUMENTS RELATED

TO THE AGREEMENT
The City Council of the City of Hemet, California (hereafter referred to as the “City Council”) does resolve as follows:

WHEREAS, one of the City Council's Fiscal Year 2024-25 Strategic Plan "Highest Priorities" is the consideration of securing State and Federal advocacy services to assist with periodic legislative issues and to bolster the City's efforts to secure funding for projects and services; and
WHEREAS, the City of Hemet issued a Request for Proposals (RFP) on October 24, 2024, for lobbying and advocacy services from 182 vendors; and WHEREAS, on November 18, 2024, the City received 5 proposals in response to the RFP; and
WHEREAS, all 5 firms were invited to interview with the City but prior to the interview, one of the firm's merged with another proposer, City staff and City Council Ad hoc Committee of Councilmember Krupa and Councilmember Males interviewed;

15.B.

CITY OF HEMET RESOLUTION NO. 2025-XXX 2
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Rojas Public Affairs, Townsend Public Affairs, Gonsalves & Son, and California Public Policy Group; and
WHEREAS, each of the four firms interviewed were highly capable, experienced, and talented teams with numerous successes, however, three of the four firms had a federal presence, and two firms offered grant writing services; and WHEREAS, the Ad Hoc Committee and City Staff found an opportunity to sync existing City grant writing appropriations with the City's desire to add advocacy services; and
WHEREAS, only Townsend Public Affairs provided State and Federal advocacy services as well as grant writing services, and
WHEREAS, staff recommends awarding a City of Hemet Professional Services Agreement to Townsend Public Affairs in the amount not to exceed $90,000; and WHEREAS, staff recommends the City Council authorize the City Manager to execute all contract documents with Townsend Public Affairs; and WHEREAS, funding for advocacy services was included in the City’s fiscal year 2024-25 budget in the amount of $90,000.

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

SECTION 1. FINDINGS – The City Council hereby finds and determines that the above recitals are true and correct and are incorporated herein by reference.

SECTION 2. APPROVAL OF AGREEMENT – The City Council hereby approves the Agreement between the City of Hemet and Townsend Public Affairs for State and Federal Lobbying and Advocacy Services in the Amount of $7,500 per Month

15.B.

CITY OF HEMET RESOLUTION NO. 2025-XXX 3
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for an Amount Not to Exceed $90,000 and Authorizing the City Manager to Execute All Documents Related to the Agreement.

SECTION 3. FISCAL IMPACT – The total project cost shall not exceed $90,000. Funding for advocacy services was included in the City’s fiscal year 2024-25 budget. Additionally, the City has appropriated $60,000 for as-needed grant writing services, of which $12,967.50 has been spent to date this fiscal year.

SECTION 4. EFFECTIVE DATE – This Resolution shall become effective immediately upon its adoption.

15.B.

CITY OF HEMET RESOLUTION NO. 2025-XXX 4
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PASSED, APPROVED AND ADOPTED this 11th day of March, 2025. ____________________________
Jackie Peterson, Mayor
ATTEST:
_____________________________
John Paul Maier, City Clerk

15.B.

CITY OF HEMET RESOLUTION NO. 2025-XXX 5
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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 11th day of March, 2025, and was passed by the following vote:

AYES: Council Members:

NOES: Council Members:

ABSTAIN: Council Members:

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

15.B.

00091740.2

PROFESSIONAL SERVICES AGREEMENT

BY AND BETWEEN

THE CITY OF HEMET

A CALIFORNIA MUNICIPAL CORPORATION
AND
TOWNSEND PUBLIC AFFAIRS, INC.

A CALIFORNIA CORPORATION
AGREEMENT # 2025-073

15.B.

PROFESSIONAL SERVICES AGREEMENT

FOR LOBBYING AND ADVOCACY SERVICES
BETWEEN THE CITY OF HEMET AND TOWNSEND PUBLIC AFFAIRS, INC.

THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and entered into this 12th day of March, 2025 (“Effective Date”), by and between the CITY OF HEMET (“City”), a California municipal corporation and Townsend Public Affairs, Inc., a California corporation (“Consultant”). For the purposes of this Agreement City and Consultant are sometimes hereinafter referred to as “Party” and hereinafter collectively referred to as the “Parties.”

RECITALS

1. City has sought by request for proposals the performance of the Lobbying and Advocacy Services defined and described particularly in Section 2, “Scope of Services and Schedule of Performance” of this Agreement.

2. Consultant was selected by City to perform those services.

3. Consultant was selected by City on the basis of Consultant’s demonstrated competence and the professional qualifications necessary for the satisfactory performance of the services required.

4. City has authority to enter into this Agreement and the City Manager has authority to execute this Agreement.

5. The Parties desire to formalize the selection of Consultant for performance of those services defined and described particularly in Section 2 “Scope of Services” of this Agreement and desire that the terms of that performance be as particularly defined and described herein.

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

SECTION 1. TERM OF AGREEMENT
Subject to the provisions of Section 21 "Termination of Agreement" of this Agreement, the Term of this Agreement is through March 11, 2026, commencing on the Effective Date, unless otherwise extended by written agreement of the Parties.

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(a) The City Manager may, in his or her sole discretion, unilaterally exercise an option to extend the Agreement on a month-to-month basis following expiration on the same terms and conditions, including compensation as set forth in Section 4 “Compensation.” (b) Consultant acknowledges that the Agreement term may extend over multiple City fiscal years, and that the work and compensation under this Agreement is contingent on the City Council appropriating funding for and authorizing such work and compensation for those fiscal years. This Agreement may be terminated by the City Manager at the end of a fiscal year when sufficient funding is not appropriated and authorized for the subsequent fiscal year. City is not obligated to pay Consultant for any amounts not duly appropriated and authorized by the City Council.

SECTION 2. SCOPE OF SERVICES
Subject to this Agreement, all addendums and exhibits attached and incorporated hereto, Consultant agrees to perform the services and tasks set forth in Exhibit “A,” “Scope of Services” (hereinafter, the “Services”), and the City agrees to retain and does hereby retain Consultant for the Services.

SECTION 3. ADDITIONAL SERVICES
Consultant shall not be compensated for any work rendered in connection with its performance of this Agreement that is in addition to or outside of the Services unless such additional services are authorized in advance and in writing in accordance with Section 25 “Administration and Implementation” or Section 27 “Amendment” of this Agreement. If and when such additional work is authorized, such additional work shall be deemed to be part of the Services.

SECTION 4. COMPENSATION
(a) Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in Exhibit “B” “Compensation” and made a part of this Agreement by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed Ninety Thousand Dollars ($90,000.00) (“Not to Exceed Amount”) unless additional compensation is approved in writing in accordance with Section 25 “Administration and Implementation” or Section 27 “Amendment” of this Agreement. (b) All City vendors and consultants receiving new contracts, contract renewals, or contract extensions must sign up to receive electronic payments through the City's Automated Clearing House (ACH) payments service/provider. Electronic payments are processed bi- weekly and are safe and secure. To enroll in ACH electronic payments contact [email protected].

