Indio City Council
July 17, 2024

© 2019 Neptune Technology Group Inc. All Rights Reserved. The trademarks, logos and service marks displayed in this document herein are the property of Neptune Technology Group Inc., its affiliates or other third parties. Availability and technical specifications are subject to change without notice. W METER 03.19

2. WARRANTY RETURN
If a Neptune Water Meter fails an accuracy test during an applicable warranty period, it may be returned to Neptune for repair or replacement at Neptune’s option.

An accuracy test shall be conducted by the customer according to AWWA standards. Any meter being returned for repair to Neptune under this performance guarantee must be returned with a copy of the customer’s test results. If the meter is returned to Neptune without a copy of the test results or if Neptune’s factory test shows the meter to meet current AWWA standards, the customer will be charged a nominal testing fee by Neptune in such cases. Neptune will repair or replace the meter at Neptune’s option after the meter has been tested by Neptune. Meters repaired or replaced under the performance guarantee will be guaranteed to perform to AWWA repaired meter accuracy standards.

3. WARRANTIES ARE EXCLUSIVE
The warranties set forth in this certificate of warranty are in lieu of any other warranty, guarantee, or representation, whether expressed or implied, including without limitation, the warranty of merchantability and the warranty of fitness for a particular purpose.

4. DAMAGES LIMITED TO COSTS OF REPLACEMENT AND REPAIR
If the Water Meter fails to meet the warranties set forth in Paragraph 1 of this Certificate of Warranty, Neptune, at its option shall, without charge of labor or materials, repair or replace the Water Meter or part thereof, provided that (a) the Water Meter is delivered to a Neptune representative, (b) the Water Meter is accompanied by a Return Material Authorization (RMA), and (c) all costs of delivery to Neptune are assumed by the purchaser of the Water Meter. Neptune’s liability is limited to its costs of replacement and repair of the defective water meter. Damages resulting from miscalculation of water usage or lost revenue or profit are not recoverable from Neptune. It is the responsibility of the customer to periodically verify the operation and accuracy of its meters.

5. WARRANTIES ARE INAPPLICABLE UNDER CERTAIN CONDITIONS The warranties set forth in this Certificate of Warranty do not apply to any Water Meter that has been damaged by, or subjected to, conditions which, in the opinion of Neptune, have affected the Water Meter’s ability of performance, including but not limited to: misuse; improper handling, application or installation; excessive operating conditions; foreign materials in the water; aggressive water conditions; tampering or unauthorized repairs or modifications; accidental or intentional damage; acts of God. This Certificate of Warranty shall not apply if product is placed in non-recommended installation, is connected or altered by other than Neptune recommended procedures, is used with other than genuine Neptune meter registers and components, or read by equipment not approved or licensed by Neptune. Neptune makes no claims concerning operability and/or compatibility or third party reading systems. In addition, this Certificate of Warranty shall not apply if third party reading equipment is believed to have caused damage to the meter or register. In order to determine its liability, if any, under this Certificate of Warranty, Neptune shall have the right to inspect any Water Meter or part thereof that is claimed to be defective at Neptune or other location designated by Neptune.

NEPTUNE’S LIABILITY WITH RESPECT TO BREACHES OF THE FOREGOING LIMITED WARRANTY SHALL BE LIMITED AS STATED HEREIN. NEPTUNE’S LIABILITY SHALL IN NO EVENT EXCEED THE PURCHASE PRICE. NEPTUNE SHALL NOT BE SUBJECT TO AND DISCLAIMS THE FOLLOWING: (1) ANY OTHER OBLIGATIONS OR LIABILITIES ARISING OUT OF BREACH OF CONTRACT OR OF WARRANTY (2) ANY OBLIGATIONS WHATSOEVER ARISING FROM TORT CLAIMS (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR

ARISING UNDER OTHER THEORIES OF LAW WITH RESPECT TO PRODUCTS SOLD OR SERVICES RENDERED BY NEPTUNE, OR ANY UNDERTAKINGS, ACT OR OMISSIONS RELATING THERETO, AND (3) ALL CONSEQUENTIAL, INCIDENTAL, SPECIAL, MULTIPLE, EXEMPLARY, AND PUNITIVE DAMAGES WHATSOEVER.

DocuSign Envelope ID: 1EF850E9-6C8F-4444-8BC3-9D15E7D946E5

© 2019 Neptune Technology Group Inc. All Rights Reserved. The trademarks, logos and service marks displayed in this document herein are the property of Neptune Technology Group Inc., its affiliates or other third parties. Availability and technical specifications are subject to change without notice. W BELT CLIP TRANSCEIVER 03.19

A NEPTUNE TECHNOLOGY GROUP WARRANTY STATEMENT
R900® Belt Clip Transceiver

WARRANTY - HARDWARE
The warranty on the R900® Belt Clip Transceiver is 12 months from shipment date. Warranty services provided during the warranty period are:
• For a unit defective in materials or workmanship, free repair of unit, including parts and labor (unless damaged by abuse or negligence) • Return shipment of repaired product via prepaid ground service • Repair turnaround time of five (5) working days, excluding transit time • Toll-free assistance provided by Customer Support 1-800-647-4832 • These services are the purchaser’s exclusive remedy for warranty issues

EXTENDED MAINTENANCE ENTITLEMENT
Extended maintenance entitlement is available from your authorized Neptune Sales Representative. Maintenance entitlement provided during extended period is:
• Free repair of unit, including parts and labor
• Return shipment of repaired product is prepaid ground service • Repair turnaround time of five (5) working days, excluding transit time • Toll-free assistance provided by Customer Support 1-800-647-4832

NOT INCLUDED IN EXTENDED MAINTENANCE ENTITLEMENT
• Accessories including rechargeable batteries, cables, charger, etc. • Equipment damaged by abuse or negligence, or environmental damage such as a result of fires and storms • Firmware modifications
• Priority Overnight return shipment of repaired units

REPAIR NOTES
A Return Material Authorization (RMA) number MUST accompany all incoming repairs. This number may be obtained by contacting Customer Support at [email protected] or 1-800-647-4832.
• Customer pays all incoming shipment charges
• Repair turnaround (non-warranty/non-maintenance) is approximately 15 business days*, excluding transit (*not including days required to obtain a purchase order for the repairs)
• All outgoing repairs are shipped ground service
• Requested Priority Overnight return shipment is paid by the purchaser • Repair warranty is 90 days from shipment date
NEPTUNE DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

DocuSign Envelope ID: 1EF850E9-6C8F-4444-8BC3-9D15E7D946E5

City of Indio
City Council
July 17, 2024

STAFF REPORT
To: City Council
From: Bryan H. Montgomery, City Manager
Prepared by: Reymundo Trejo, P.E., IWA General Manager
Subject: Purchase from Ferguson Waterworks, Core & Main, United Waterworks, Inc. and Western Waterworks for as-needed waterworks parts and supplies for a combined not-to-exceed amount of $360,000 in accordance with the approved budget for Fiscal Year 2024-2025.

RECOMMENDATION:

That the City Council/IWA Board approve purchases from Ferguson Waterworks, Core & Main, United Waterworks, Inc., and Western Waterworks for as-needed waterworks parts and supplies for a combined not-to-exceed amount of $360,000 in accordance with the approved budget for Fiscal Year 2024-2025
SUMMARY:

In order to maintain proper operation, maintenance, and regulatory compliance of the water distribution system, IWA requests to purchase repair parts and supplies on as-needed basis. Based on the excellent service provided by the current vendors, competitive pricing, comprehensive inventory, and timely availability of products, staff recommends that the City Council/IWA Board approve purchases for a combined not-to-exceed amount of $360,000 for as-needed waterworks parts and supplies in Fiscal Year 2024-2025. Staff will obtain price quotes from each vendor prior to making purchases exceeding $5,000.

BACKGROUND INFORMATION:

Historically, IWA has requested approval of purchases for as-needed waterworks parts and supplies from the vendors listed below:

Vendor Location
Core & Main Indio, CA
United Waterworks, Inc. Perris, CA
Western Water Works Chino Hills, CA
Ferguson Waterworks Indio, CA
In addition to offering competitive prices and timely supply, the aforementioned vendors carry inventories that meet IWA standards and specifications. In an effort to streamline the purchasing process and to efficiently process invoices, IWA is again requesting approval of purchases from these vendors for FY2024-2025 for as-needed waterworks parts and supplies. This authorization will give staff the ability to continue a timely and cost-effective procurement ensuring we receive the best price.

AGENDA ITEM #8.8
Purchase from Ferguson Waterworks, Core & Main, United Waterworks, Inc. ... Page 103 of 1671 Parts and supplies purchased from these vendors include meter boxes and lids, valves, pipes, fittings, fire hydrants, joint restraints, clamps and couplings, and service brass just to mention a few.

Purchases are only made when needed and from the vendor that provides the best price.

FINANCIAL SUMMARY:

Current FY Financial
Impact:
$360,000 In current year budget: Yes
Current FY General
Fund Impact:
$0 Budget adjustment: No
Next FY Financial
Impact:
$0 Strategic Objective: Community Infrastructure
Source of funds: Water Distribution and Water
Production
Fund-Org-Object
Reference:

Various Accounts
Additional Financial Details:

Funds are budgeted in various line items in the Water Distribution and Water Production accounts for the purchase of waterworks parts and supplies for FY 2024-2025.