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(c) Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant. (d) If this Agreement is extended pursuant to Section 1 “Term of Agreement,” the City shall pay the same rates specified in Exhibit “B” “Compensation.” SECTION 5. METHOD OF PAYMENT AND INVOICING
(a) Payment shall be made in accordance with City’s usual accounting procedures upon receipt and approval of an itemized invoice setting forth the services performed. The invoices shall be emailed to [email protected]. Under no circumstances shall the total amount paid to Consultant under this Agreement exceed the City Manager’s authority without approval by the City Council.
(b) Consultant shall submit within 30 days of the end of each month a complete and accurate written itemized invoice for services performed and/or goods provided. The invoice must be in a format approved by City. In order to receive payment, Consultant shall submit to City an itemized invoice, on a monthly basis, for services performed pursuant to this Agreement. Each itemized invoice shall identify at the top of the first page, the Not to Exceed Amount (as set by Section 4(a) above), the total amount billed to date, the services rendered during the billing period, and the amount due for the statement invoice for which reimbursement is sought in the statement invoice. The invoice shall detail charges by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and sub consultant contracts. Sub consultant charges shall be detailed by the following categories: labor, travel, materials, equipment and supplies. If the compensation set forth in Section 4(a) and Exhibit “B” include payment of labor on an hourly basis (as opposed to labor and materials being paid as a lump sum), the labor category in each invoice shall include detailed descriptions of tasks performed and the amount of time incurred for or allocated to that task. City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. In the event that no charges or expenses are disputed, the invoice shall be approved and paid according to the terms set forth in subsection (c). In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission.
(c) Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, City will use its best efforts to cause Consultant to be paid within forty-five (45) days of receipt of Consultant’s correct and undisputed invoice. (d) The Parties estimate that performance of this Agreement will be accomplished without an increase in the Not to Exceed Amount. Consultant shall notify the City in writing whenever it has reason to believe that the costs the Consultant expects to incur under this Agreement in the following sixty (60) days, when added to all costs previously incurred,

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will exceed eighty percent (80%) of the Not to Exceed Amount specified herein. As part of the notification, the Consultant shall provide the City with a revised estimate of the total cost of performing this Agreement.

SECTION 6. INSPECTION AND FINAL ACCEPTANCE
City may inspect and accept or reject any of Consultant’s work under this Agreement, either during performance or when completed. City shall reject or finally accept Consultant’s work within sixty (60) days after submitted to City. City shall reject work by a timely written explanation, otherwise, Consultant’s work shall be deemed to have been accepted. City’s acceptance shall be conclusive as to such work except with respect to latent defects, fraud, and such gross mistakes as amount to fraud. Acceptance of any of Consultant’s work by City shall not constitute a waiver of any of the provisions of this Agreement including, but not limited to, Section 17 “Indemnification” and Section 18 “Insurance.” SECTION 7. OWNERSHIP OF DOCUMENTS
All original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents prepared, developed, or discovered by Consultant in the course of providing the Services pursuant to this Agreement shall become the sole property of City and may be used, reused or otherwise disposed of by City without the permission of the Consultant. Upon completion, expiration, or termination of this Agreement, Consultant shall turn over to City all such original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files, and other documents.

If and to the extent that City utilizes for any purpose not related to this Agreement any maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files, or other documents prepared, developed, or discovered by Consultant in the course of providing the Services pursuant to this Agreement, Consultant’s guarantees and warranties in Section 11 “Standard of Performance” of this Agreement shall not extend to such use of the maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents.

SECTION 8. INTELLECTUAL PROPERTY RIGHTS ASSIGNMENT
For no additional compensation, Consultant hereby assigns to City all of Consultant’s rights, title, and interest in and to the content of all deliverable materials created by Consultant or its employees, agents, or sub consultants, including copyrights, in connection with the Services performed under this Agreement. Consultant shall promptly execute and deliver and shall cause its employees, agents, and sub consultants to promptly execute and deliver, upon request by the City or any of its successors or assigns at any time and without further compensation of any kind, any power of attorney, assignment, application for copyright, patent, trademark or other intellectual property right protection, or other papers or instruments which may be necessary or desirable to fully secure, perfect or otherwise protect to or for the City, its successors, and

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assigns, all right, title and interest in and to the content of the deliverable materials. For purposes of this section deliverable materials include all works, tangible or not, created under this Agreement including, without limitation, documents, material, data, reports, manuals, specifications, artwork, drawings, sketches, computer programs and databases, schematics, photographs, video and audiovisual recordings, sound recordings, marks, logos, graphic designs, notes, website, domain names, inventions, processes, formulas matters and combinations thereof, and all forms of intellectual property. The provisions of this paragraph are binding on the successors, assigns and heirs of Consultant and shall survive the termination of Consultant’s Services under this Agreement.

SECTION 9. CONSULTANT’S BOOKS AND RECORDS
(a) Consultant shall maintain any and all documents and records demonstrating or relating to Consultant’s performance of the Services. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, or other documents or records evidencing or relating to work, services, expenditures, and disbursements charged to City pursuant to this Agreement. Any and all such documents or records shall be maintained in accordance with generally accepted accounting principles and shall be sufficiently complete and detailed so as to permit an accurate evaluation of the Services provided by Consultant pursuant to this Agreement. Any and all such documents or records shall be maintained for three (3) years from the date of execution of this Agreement and to the extent required by laws relating to audits of public agencies and their expenditures. (b) Any and all records or documents required to be maintained pursuant to this section shall be made available for inspection, audit, and copying, at any time during regular business hours, upon request by City or its designated representative. Copies of such documents or records shall be provided directly to the City for inspection, audit and copying when it is practical to do so; otherwise, unless an alternative is mutually agreed upon, such documents and records shall be made available at Consultant’s address indicated for receipt of notices, “Section 23,” of this Agreement.
(c) Where City has reason to believe that any of the documents or records required to be maintained pursuant to this section may be lost or discarded due to dissolution or termination of Consultant’s business, City may, by written request, require that custody of such documents or records be given to the City. Access to such documents and records shall be granted to City, as well as to its successors in interest and authorized representatives.

SECTION 10. INDEPENDENT CONTRACTOR
(a) Consultant is and shall at all times remain a wholly independent contractor and not an officer, employee, or agent of City. Consultant shall have no authority to bind City in any manner, nor to incur any obligation, debt, or liability of any kind on behalf of or

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against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. (b) The personnel performing the Services under this Agreement on behalf of Consultant shall at all times be under Consultant’s exclusive direction and control. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall have control over the conduct of Consultant or any of Consultant’s officers, employees, sub consultants or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that Consultant or any of Consultant’s officers, employees, or agents are in any manner officials, officers, employees or agents of City. (c) Neither Consultant, nor any of Consultant’s officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City’s employees. Consultant expressly waives any claim Consultant may have to any such rights.

SECTION 11. STANDARD OF PERFORMANCE
Consultant represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the Services required under this Agreement in a thorough, competent, and professional manner. Consultant shall at all times faithfully, competently, and to the best of its ability, experience, and talent, perform all Services. In meeting its obligations under this Agreement, Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing services similar to the Services required of Consultant under this Agreement, and shall use such skill, prudence, and diligence as other members of Consultant’s profession commonly possess and exercise. In addition to the general standards of performance set forth in this section, additional specific standards of performance and performance criteria may be set forth in Exhibit “A” “Scope of Services” that shall also be applicable to Consultant’s work under this Agreement. Where there is a conflict between a general and a specific standard of performance or performance criteria, the specific standard or criteria shall prevail over the general.

SECTION 12. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND LICENSES

Consultant shall keep itself informed of and comply with all applicable federal, state, and local laws, statutes, codes, ordinances, regulations, and rules in effect during the term of this Agreement. Consultant shall at all times observe and comply with all such laws, ordinances, and regulations, and shall be solely responsible for any failure to comply with all applicable laws, ordinances, and regulations. Consultant represents and warrants that Consultant has obtained or shall promptly obtain all necessary licenses to perform the Services set forth in this Agreement and that such licenses are in good standing, including but not limited to obtaining a City business license. Consultant further represents and warrants that the services provided herein shall conform to all ordinances, policies, and practices of the City. Neither City nor any elected or

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appointed boards, officers, officials, employees or agents of City, shall be liable, at law or in equity, as a result of any failure of Consultant to comply with this section.

SECTION 13. PREVAILING WAGE LAWS
Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. To the extent applicable, Consultant shall defend, indemnify, and hold the City, its elected officials, officers, employees, and agents free and harmless from any claim or liability arising out of any failure or alleged failure of Consultant to comply with the Prevailing Wage Laws.

SECTION 14. NONDISCRIMINATION
Consultant and subconsultants shall not unlawfully discriminate, harass, or allow harassment against any person because of sex, sexual orientation, gender, gender identity, gender expression, reproductive health decision-making, race, color, religious creed, marital status, ancestry, national origin, medical condition, genetic information, age, disability (mental and physical), or military or veteran status in connection with or related to the performance of this Agreement. Consultant and subconsultants shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code, § 12900 et seq.) and the applicable regulations promulgated thereunder (Cal. Code of Regs, tit. 2, § 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, § 12990 (a)-(f), are incorporated into this Agreement by reference and made a part hereof as set for in full (Cal. Code of Regs, tit. 2, § 7285.0, et seq.). Consultant shall include the non-discrimination and compliance provisions of this section in all subcontracts to perform work under this Agreement.

SECTION 15. CONFLICTS OF INTEREST
(a) Consultant covenants that neither it nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant’s performance of the Services. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the City Manager. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement. (b) City understands and acknowledges that Consultant is, as of the date of execution of this Agreement, independently involved in the performance of non-related services for other governmental agencies and private parties. Consultant is unaware of any stated position

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of City relative to such projects. Any future position of City on such projects shall not be considered a conflict of interest for the purposes of this section. (c) City understands and acknowledges that Consultant will, perform non-related services for other governmental agencies and private parties following the completion of the Services under this Agreement. Any such future service shall not be considered a conflict of interest for purposes of this section.

SECTION 16. CONFIDENTIAL INFORMATION; RELEASE OF INFORMATION (a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the City Manager, except as may be required by law. (b) Consultant, its officers, employees, agents, or sub consultants, shall not, without prior written authorization from the City Manager or unless requested by the City Attorney of City, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. (c) If Consultant, or any officer, employee, agent, or sub consultant of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs, and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct. (d) Consultant shall promptly notify City should Consultant, its officers, employees, agents, or sub consultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder. City retains the right but has no obligation, to represent Consultant or be present at any deposition, hearing, or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right of City to control, direct, or rewrite said response.

SECTION 17. INDEMNIFICATION
(a) To the fullest extent permitted by law, Consultant shall indemnify, protect, defend (with legal counsel reasonably selected by the City) and hold harmless City and any and all of

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its elected and appointed officials, officers, employees, representatives and agents (“Indemnified Parties”) from and against any and all claims, actions and proceedings (whether at law or equity, administrative or judicial), demands, orders, judgments, losses, injuries (including, without limitation, injury to or death of an employee of Consultant or sub consultants), liabilities of every kind (including, without limitation, incidental and consequential damages, court costs, and litigation expenses, and fees of expert consultants or expert witnesses incurred in connection therewith and cost of investigation), damages, costs and expenses, including attorney’s fees and costs, (collectively "Claims") that arise out of, pertain to, or relate to, directly or indirectly, in whole or in part, performance of Services by Consultant, its officers, agents, employees, representatives, sub consultants, anyone directly or indirectly employed by any of them, or anyone that they control. Consultant’s duty to indemnify, protect, defend, and hold harmless Indemnified Parties, shall not include any Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. (b) Consultant agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this section from each and every sub consultant, subcontractor, or any other person or entity involved by, for, with, or on behalf of Consultant in the performance of this Agreement naming the Indemnified Parties as additional indemnitees. In the event Consultant fails to obtain such indemnity obligations from others as required here, Consultant agrees to be fully responsible according to the terms of this section. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth herein is binding on the successors, assigns, or heirs of Consultant and shall survive the termination of this Agreement and this section.

SECTION 18. INSURANCE
Consultant agrees to obtain and maintain in full force and effect during the Term of this Agreement the insurance policies set forth in Exhibit “C” “Insurance” and made a part of this Agreement. All insurance policies shall be subject to approval by City as to form and content.

These requirements are subject to amendment or waiver if so approved in writing by the City Manager. Consultant agrees to provide City with copies of required policies upon request.

SECTION 19. ASSIGNMENT
The expertise and experience of Consultant are material considerations for this Agreement. City has an interest in the qualifications and capability of the persons and entities who will fulfill the duties and obligations imposed upon Consultant under this Agreement. In recognition of that interest, Consultant shall not assign or transfer this Agreement or any portion of this Agreement or the performance of any of Consultant’s duties or obligations under this Agreement without the prior written consent of the City, which may be given in the sole and

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absolute discretion of the City Manager. Any attempted assignment shall be ineffective, null, and void, and shall constitute a material breach of this Agreement entitling City to any and all remedies at law or in equity, including termination of this Agreement pursuant to Section 21 “Termination of Agreement.” City acknowledges, however, that Consultant, in the performance of its duties pursuant to this Agreement, may utilize sub consultants.

If in the performance of its duties Consultant utilizes sub consultants or subcontractors, Consultant covenants that subcontracts, if any, shall contain a provision making sub consultants or subcontractors subject to all provisions stipulated in this Agreement, including without limitation, the insurance obligations set forth in Section 18 “Insurance.” The Consultant acknowledges and agrees that the City is an intended beneficiary of any work performed by any sub consultant or subcontractor for purposes of establishing a duty of care between any sub consultant or subcontractor and the City.