APPROVAL(S):

Reymundo Trejo, P.E., IWA General Manager Approved - 02 Jul 2024 Jennifer A. Mizrahi, Assistant City Attorney Approved - 03 Jul 2024 Ruby D. Walla, Director of Finance Approved - 03 Jul 2024 Bryan H. Montgomery, City Manager Approved - 05 Jul 2024

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City Council
July 17, 2024

STAFF REPORT
To: City Council
From: Bryan H. Montgomery, City Manager
Prepared by: Bryan H. Montgomery, City Manager
Subject: Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the Final Guaranteed Maximum Price (GMP) with GCX LLC for The Lights Golf Course Clubhouse in the amount of $4,596,079 and Transfer of Funds for The Lights Golf Course Clubhouse Project.

RECOMMENDATION:

Approve Amendment 2 of the Design-Build Agreement with GCX LLC - the Final Guaranteed Maximum Price (GMP) with GCX LLC for The Lights Golf Course Clubhouse in the amount of $4,487,746 and authorize the transfer of $450,000 from CIP-PK2407 (Parkway Improvements) to CIP-BD2409 (Golf Course Clubhouse and Post Office).

SUMMARY:

City staff is seeking approval for the final Guaranteed Maximum Price (GMP) with GCX LLC for the construction of the new clubhouse at The Lights Golf Course. The GMP is set at $4,487,746. This amount reflects an increase to the original agreement due to the inclusion of a full commercial kitchen, enhancing the overall scope of the project. This investment will significantly benefit the City and golf operations for decades to come. Additionally, staff requests the authorization to transfer $450,000 from CIP-PK-2407 Parkway Improvements to CIP-BD2409 to cover the increased costs.

BACKGROUND INFORMATION:

The City Council appropriated the funding for a new clubhouse at The Lights Golf Course and initiated a competitive selection process inviting qualified firms to submit proposals for the DesignBuild of the clubhouse. GCX LLC, in collaboration with Shepphird Associates, was selected as the Design-Build team for this project through a comprehensive evaluation process that included inperson interviews and an assessment of their demonstrated expertise in constructing golf course clubhouses of similar size and program requirements. The contract was awarded to GCX LLC during the City Council Meeting on December 6, 2023.

FINANCIAL SUMMARY:

Current FY Financial
Impact:
3,733,469.00 In current year budget: Yes
Current FY General
Fund Impact:
0 Budget adjustment: No
Next FY Financial
Impact:
0 Strategic Objective: Community Infrastructure
AGENDA ITEM #8.9
Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 105 of 1671 Source of funds: CIP Fund-Org-Object
Reference:

CIP-BD2409 (300-
554002)
ATTACHMENTS:

Attachment 1 - Executed Design-Build Contract GCX
Attachment 2- Amendment 2 - Design-Build Contract GCX
Attachment 3 - Staff Report - 12.06.2023 CCM
Attachment 4 - Club House at Lights at Indio - GMP
Attachment 5 - The Lights @ Indio - New GC Clubhouse Floor Plan and Elevations APPROVAL(S):

Jennifer A. Mizrahi, Assistant City Attorney Approved - 10 Jul 2024 Ruby D. Walla, Director of Finance Approved - 10 Jul 2024 Bryan H. Montgomery, City Manager Approved - 11 Jul 2024

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STANDARD FORM OF DESIGN-BUILD AGREEMENT

AND GENERAL CONDITIONS BETWEEN OWNER AND

CONTRACTOR

BY AND BETWEEN

THE CITY OF INDIO,

A CALIFORNIA MUNICIPAL CORPORATION
AND
GCXLLC

A CALIFORNIA LIMITED LIABILITY COMPANY
IINDII
4857-5089-0156 I

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Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 141 of 1671 Amendment No. 2
Guaranteed Maximum Price (GMP) Inclusion
This Amendment No. 2 ("Amendment") is entered into as of , by and between:

City of Indio
100 Civic Center Mall
Indio, CA 92201
("Owner")
and

GCX LLC
4130 Cahuenga Blvd.

Suite 206 Toluca Lake, CA 91602
("Contractor")
Recitals:

Original Contract: The Owner and Contractor entered into a Design-Build Contract dated [Original Contract Date] (the "Original Contract").

Amendment 1: The parties previously entered into Amendment No. 1 to establish the Guaranteed Maximum Price (GMP) for the project at The Lights at Indio Golf Course Clubhouse.

Modification Need: The parties mutually desire to amend the Original Contract and Amendment No. 1 to include the correct GMP for the completion of the design and construction services outlined in the Original Contract.

Amendment:

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 142 of 1671 GMP Inclusion: The parties agree to include the Guaranteed Maximum Price (GMP) for the construction of The Lights at Indio Golf Course Clubhouse as $4,487,746 USD in addition to the $551,606 USD (the "Original Contract") and $397,842 USD (Approved Change Orders 01- 06) for a total of $5,437,194 USD ("GMP Amount").

Inclusions: The GMP Amount includes all costs associated with the completion of the design and construction services, including but not limited to labor, materials, subcontractor costs, overhead, profit, and other applicable expenses.