SECTION 20. CONTINUITY OF PERSONNEL
Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant’s staff and subcontractors / sub consultants, if any, assigned to perform the Services.

Consultant shall notify City of any changes in Consultant’s staff and subcontractors/sub consultants, if any, assigned to perform the Services prior to and during any such performance.

SECTION 21. TERMINATION OF AGREEMENT
(a) City may terminate this Agreement in its sole and absolute discretion, with or without cause, at any time by giving written notice of termination to Consultant. In the event such notice is given, Consultant shall cease immediately all work in progress. (b) Consultant may terminate this Agreement for cause at any time upon thirty (30) days written notice of termination to City.
(c) If either Consultant or City fail to perform any material obligation under this Agreement, then, in addition to any other remedies, either Consultant, or City may terminate this Agreement immediately upon written notice.
(d) Upon termination of this Agreement by either Consultant or City, all property belonging exclusively to City which is in Consultant’s possession shall be returned to City.

Consultant shall furnish to City a final invoice for work performed and expenses incurred by Consultant, prepared as set forth in Section 5 “Method of Payment and Invoicing” of this Agreement. This final invoice shall be reviewed and paid in the same manner as set forth in Section 5 “Method of Payment and Invoicing” of this Agreement. (e) Upon written notice, City may suspend all or any portion of Consultant’s performance under this Agreement at its sole option and for its convenience for a reasonable period of time not to exceed six (6) months. City will pay to Consultant a sum equivalent to the

15.B.

00092061.2
reasonable value of the services satisfactorily provided up to the date of suspension. City may rescind the suspension prior to or at six (6) months by providing Consultant with written notice of the rescission, at which time Consultant would be required to resume performance in compliance with the terms and provisions of this Agreement. Consultant will be entitled to an extension of time to complete performance under this Agreement equal to the length of the suspension unless otherwise agreed to in writing by the Parties.

SECTION 22. EXCUSABLE DELAYS
Neither Party shall be liable for damages, including liquidated damages, if any, caused by delay in performance or failure to perform due to causes beyond the control of either Party. Such causes include, but are not limited to, acts of God, acts of the public enemy, acts of federal, state or local governments, acts of City, court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather. The term and price of this Agreement shall be equitably adjusted for any delays due to such causes.

SECTION 23. NOTICES.

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

To City: City of Hemet
Attn: City Manager
445 E. Florida Ave.

Hemet, CA 92543
To Consultant: Townsend Public Affairs, Inc.

Attn: Christopher Townsend
1401 Dove St, Suite 430
Newport Beach, CA 92660
Notice shall be deemed effective on the date personally delivered or transmitted by facsimile or, if mailed, three (3) days after deposit of the same in the custody of the United States Postal Service.

SECTION 24. AUTHORITY TO EXECUTE.

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00092061.2
The person or persons executing this Agreement on behalf of Consultant represents and warrants that he/she/they has/have the authority to so execute this Agreement and to bind Consultant to the performance of its obligations hereunder.

SECTION 25. ADMINISTRATION AND IMPLEMENTATION.

This Agreement shall be administered and executed by the City Manager or his or her designated representative. The City Manager shall have the authority to issue interpretations and to make amendments to this Agreement, including amendments that commit additional funds, consistent with Section 27 “Amendment” and the City Manager’s contracting authority under the Hemet Municipal Code.

SECTION 26. BINDING EFFECT.

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

SECTION 27. AMENDMENT.

No amendment to or modification of this Agreement shall be valid unless made in writing and approved by Consultant and by City. The City Manager shall have the authority to approve any amendment to this Agreement if the total compensation under this Agreement, as amended, would not exceed the City Manager’s contracting authority. All other amendments shall be approved by the City Council. The Parties agree that the requirement for written modifications cannot be waived and that any attempted waiver shall be void.

SECTION 28. WAIVER.

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

SECTION 29. LAW TO GOVERN; VENUE.

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

SECTION 30. ATTORNEY’S FEES, COSTS AND EXPENSES.

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

SECTION 31. ENTIRE AGREEMENT.

This Agreement, including the attached exhibits and addendums, along with any amendments thereto, is the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed therein and supersedes all other agreements or understandings, whether oral or written, or entered into between Consultant and City prior to the execution of this Agreement. No statements, representations or other agreements, whether oral or written, made by any Party which are not embodied herein shall be valid and binding.

SECTION 32. SEVERABILITY.

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

SECTION 33. INCORPORATION AND CONFLICTING TERMS.
(a) The following documents are incorporated and made part of this Agreement by this reference:

1. All exhibits and addendums

2. All amendments

3. Consultant’s proposal, if any

4. Any laws, regulations, requirements, or restrictions, applicable to the funding source used by City to pay Consultant for any portion of work done under Agreement (“Funding Restrictions”)
(b) The documents listed above shall be referred to collectively as the “Agreement Documents.” The Agreement Documents are intended to be complementary, and a requirement in one Document is effective as if it appeared in all the Documents. In the event of a conflict between any of the Agreement Documents, the Documents shall be given effect in the following order: Funding Restrictions, Amendments (most recent first), this Agreement, Insurance requirements, exhibits and addendums, and Consultant’s proposal. Where the requirements of one Document are more stringent then another the more stringent shall govern.

SECTION 34. TIME OF THE ESSENCE.

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Time is of the essence for each and every provision of this Agreement. [SIGNATURE PAGE FOLLOWS]

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00091740.2
Signature Page

PROFESSIONAL SERVICES AGREEMENT

FOR LOBBYING AND ADVOCACY SERVICES
BETWEEN THE CITY OF HEMET AND TOWNSEND PUBLIC AFFAIRS, INC.

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

CITY OF HEMET
___________________________
Mark Prestwich
City Manager
ATTEST:

CITY CLERK
By: ___________________________
APPROVED AS TO FORM:

CITY ATTORNEY
By: ____________________________

CONSULTANT
By:

Its:

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00091740.2
Exhibit A – Scope of Services
Page | 1
EXHIBIT “A”

SCOPE OF SERVICES
• Conduct Detailed Orientation: TPA will utilize a continuation of our comprehensive onboarding process that includes extensive meetings with various relevant members of City leadership and key City departments to help develop a strategic plan that is carefully tailored to satisfy the needs of the City and is designed for maximum success in the current political climate and funding environment.
• Develop Legislative Strategy: Utilizing the information gathered during the onboarding process, TPA will coordinate with the City to develop an official legislative platform and strategy that represents the City’s priorities in Sacramento and Washington, DC. This blueprint will be shared with key stakeholders in the State Legislature and Governor’s Administration as well as Congress and the Biden Administration.
• Implement the Legislative Strategy: TPA will advocate for the City’s legislative agenda utilizing the following methods:
o Build and Strengthen Relevant Relationships: TPA has cultivated a network of valuable relationships that will be leveraged to promote the City’s legislative agenda.