Payment Terms: Payment to the Contractor shall be in accordance with the payment schedule outlined in the Original Contract, with adjustments made to reflect the GMP Amount.

Effect on Other Terms: Except as expressly modified by this Amendment, all terms and conditions of the Original Contract and Amendment No. 1 shall remain in full force and effect.

Execution:

IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 1 as of the Effective Date.

City of Indio:

Bryan H. Montgomery, City Manager
Date:

GCX LLC:

Adam Long, Project Manager
Date:

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 143 of 1671 City of Indio
City Council
December 6, 2023

STAFF REPORT
To: City Council
From: Bryan H. Montgomery, City Manager
Prepared by: Bryan H. Montgomery, City Manager
Subject: GCX & Shepphird Associates Selection as the Design-Build Team for the approximately 4,500 square foot Lights at Indio Golf Course Clubhouse budgeted at $4.5 million.

RECOMMENDATION:

Approve the selection of GCX & Shepphird Associates to Design-Build the Clubhouse at the Lights at Indio Golf Course and authorize the City Manager to execute the design-build agreement.

SUMMARY:

The City of Indio initiated a competitive selection process, inviting qualified firms to submit proposals for the Design-Build of a 4,500-square-foot Clubhouse at The Lights at Indio Golf Course. This project carried a budget not exceeding $4.5 million. The Request for Qualifications (RFQ) was officially released on July 21, 2023. Subsequently, a pre-submission meeting was convened on August 9, 2023, providing an opportunity for potential proposers to gain insights and seek clarifications. The deadline for proposal submissions was September 8, 2023. Three firms, namely GCX/Shepphird Associates, Dougwall Construction Inc./Holt Architecture, and Hamel Contracting Inc., submitted proposals. An initial screening process was conducted to assess the submissions, after which the screening committee, comprising City Staff and representatives from Landmark Golf (contracted for golf course operations), identified two firms for in-person interviews. Following meticulous in-person interviews and thorough deliberation, GCX/Shepphird Associates emerged as the chosen Design-Build team for the project. The decision hinged on their demonstrated expertise, especially in constructing golf course clubhouses of similar size and program requirements.

GCX/Shepphird Associates exhibited a comprehensive understanding of the project's intricacies and showcased a wealth of experience in delivering similar projects successfully. The decision aligns with the City's commitment to ensuring the execution of The Lights at Indio Golf Course Clubhouse with precision and excellence. Moving forward, collaborative efforts with GCX/Shepphird Associates are anticipated to yield a Clubhouse that not only meets but exceeds the expectations for this landmark project. The City remains dedicated to transparent and competitive processes in its pursuit of enhancing community facilities and services.

BACKGROUND INFORMATION:

GCX is a licensed general contractor serving Southern California and specializing in commercial construction. GCX was founded with the belief that we can leave our industry better than we found it. Creating an environment where employees, clients, and our communities are honorably represented and treated with dignity and fairness. Providing an elevated experience to all stakeholders is a standard which GCX continually improves upon. GCX provides an environment

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 144 of 1671 where people can advance learning, deepen collaboration, make lasting relationships, and build the best projects.

Shepphird Associates is multi-disciplinary design firm focused on providing exemplary service from initial project programming, through all design and construction phases, to building commissioning.

From its establishment in 2002, the firm has offered architectural, structural, and consulting services on a wide variety of projects and client types. The firm is currently engaged in providing professional services to the construction sectors including: commercial, custom residential, institutional, and specialty curtain wall construction.

One of basic goals of the firm is to provide a broad based foundation for an in-depth sustainable design approach across all project types and client profiles. The firm has successfully completed many projects that draw upon a wide array of materials and systems. Shepphird Associates offers integrated architectural and structural design with a strong focus on the coordination with other consultants.

Shepphird Associates has over 15 years of combined professional experience ranging from work in high profile architectural offices to design-build specialty contractors.

FINANCIAL SUMMARY:

Current FY Financial
Impact:
$4,500,000 In current year budget: Yes
Current FY General
Fund Impact:
$4,500,000 Budget adjustment: No
Next FY Financial
Impact:
$0 Strategic Objective:

Source of funds: General Fund (Measure X) Fund-Org-Object Reference:

ALTERNATIVES:

Not approve the selection of GCX & Shepphird Associates to Design-Build the Clubhouse at the Lights at Indio Golf Course.

ATTACHMENTS:

Attachment 1 - GCX & Shepphird Associates RFQ
Attachment 2 - Hammel Contracting Inc. RFQ
Attachment 3 - Dougwell Construction Inc. RFQ
APPROVAL(S):

Jillian Martins, Assistant City Attorney Approved - 17 Nov 2023 Bryan H. Montgomery, City Manager Approved - 20 Nov 2023

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A S S O C I A T E S
ARCHITECTS + ENGINEERS

S H E P P H I R DS H E P P H I R DS H E P P H I R D
T H E L I G H T S − AT I N D I O GC
8/28/2023 9:59:16 AM
Introduction A0
at Indio represent a unique opportunity to reimagine a public golf course clubhouse in modern and resilient manner.