These relationships include key officials in Sacramento and Washington, DC:
o Leverage Relationships for Strategic Advocacy Plan: TPA will engage various techniques to leverage our network of key relationships on behalf of the City:
•Coalition building with key legislative officials, agencies, and stakeholders
•Schedule meetings for the City to discuss relevant legislation •Prepare all briefing materials and talking points for the City •Brief legislative offices and stakeholders on the City’s legislative agenda •Follow-up on meetings to ensure commitments and deliverables are being met
•Advise on outreach efforts to garner local and regional support o Coordinate Advocacy Trips: TPA will work with the City to coordinate advocacy trips to Sacramento and Washington, DC to meet with the City’s legislative delegation, as well as legislators that serve on committees relevant to the City’s agenda. Furthermore, whenever possible, TPA will also schedule site visits by legislators to the City.

For advocacy trips to Washington, DC, TPA will handle all details of the trip, including, but not limited to:
•Planning and scheduling of meetings

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00091740.2
Exhibit A – Scope of Services
Page | 2
•Providing logistical support, including airport pickups, hotel pickups, travel to and from meetings
•Providing access to a private office within walking distance to the Hill and with immediate access to the Metro
•Coordinating all meal reservations, including scheduling with key members to attend ODOLOGY
•Access to the National Democratic Club
•Access to the Capitol Hill Club (National Republican Club of Capitol Hill) •Organizing any additional activities of interest (White House tour, VIP Capitol Tour, Monument Tour, African American Museum tickets, etc.) o Track Legislation: TPA will identify, analyze, and monitor all bill introductions and amendments relevant to the City’s legislative platform and assess their potential impact on the City.
o Craft Testimony and Position Letters: TPA will prepare and submit written and verbal testimony regarding legislation relevant to the City. TPA will also draft and deliver position letters to legislators and key officials on specific bill language. o Draft Bill Language: TPA will draft language and amendments for relevant legislation, as required to protect and promote the City’s agenda. o Engage in the Rule-Making Process: TPA will coordinate with the City to engage during the federal rule-making process to ensure the City’s legislative agenda is being promoted and protected in Washington, DC. Engagement activities will include crafting and publishing public comments and contacting legislators to convey either support or opposition to the proposed rule.
o State Budget Funding Opportunities: To maximize state funding, TPA will work with the City to identify projects and other funding priorities that may be suitable for funding through the State Budget. TPA will coordinate with the City to develop supporting materials for the budget request. TPA will also work with members of the City’s state legislative delegation, along with the Assembly and Senate Budget Committees, to gain support for the inclusion of the City’s project in the final State Budget approved by the Legislature.
o Federal Earmark Opportunities: To maximize federal funding, TPA will work with the City to identify projects and other funding priorities that may be suitable for funding through the Federal Earmark process. TPA will coordinate with the City to develop supporting materials for the earmark request. TPA will also work with members of the City’s federal legislative delegation to gain support for the inclusion of the City’s project. o Identify Funding Opportunities: TPA will identify and assist with securing state and federal grant funding and budget allocations relevant to the City’s projects and priorities.

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00091740.2
Exhibit A – Scope of Services
Page | 3
• Workshops and Community Training Events: Upon request, TPA will conduct interactive workshops and training sessions tailored to build the City’s capacity in legislative engagement and advocacy practices. These sessions will empower City staff, local organizations, and community members to navigate legislative opportunities and increase engagement. • Emergency Response Protocols: TPA will coordinate with the City Manager’s Office to develop emergency response protocols to mobilize advocacy efforts quickly in response to urgent issues impacting the City, such as legislation, natural disasters, cyber security issues, and public health crises.

APPROACH & METHODOLOGY
• Provide Progress Reports: TPA will confer regularly with the City on our activities. TPA will provide timely and public-friendly electronic reports on the status of all legislative activity, such as bill language, amendments, and committee analyses. In addition to written reports, TPA will be available to the City for conference calls, in-person briefings, and meetings. • Prepare and File Lobbying Disclosure Reports: TPA will prepare and file, on behalf of the City, all applicable state and federal lobbying disclosure reports.

TPA is uniquely positioned to deliver comprehensive state and federal advocacy services to the City of Hemet. Our integrated approach as both state and federal lobbyists enables us to advocate on issues of importance in Sacramento and Washington, DC, ensuring that legislative opportunities, competitive funding, and policy trends are tracked and leveraged from development to implementation. By working with TPA, the City will gain a partner with deep- rooted relationships in Sacramento and Washington, D.C., and a team that consistently delivers strategic guidance, timely action, and tailored solutions aligned with the City’s goals.

Unlike other firms, TPA seamlessly integrates both state and federal services under one roof, providing our clients with a strategic advantage. This unique structure allows us to track the progression of federal policies and funding opportunities from their inception, ensuring that when these funds and programs reach California, Hemet will be well-positioned to respond and benefit. This comprehensive approach means we can follow the entire lifecycle of legislative initiatives and funding streams, maximizing advocacy and grant outcomes and solidifying the City’s voice and visibility on key policy issues at every governmental level.

As a proud partner of the League of California Cities and other key statewide associations, TPA is committed to leveraging our longstanding relationships with these organizations to amplify the City’s interests. TPA maintains active involvement in Cal Cities, staying apprised of their policy goals and participating in events that provide valuable opportunities for networking, advocacy, and collaboration. By leveraging these partnerships, we can provide the City with critical insights into legislative developments, emerging issues, and funding opportunities, while ensuring that the City maintains a strong and unique voice in Sacramento and Washington, DC.

TPA has strong relationships with key legislators, representatives, agencies, and departments that will ensure the City’s priorities are being heard by top decision-makers.

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Exhibit B – Compensation
Page | 1
EXHIBIT “B”

COMPENSATION
Compensation for the Services shall not exceed Ninety Thousand Dollars ($90,000.00).

15.B.

EXHIBIT “C”

INSURANCE
(A)INSURANCE REQUIREMENTS. Consultant shall provide and maintain insurance, acceptable to the City, in full force and effect throughout the Term of this Agreement, against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Services by Consultant, its agents, representatives or employees. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Consultant shall provide the following scope and limits of insurance:

1. MINIMUM SCOPE OF INSURANCE. Consultant shall maintain the following types and limits of insurance.

2. MINIMUM LIMITS OF INSURANCE.

GENERAL LIABILITY INSURANCE. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $2,000,000 per occurrence, $4,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted.

AUTOMOBILE LIABILITY INSURANCE. Consultant shall maintain automobile liability insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.

PROFESSIONAL LIABILITY (ERRORS & OMISSIONS) INSURANCE. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $2,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement.

WORKERS’ COMPENSATION INSURANCE. Consultant shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000 per accident or disease). Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees, and volunteers.

UMBRELLA OR EXCESS LIABILITY INSURANCE. [Optional depending on limits required]. As an option to meet the limits of insurance required by this Agreement, Consultant may obtain and maintain an umbrella or excess liability insurance policy with limits that will provide bodily injury, personal injury and property damage liability coverage at least as broad as the primary

15.B.

coverages set forth above, including commercial general liability, automobile liability, and employer’s liability. Such policy or policies shall include the following terms and conditions:

1. A drop-down feature requiring the policy to respond if any primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason;

2. Pay on behalf of wording as opposed to reimbursement;

3. Concurrency of effective dates with primary policies;

4. Policies shall “follow form” to the underlying primary policies; and

5. Insureds under primary policies shall also be insureds under the umbrella or excess policies.
(B) OTHER PROVISIONS. Each insurance policy required by this Agreement shall be endorsed and state the coverage shall not be suspended, voided, canceled by the insurer or either Party to this Agreement, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to City. (C) OTHER REQUIREMENTS. Consultant agrees to deposit with City, at or before the effective date of this Agreement, certificates of insurance necessary to satisfy City that the insurance provisions of this contract have been complied with. The City Attorney may require that Consultant furnish City with copies of original endorsements effecting coverage required by this Section. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. City reserves the right to inspect complete, certified copies of all required insurance policies, at any time.

1. Upon request from the City, Consultant shall furnish certificates and endorsements from each subcontractor identical to those Consultant provides.

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

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

4. Coverage provided by Consultant shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein 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

15.B.

a primary and non-contributory basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to protect it as a named insured.

5. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its sub consultants.

6. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies

15.B.

City of Hemet
City Council Meeting

STAFF REPORT

Meeting: City Council Meeting - Mar 11, 2025
Department: Administration
Submitted by: Mark Prestwich, City Manager
Tiffany Barnett, Administrative Services Director;

☐ Receive and File ☐ Consent Calendar ☒ Business Item ☐ Public Hearing

TITLE:

Fiscal Year 2025-26 Budget Workshop

RECOMMENDED ACTION:

Receive presentation and discuss the Fiscal Year 2025-26 Budget Workshop.

DISCUSSION:

A PowerPoint presentation will be provided.

STRATEGIC PLAN INTEGRATION:

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 3: Provide Council with policies that are consistent while lessening liabilities.

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

Objective 5: Streamline fire prevention coordination efforts.

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City of Hemet
City Council Meeting

STAFF REPORT

Meeting: City Council Meeting - Mar 11, 2025
Department: City Attorney
Submitted by: Mark Prestwich, City Manager
Steven Graham, City Attorney;

☐ Receive and File ☐ Consent Calendar ☒ Business Item ☐ Public Hearing

TITLE:

An Ordinance of the City Council Of the City of Hemet, California, Adding Article XIV to Chapter 18 of the Hemet Municipal Code to Establish a Sales Tax Sharing and Economic Development Program for Automobile Dealerships

RECOMMENDED ACTION:

It is respectfully recommended that the City Council:

1. Introduce and Conduct First Reading of An Ordinance of the City Council Of the City of Hemet, California, Adding Article XIV to Chapter 18 of the Hemet Municipal Code to Establish a Sales Tax Sharing and Economic Development Program for Automobile Dealerships; and

2. Waive Further Reading of the Ordinance; and direct the City Clerk to schedule the second reading and adoption of the Ordinance at the next regularly scheduled City Council Meeting.

BACKGROUND:

Sales tax revenue is a critical source of funding for the City of Hemet, underpinning essential public services such as police and fire protection, emergency response, and infrastructure maintenance.

Automobile dealerships, in particular, generate a substantial portion of the City’s sales tax revenues and employ a significant number of local residents.

Recognizing the competitiveness of retaining and attracting automobile dealerships—and the economic importance of their capital-intensive facility expansions—the City Council has long contemplated prudent incentives to stimulate dealership growth while ensuring the protection of public funds. Under California law, specifically Government Code Section 53083 and Article XVI, Section 6 of the California Constitution, local governments are permitted to provide economic development subsidies only with transparency, accountability, and a clear demonstration of public benefit.

Consistent with the Council-adopted Hemet RISES Economic Strategy which includes a Strategic Action to "Facilitate Build-out of the Hemet Auto Mall", City staff have engaged with stakeholders, reviewed best practices, and evaluated potential mechanisms over the past several months to support the retention and expansion of automobile dealerships. Based on that research, staff has prepared the proposed Ordinance, which adds Article XIV to Chapter 18 of the Hemet Municipal

15.D.

Code, establishing a transparent and legally compliant framework for granting sales tax sharing incentives.

ANALYSIS:

The proposed Ordinance creates a clear set of eligibility criteria and performance requirements that any participating dealership must fulfill in order to receive a share of the sales tax revenues it generates. Key provisions include:

1. Eligibility:
o Limited to new-vehicle dealerships (including automobiles, motorcycles, motorhomes, or off-road vehicles) operating within the City.
o Dealerships must demonstrate that facility construction, modernization, or expansion is essential to increased economic activity and employment in Hemet.

2. Eligible Costs:
o Costs must relate directly to major capital investments—such as new construction, substantial facility upgrades, ADA improvements, or energy efficiency upgrades. o Routine maintenance or operational expenses do not qualify.

3. Sales Tax Sharing:
o The City may reimburse a portion of newly generated sales tax revenues back to the dealership, up to a maximum cap.
o The cap is set at $7.5 million for existing dealerships, and $10 million for new dealerships, over the life of the Agreement.
o Reimbursement is contingent upon achievement of performance benchmarks such as job creation, investment thresholds, and increased sales tax generation. o The Ordinance allows the City Council to set limitations on the number of agreements or the total reimbursement amount available for the program at any time, subject to increases based on the establishment of new dealerships or significant increases to revenue from existing dealerships.

4. Safeguards and Oversight:
o Agreements must include annual reporting, public disclosure of subsidy terms, and a mandatory “clawback” provision in the event performance benchmarks are not met. o The Ordinance clarifies that no subsidies will be granted for dealerships merely relocating within a 10-mile radius (or the defined Primary Market Area), thus preventing incentives that merely shift existing economic activity.

These provisions reflect a balance between incentivizing dealership investment and preserving the public’s interest. By tying any shared revenue to verifiable performance benchmarks and requiring transparent, annual reporting, the City can better ensure the economic development benefit justifies the expense.

DISCUSSION:

Automobile dealerships offer vital benefits to the local economy: they create jobs, generate substantial sales tax revenues, and provide convenient access to vehicle sales and servicing for residents. With competition among jurisdictions for such enterprises growing, the City risks losing

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these high-revenue businesses without a clear, legally sound economic development incentive program.

By adopting this Ordinance, the City Council would position Hemet to:

Remain Competitive: Provide the City with a lawful mechanism to negotiate financial incentives that are carefully targeted and performance-based.

Support Local Employment: Encourage dealerships to expand or modernize their facilities in Hemet, creating construction jobs in the short term, and retaining or adding permanent jobs in the long term.