Organized around the project program elements, the existing context of access and view, and bioclimatic responsive design features depicted in the following pages, the new clubhouse is meant to both inspire and serve staff and guest.

Given the modest overall size of the building and the primary outdoor usage, a NET ZERO energy design program is the aspirational goal.

Deep shaded overhangs and the use of natural ventilation enhances both the energy performance and the comfort
conditions for the staff and guests.

The use of exposed beams, materiality,
full height glazing harkens back to the age
of mid-century modernism in an updated
energy performative manner.

The Lights

THE LIGHTS

AT INDIO

A S S O C I A T E S
ARCHITECTS + ENGINEERS

S H E P P H I R DS H E P P H I R DS H E P P H I R D
T H E L I G H T S − AT I N D I O GC
8/28/2023 9:59:23 AM
Site Plan A1
Modular PV systems integrated
into standing seam galvalume roof
to produce electrical power during
available solar hours.

P h o t o v o l t a i c A r r a y
Building envelope and lighting
systems designed to maximize use
of daylighting.

D a y l i g h t i n g
Building orientation, eaves and
overhangs, and color choices
decrease solar impact on exterior
envelope.

S o l a r S h a d i n g
Building orientation and systems
designed to maximize usage of
prevailing wind patterns.

N a t u r a l V e n t i l a t i o n
G l a z i n g S y s t e m s
E x t e r i o r
Sliding doors and operable windows
provide flexible response to available
natural ventilation. Dual-glazed lites
with low-e coating reduce thermal
loads on building interior.

T h e r m a l I n s u l a t i o n
Insulated building envelope will reduce
heat flows, increase comfort, and save
energy.

P o s t - I n d u s t r i a l U s e
R e c y c l a b l e M a t e r i a l s
F a n S y s t e m s
Energy efficient fans to assist
with natural ventilation cooling
during "economizer"conditions
and for destratification.

S i t e A d a p t e d P l a n s
Plan arrangements adapted to natural
site forces to maximize potential
energy saving and comfort conditions.

X e r i s c a p i n g
Drought tolerant plantings and smart
landscape irrigation design reduces
water usage and maintenance costs.
$
sustainability
legend
1 1" = 40'-0"
Site
Fly ash for concrete and the use of
highly recyclable materials cuts down
on the waste stream.

H i g h M a s s / N i g h t F l u s h
The use of exposed high mass
materials with night flush
ventilation reduces energy use.

HM
H e a t P u m p / H V A C
The use of electric heat pump systems
to heat and cool the building reduces
carbon footprint. Tied to PV array for
free cooling energy in hot weather. m a x i m i z e s o l a r s h a d i n g m a x i m i z e
n a t u r a l
v e n t i l a t i o n
N
0 40’10’ 80’20’
PV
location of
existing clubhouse
service yard
service yard
delivery
refuse and recycling
entry plaza
cart
storage
parking area created
by adjacent project
xeriscaped
front entry
1 1" = 40'-0"
Site N
0 40’10’ 80’20’

THE LIGHTS

AT INDIO

ProShop
Maint. / Sto
W M
Banquet
Kitchen
Storage
Breezeway / Patio
Cart Yard
Entry Pond Pond
Plaza
SnackShop
Mech
Jan
Office Post
Petite
Bar
Service Yard

A S S O C I A T E S
ARCHITECTS + ENGINEERS

S H E P P H I R DS H E P P H I R DS H E P P H I R D
T H E L I G H T S − AT I N D I O GC
8/28/2023 9:59:14 AM
Floor Plan A2
1 1/16" = 1'-0"
Conceptual Floor Plan
N
0 4’ 8’ 16’ 32’
Building envelope and lighting
systems designed to maximize use
of daylighting.

D a y l i g h t i n g
R a i n w a t e r / G r e y w a t e r
Building integrated systems capture
available rainwater and greywater
and transfer to catchment structures
for reuse in irrigation.

H a r v e s t i n g
Building orientation and systems
designed to maximize usage of
prevailing wind patterns.

N a t u r a l V e n t i l a t i o n
G l a z i n g S y s t e m s
E x t e r i o r
Sliding doors and operable windows
provide flexible response to available
natural ventilation. Dual-glazed lites
with low-e coating reduce thermal
loads on building interior.

S i t e A d a p t e d P l a n s
Plan arrangements adapted to natural
site forces to maximize potential
energy saving and comfort conditions.

X e r i s c a p i n g
Drought tolerant plantings and smart
landscape irrigation design reduces
water usage and maintenance costs.
$
H i g h M a s s / N i g h t F l u s h
The use of exposed high mass
materials with night flush
ventilation reduces energy use.

HM
to driving range
to
first
tee
view to
18th hole
line of roof
overhang
operable
"clamshell"
service window
S i t e A d a p t e d P l a n s
Plan arrangements adapted to natural
site forces to maximize potential
energy saving and comfort conditions.

THE LIGHTS

AT INDIO

A S S O C I A T E S
ARCHITECTS + ENGINEERS

S H E P P H I R DS H E P P H I R DS H E P P H I R D
T H E L I G H T S − AT I N D I O GC
8/28/2023 9:59:26 AM
Project Views A3
1 Rear View
2 1/16" = 1'-0"
South
Building orientation, eaves and
overhangs, and color choices
decrease solar impact on exterior
envelope.

S o l a r S h a d i n g
Modular PV systems integrated
into standing seam galvalume roof
to produce electrical power during
available solar hours.

P h o t o v o l t a i c A r r a y
Building orientation, eaves and
overhangs, and color choices
decrease solar impact on exterior
envelope.

S o l a r S h a d i n g
H e a t P u m p HVAC
The use of electric heat pump systems
to heat and cool the building reduces
carbon footprint. Tied to PV array for
free cooling energy in hot weather.

G l a z i n g S y s t e m s
E x t e r i o r
Sliding doors and operable windows
provide flexible response to available
natural ventilation. Dual-glazed lites
with low-e coating reduce thermal
loads on building interior.

THE LIGHTS

AT INDIO

A S S O C I A T E S
ARCHITECTS + ENGINEERS

S H E P P H I R DS H E P P H I R DS H E P P H I R D
T H E L I G H T S − AT I N D I O GC
8/28/2023 9:59:29 AM
Project Views A4
1 Entry View
2 Service Yard
Building orientation and
systems
designed to maximize usage of
prevailing wind patterns.

S i t e A d a p t e d P l a n s N a t u r a l V e n t i l a t i o n Plan arrangements adapted to natural
site forces to maximize potential
energy saving and comfort conditions.
2 Service Yard THE LIGHTS

AT INDIO

A S S O C I A T E S
ARCHITECTS + ENGINEERS

S H E P P H I R DS H E P P H I R DS H E P P H I R D
T H E L I G H T S − AT I N D I O GC
8/28/2023 9:59:31 AM
Banquet View A5
1 Banquet Space / Office View
H i g h M a s s / N i g h t F l u s h
The use of exposed high mass
materials with night flush
ventilation reduces energy use.

HM
H e a t P u m p / H V A C
The use of electric heat pump systems
to heat and cool the building reduces
carbon footprint. Tied to PV array for
free cooling energy in hot weather.

PV
Building orientation, eaves and
overhangs, and color choices
decrease solar impact on exterior
envelope.

S o l a r S h a d i n g
1 Banquet Space / Office View THE LIGHTS

AT INDIO

A S S O C I A T E S
ARCHITECTS + ENGINEERS

S H E P P H I R DS H E P P H I R DS H E P P H I R D
T H E L I G H T S − AT I N D I O GC
8/28/2023 9:59:31 AM
Climate Data A6
Used by permission from UCLA GSAUP

THE LIGHTS

AT INDIO

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Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 176 of 1671 Indio Golf Course Clubhouse
RFQ Response – Execuve Summary

Hamel Contrac
ng Inc. and Dahlin Architecture have reviewed the programming requests for the Golf Course Clubhouse and are pleased to present the response herein, represen ng our team-oriented
approach, advocacy for the client, and cost transparency. Our team has prepared a detailed es mate
and concept renderings fulfilling the requirements for the building and site. A$er careful evalua on, it is
apparent that the overall square footage of the building would need to be approximately 5,200 SF, in lieu of 4,500 SF noted in the RFQ, to fulfill the end user needs and experience. The budget structure presents the requested 4500 SF, projected 5200 SF for comparison, and a third budget column represen
ng VE opportuni
es for materiality and poten
al savings per discipline within the targeted
4500 SF. We are commi3ed to partnering with the City of Indio for crea ve solu
ons to meet the
objec
ves, but have iden
fied a need to expand expecta
ons without devia
ng considerably from the
end goal.

In an effort to support the most cost-effec
ve design, Hamel and Dahlin have collaborated on the
rectangular layout of the building in lieu of the circular configura on presented in the RFQ, as curvature
in the structure presents more cost prohibi
ve challenges to the construc
on budget.

In light of the above summary, the cost of construc
on is approximately $1,120/SF, or $5,040,089.