Increase Fiscal Stability: Boost the City’s sales tax base, allowing for expanded or enhanced public services benefiting all residents.

Through this Ordinance’s provisions for transparency, fiscal discipline, and performance verification, the City Council can offer a program that not only protects the public interest but also facilitates strategic economic growth.

STRATEGIC PLAN INTEGRATION:

N/A

FISCAL IMPACT:

Short-Term: There is no immediate outlay of City funds upon adoption of this Ordinance. Rather, it provides a framework for negotiating future agreements.

Long-Term: Any sales tax sharing reimbursement would be drawn from sales tax revenue generated by the participating dealership(s). The City would forgo a portion of revenue in exchange for the dealership’s demonstrated investments and increased economic activity. Ultimately, the agreements are intended to result in overall increased sales tax receipts for the City and avoid sales tax losses.

ATTACHMENT(S):

Attachment 1: Automobile Dealership Ordinance

15.D.

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City of Hemet Ordinance No. xxxx
-1-

CITY OF HEMET

HEMET, CALIFORNIA
ORDINANCE NO. xxxx

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF

HEMET, CALIFORNIA, ADDING ARTICLE XIV TO
CHAPTER 18 OF THE HEMET MUNICIPAL CODE TO

ESTABLISH A SALES TAX SHARING AND ECONOMIC

DEVELOPMENT PROGRAM FOR AUTOMOBILE

DEALERSHIPS
WHEREAS, the City of Hemet (“City”) relies on sales tax revenue as a significant funding source for essential public services, including police protection, fire and emergency response, street maintenance, and other municipal services that enhance the quality of life for the City’s residents;
WHEREAS, automobile dealerships are a critical component of the City’s commercial sector, contributing significantly to local employment opportunities and the City’s sales tax base;
WHEREAS, the construction, expansion, and modernization of automobile dealership facilities are capital-intensive investments that support local economic development, enhance consumer access to vehicle purchasing and servicing options, and provide long-term stability and growth for the City’s tax revenue; WHEREAS, it is the intent of the City to remain competitive in attracting and retaining automobile dealerships by offering prudent and legally compliant economic development incentives that stimulate capital investment and job growth within the City; WHEREAS, Article XVI, Section 6 of the California Constitution prohibits the gift of public funds, and Government Code Section 53083 sets forth requirements for economic

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development subsidies, mandating transparency, accountability, and public disclosure; WHEREAS, this Ordinance establishes a clear, objective, and transparent program for entering into Sales Tax Sharing Agreements for the limited purpose of reimbursing a portion of the cost of dealership facility upgrades, expansions, or construction, contingent upon verifiable public benefits; and WHEREAS, the City Council finds it is in the public interest to adopt this Ordinance to ensure that such incentives are granted in a fiscally responsible manner, consistent with state and local legal requirements, and with safeguards to protect the public’s investment.

THE CITY COUNCIL OF THE CITY OF HEMET DOES HEREBY ORDAIN AS FOLLOWS:

SECTION 1.Municipal Code Amendment.

Article XIV is hereby added to Chapter 18 of the Hemet Municipal Code to read in its entirety as follows:

Article XIV: Sales Tax Sharing and Economic Development Program Section 18-466 Purpose and Intent.
(a) The City of Hemet hereby establishes a Sales Tax Sharing and Economic Development Program to promote the retention, expansion, and continued viability of automobile dealerships within the City's jurisdiction. The City recognizes that automobile dealerships serve as significant contributors to local economic activity and generate substantial sales tax revenue that supports essential public services and infrastructure.

Given the competitive nature of the automotive industry and the financial burden associated with facility upgrades, this program is intended to create an incentive structure that ensures the continued operation, modernization, and expansion of these

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City of Hemet Ordinance No. xxxx
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businesses within the City limits.
(b) Automobile dealerships play a crucial role in the local economy by providing employment opportunities to residents and serving as a key source of consumer access to vehicle purchases, leasing, and maintenance services. Ensuring the retention and expansion of these businesses within the City is essential for maintaining local economic stability and improving the quality of life for residents. By supporting dealership improvements, the City fosters job growth, enhances business investment, and ensures that residents have convenient access to essential automotive services, thereby reducing the need to travel to other jurisdictions for such services. (c) This Article authorizes the City to enter into legally binding Sales Tax Sharing Agreements with qualifying automobile dealerships for the purpose of reimbursing a portion of eligible facility upgrade costs. Such agreements shall be structured in strict compliance with all applicable federal, state, and local laws, including but not limited to Article XVI, Section 6 of the California Constitution (prohibiting the gift of public funds), Government Code Section 53083 (economic development subsidies), and all other relevant provisions governing municipal finance and economic development.
(d) The intent of this Article is to establish clear and objective criteria under which the City may consider such agreements, ensuring that they (1) provide a demonstrable public benefit, (2) are fiscally responsible, (3) support job creation and economic growth, and (4) prevent the unnecessary diversion of public funds without tangible economic return. The City shall ensure that all Agreements under this program are subject to transparency, accountability, and oversight mechanisms, including public hearings, periodic performance reviews, and annual reporting requirements to protect

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the interests of the taxpayers and the broader community.

Section 18-467 - Definitions.

For purposes of this Article, the following definitions shall apply:
(a) "City" means the City of Hemet, a municipal corporation organized and existing under the laws of the State of California.
(b) "Dealership" means a business entity holding a valid California Department of Motor Vehicles dealer license (or other appropriate state license) and operating within the City for the primary sale of new automobiles, new motorcycles, new motorhomes, or new off-road vehicles. A dealership may also sell used automobiles, used motorcycles, used motorhomes, or used off-road vehicles as a secondary or accessory function, but the primary business purpose must be the sale of new vehicles from one or more manufacturers.
(c) "Eligible Costs" means reasonable, necessary, and documented expenses incurred by a Dealership for new facility construction or existing facility upgrades, including but not limited to: new facility construction, site improvements, building renovations, signage, parking lot enhancements, Americans with Disabilities Act (ADA) compliance upgrades, energy efficiency improvements, expansions of existing facilities, complete rebuilds, demolition and reconstruction of dealership buildings, the costs of engineering, architects, fees and infrastructure improvements directly related to dealership operations. Eligible Costs shall not include routine maintenance or operational expenses that do not substantially improve the dealership's capacity or longevity.
(d) "Sales Tax Revenue" means the portion of sales tax generated by a

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participating Dealership and remitted to the City pursuant to applicable state and local laws, including but not limited to revenue collected under the Bradley-Burns Uniform Local Sales and Use Tax Law (California Revenue and Taxation Code Section 7200 et seq.). Sales Tax Revenue shall not include revenues from the Hemet Transactions and Use Tax (Measure U). Sales Tax Revenue for the purpose of this Article shall be calculated based on the amount received by the City from such sources after deductions for any applicable state-mandated distributions or adjustments. (e) "Agreement" means a written contract, approved by the City Council, between the City and a Dealership pursuant to this Article, setting forth the terms, conditions, performance requirements, and financial obligations of both parties in connection with Sales Tax Sharing incentives.