Understanding this es
mate is outside the stated budget, we feel our team is incredibly equipped to partner with the City to reduce that budget, while se;ng realis c expecta
ons. Please also note that
permits, design services, con
ngencies, FF&E and OHP are addi
onal costs to the subtotal cost of
construc
on, represen
ng the $4.5 million budget set forth would not cover the full project costs and s
ll fulfill the programming requests and exis
ng condi
ons. A$er careful evalua
on of the desired
aesthe
c and cost of materials and labor to achieve design objec ves, the project cost would require a
budget between $6M - $7.5M.

Our team sees incredible opportunity in the Golf Course Clubhouse and are commi3ed to partnering with the City of Indio on this project, while offering upfront informa on that will be cri
cal to the
success of the project from design to turnover. Given the budget constraints laid out above and included herein, our team offers the cost data and a scaled RFQ response, with the understanding that the budget presented exceeds RFQ NTE budget of $4.5 million.

We are proud to present a design that reflects the golf course, honors the City of Indio, incorporates sophis
cated design and sustainable materials, and enhances the area.

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PREQUALIFICATION QUESTIONAIRE

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EXHIBIT D

PREQUALIFICATION QUESTIONNAIRE
❑ Partnership

1. Name(s) of Design-Build Entity: Hamel Contracting-Dahlin Group

2. Which of the following best describes this entity?
❑Limited partnership Other Association

3. Please list the names of all of the partners, general partners, or association members known at the time of bid submission who will participate in the design-build contract:

Name Title Company

4. List at least three design-build projects that the partners or association members have participated in that demonstrate the design-build entity has the experience, competency, capability, and capacity to complete projects of similar size, scope, or complexity.
1)
2)
3)
Grant Hamel President Hamel
Becca Hamel Sr. Project Manager Hamel
Neil Hamel Project Manager Hamel
Robert May Sr. Superintendent Hamel
Gregor Markel Sr. Principal/Sr. Architect Dahlin Group
Stephanie Fujimura Principal/Sr. Architect Dahlin Group Haven Winery, Temecula, CA
x ❑L
Castlewood Country Club, Pleasanton, CA Mountain View Community Center, Mountain View, CA Contracting Contracting Contracting Contracting

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1. Does the design-build entity have the capacity to complete the project? x Yes ❑No

2. Provide the licenses and license numbers of each key member of the design-build team.

Name License(s) License Number(s)
Are all of these licenses valid and current? Yes ❑No
Explain, if no:

7. Does the design-build entity have the capacity to obtain all required payment and performance bonding, liability insurance, and errors and omissions insurance for this project? Yes ❑No

8. Has there been any prior serious or willful violation of the California Occupational Safety and Health Act of 1973, contained in Part 1 (commencing with Section 6300) of Division 5 of the Labor Code or the federal Occupational Safety and Health Act of 1970 (Public Law 91-596) settled against any member ofthe design-build entity?
❑Yes No Explain, if yes:

9. Has any member of the design-build entity been disbarred, disqualified or removed from a federal, state, or local government public works project? ❑Yes No
Grant Hamel General Contracting 919635
Gregor Markel
Stephanie Fujimura
Licensed Architect C36523 C23921 Licensed Architect

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10. Is there any instance where the design-build entity, is owners, officers, or managing employees defaulted on a construction contract? ❑Yes No

11. Has any member of the design-build entity violations of the Contractors' State License Law (Chapter 9 (commencing with Section 7000) of Division 3 of the Business and Professions Code), excluding alleged violations of federal or state law including the payment of wages, benefits, apprenticeship requirements, or personal income tax withholding, or of Federal Insurance Contribution Act (FICA) withholding requirements settled against any member of the design-build entity? ❑YesNo

12. Has any member of the design-build entity been subject to bankruptcy or receivership, including information concerning any work completed by a surety? ❑Yes No Explain, if
yes:

13. Please attach an explanation concerning any and all settled adverse claims, disputes, or lawsuits between the owner of a public works project and any member of the design-build entity during the preceding five (5) years preceding, in which the claim, settlement, or judgment exceeds fifty thousand dollars ($50,000).

Information must also be provided concerning any work completed by a surety during this period.

14. Please attach a statement specifying that all partners or association members agree to be fully liable for the performance under the design-build contract. ~~~ OATH VERIFYING INFORMATION PROVIDED HEREIN ~~~
I declare under penalty
of perjury and the laws of the State of California that the foregoing is true and correct. Executed this day
of , California. , at
Signature:
2nd October Murrieta NA Rebecca Hamel

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EXHIBIT E

AUTHORITY TO RELEASE INFORMATION

INDEMNIFICATION AND WAIVER
I,
(name, title and company) hereby direct and authorize you, your organization, and/or persons in your employ to release any and all information which you may have concerning me and/or my company, This information may be of confidential nature, including, but not limited to, information that is privileged in nature, or derogatory in nature, any data or materials which have been sealed or agreed to be withheld pursuant to any prior agreement or court proceeding.

I understand that I will not receive and am not entitled to know the contents of confidential verbal or written reports received, including any and all information obtained during the background review and I further understand that these reports are privileged.