Section 18-468 - Sales Tax Sharing Agreements.
(a) The City Council may, at its discretion, approve a Sales Tax Sharing Agreement with a Dealership to reimburse Eligible Costs, provided that:
(1) The Agreement results in a net public benefit to the City, including retention or expansion of dealership operations, job creation, or increased tax revenue. (2) The Agreement complies with Article XVI, Section 6 of the California Constitution (prohibition on gifts of public funds).
(3) The Agreement complies with Government Code Section 53083 regarding economic development subsidies.
(4) The reimbursement shall not exceed a percentage of the Sales Tax Revenue generated by the Dealership and shall be subject to a cap, not to exceed $7.5 million, as approved by the City Council, except in the case of new Dealerships, for

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which the amount shall not exceed $10 million, as approved by the City Council. (5) The term of the Agreement shall not exceed twenty (20) years. (6) The Agreement shall include clear performance benchmarks, such as job creation, investment thresholds, or facility improvements, which the Dealership must meet to remain eligible for reimbursement.
(7) The Agreement shall require annual verification of compliance, including revenue generation, facility improvements, and other agreed-upon terms. (8) Any Agreement with a Dealership locating or relocating to the City shall comply with the provisions of Government Code Section 53084, which prohibits subsidies for automobile dealerships relocating from another jurisdiction in the “Market Area” of the City., which for the purposes of this program shall include the relocation within the Primary Market Area for a particular franchise, or if there is no Primary Market Area, then the relocation of an automobile dealership operating within 10 miles from the City of Hemet.
(b) All Agreements shall be subject to:
(1) A public hearing and disclosure of financial terms before approval. (2) Annual reporting requirements, including verification of revenue generation and compliance with Agreement terms.
(3) Performance benchmarks, such as job creation, investment thresholds, or capital improvements.
(4) A clawback provision requiring partial or full reimbursement to the City if the Dealership fails to meet performance obligations or ceases operations within a specified period.
(c) The City Council may set limitations on the number of agreements or the

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total reimbursement amount available for the program at any time, subject to increases based on the establishment of new dealerships or significant increases to revenue from existing dealerships.
(d) Any application submitted under this program shall be received by the City no later than 10 years after the effective date of the ordinance.

Section 18-469 - Application Process.
(a) A Dealership seeking to enter into an Agreement shall submit a complete and detailed application to the City Manager or designee. The application shall include, but not be limited to, the following:
(1) A comprehensive project description detailing the scope of the proposed facility improvements, including the anticipated timeline for completion. (2) A breakdown of estimated Eligible Costs supported by contractor bids, engineering estimates, or other verifiable cost projections. (3) A financial impact analysis illustrating the projected increase in Sales Tax Revenue resulting from the improvements.
(4) Documentation establishing the necessity of the Agreement, demonstrating why the project would not be feasible without financial assistance from the City. (5) Any additional materials deemed necessary by the City to properly evaluate the application.
(b) The City Manager shall conduct a thorough review of each application, verifying the accuracy of the submitted materials and assessing the projected public benefit. Upon completion of the review, the City Manager shall forward the application with a recommendation for approval, denial, or modification to the City Council for final consideration.

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Section 18-470 - Compliance and Termination.
(a) The City shall monitor compliance with all terms and conditions set forth in an Agreement and shall require annual reporting from the participating Dealership to verify adherence to performance benchmarks.
(b) If a Dealership fails to meet its obligations, including but not limited to performance benchmarks, reporting requirements, or facility improvement commitments, the City may terminate the Agreement, adjust reimbursement terms, or require repayment of funds.
(c) The City reserves the right to audit financial records and project expenditures to ensure compliance with Agreement terms and protect the public interest. (d) If a Dealership ceases operations, reduces operations, or otherwise materially diminishes its business activity within ten (10) years of receiving reimbursement without written authorization by the City, it shall be required to repay all funds received under this program. Any reduction in operations shall be assessed based on a measurable and sustained decline in revenue, employment, or facility utilization as determined by the City through periodic audits and reviews.

SECTION 2. CEQA.

The City Council finds that this Ordinance is not a project subject to the California Environmental Quality Act (“CEQA”) pursuant to Section 15060(c)(2) of the CEQA Guidelines because the Ordinance will not result in a direct or reasonably foreseeable indirect physical change in the environment.

SECTION 3. SEVERABILITY.

If any section, subsection, sentence, clause, phrase, or portion of this Ordinance is, for any reason, held to be invalid by the decision of any court of competent

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jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have adopted this Ordinance, and each section, subsection, sentence, clause, phrase, or portion thereof, irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions might be declared invalid.

SECTION 4. EFFECTIVE DATE.

This Ordinance shall take effect thirty (30) days after its adoption.

SECTION 5. CERTIFICATION.

The City Clerk shall certify to the passage and adoption of this Ordinance and shall cause the same to be published or posted in the manner prescribed by law.

PASSED, APPROVED, AND ADOPTED by the City Council of the City of Hemet at a regular meeting held on the ___ day of _______, 2025, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:
_________________________
Jaculin Peterson, Mayor
ATTEST: APPROVED AS TO FORM:
_________________________ _________________________
John Paul Maier, City Clerk Steven Graham Pacifico
City Attorney

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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 Ordinance is the actual Ordinance adopted by the City Council of the City of Hemet and was passed at a regular meeting of the City Council on the day of 2025
AYES: Council Members: None.

NOES: Council Members: None.

ABSTAIN: Council Members: None.

ABSENT: Council Members: None.
_________________________________
John Paul Maier, City Clerk

15.D.

15.D.

City of Hemet
City Council Meeting

STAFF REPORT

Meeting: City Council Meeting - Mar 11, 2025
Department: Administration
Submitted by: Mark Prestwich, City Manager
Mark Prestwich, City Manager;

☒ Receive and File ☐ Consent Calendar ☐ Business Item ☐ Public Hearing

TITLE:

Presentation on City Emergency Preparedness Roles and Responsibilities

RECOMMENDED ACTION:

It is respectfully recommended that the City Council:

Receive Presentation on City Emergency Preparedness Roles and Responsibilities

STRATEGIC PLAN INTEGRATION:

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 3: Provide Council with policies that are consistent while lessening liabilities.

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

Objective 5: Streamline fire prevention coordination efforts.

FISCAL IMPACT:

Not applicable

15.E.

From: City of Hemet
To: John Maier; Elodie Klug; Demi Olsen
Subject: Mar 11 2025 - George Schaefer - PC-25-05
Date: Tuesday, March 11, 2025 11:44:03 AM
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Agenda Item or Subject: Measure U Committee
Comment or Question: Suggest Continuity of current committee members be maintained
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AT Item Number: PC-25-05
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