I hereby release, discharge, and exonerate you, your agents, employees and representatives, and any person furnishing Information from any and all liability or damages for furnishing and inspection of such documents,records, and otherintonation, and this release shall be binding on my legal representatives, heirs, and assigns.

This release will expire in one year after the day signed.

Signed: Date:

Print Name:
10/2/2023 Rebecca Hamel, Sr. Project Manager Rebecca Hamel, Sr. Project Manager, Hamel Contracting, Inc.

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October 2, 2023
City of Indio
100 Civic Center Mall
Indio, CA 92001
Attn: Deputy City Manager, Indio City Hall
RE: Exhibit D Prequalification Questionnaire #14
RFQ Due Date: October 2, 2023
Dear City of Indio,
This statement specifies that all partners and association members do agree to be fully liable for the performance under the design-build contract.

Sincerely,
Hamel Contracting
Cc: Dahlin Group, Inc.

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EXPERIENCE AND QUALIFICATIONS
and

REFERENCE REVIEWS

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last.”
Who We Are

HIGH-QUALITY CONTRACTING
At Hamel ContracƟng we provide general contracƟng, construcƟon management, program management, preconstrucƟon, and design for both the public and private sectors. Founded in 2008, Hamel ContracƟng has developed a reputaƟon for quality work by ensuring individualized aƩenƟon to all aspects of construcƟon projects.

Founder and owner, Grant Hamel, has more than three decades of construcƟon experience, overseeing a variety of technical builds, and becoming a leader in expert in the planning, development, and construcƟon of k-12 schools. Mr.

Hamel is a graduate of the Arizona State University School of Engineering, receiving a degree in ConstrucƟon Management, and has since completed more than $750 million worth of high-quality projects.

At Hamel ContracƟng, we strive to do construcƟon beƩer— creaƟng a streamlined, reliable, and aƩenƟve experience for school districts, city governments, and private ownership groups alike. Our industry success can be aƩributed to our “dedicaƟon built to last” and building a solid foundaƟon of knowledge, experience, and support. Simply, our goal is to construct superior projects with excepƟonal service that are completed both on Ɵme and within budget.

We, at Hamel ContracƟng, have an unrivaled passion for what we do. We have a commitment to our client’s Ɵme and needs. Our team is the key to fulfilling our mission of quality and we believe we have the right personnel to communicate, coordinate, and effecƟvely collaborate with designers, owners, subcontractors, and more. By trusƟng your project to the experienced staff and owner of Hamel ContracƟng, you are guaranteeing phenomenal construcƟon and pre-planning experience and most importantly, a finished product we can all be proud of.

Design-Build Winery - In progress - Temecula, CA

• Award

PROJECT EXECUTIVE

EXPERIENCE

TRAINING/

CERTIFICATION

RELEVANT

PROJECTS

REFERENCES
Grant J. Hamel
Grant J. Hamel has over 35 years of construction management, and has managed over $450 million worth of construction. He has constructed projects in many of today markets including, Education, Hospitality, Assisted and Skilled Nursing Facilities, Research and Development and Warehouse and Distribution projects. His experience includes an extensive amount of new construction addition and modernization projects. Before the inception of Hamel Contracting, Inc, he worked with several public school districts for the design and construction of projects worth over $300 million under various types of contracts including construction management, design build and general contracting. Grant uses his in depth knowledge of construction laws, methodology and building codes to deliver quality projects on time and within budget. His extensive experience in the construction industry has also assisted in maintaining a first-rate rapport with owners, school district administrators, architects, consultants and other public agency representatives.

Bachelor of Science, Construction Management
Arizona State University – School of Engineering, 1987
Kona Kai Hotel Shelter Island, San Diego
The new hotel will have 318 guest rooms, two restaurants, conference and meeting space and a fitness center, all in a Polynesian setting.

Architect: Cornoyer Hedrick Architects
4046 Tyler St. Assisted Living convert Riverside, CA
Existing B occupancy, type VB office building to R2.1 Occupancy, type VA assisted living facility, with 24 beds. Existing building is one story with a mezzanine and will be converted to two story.

Architect: Miller Architecture Interiors Planning
Behavioral Health Tenant Improvement San Gorgonio Hospital Tenant Improvement inside existing medical offices.

Architect: Urrutia Architects
Darrin Waters 951.765.5100
Assistant Superintendent, Hemet Unified School District Lori Noorigan 951.696.1600 x1080
Coordinator of Facilities, Murrieta Valley Unified School District

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GENERAL SUPERINTENDENT

EXPERIENCE

TRAINING/

CERTIFICATION

RELEVANT

PROJECTS

REFERENCES
Robert May
Robert May has 47 years of experience as a Project Superintendent in the construction industry. His vast knowledge and diverse experience makes him a key team member for this project. His experience includes new construction addition and modernization projects. His responsibilities include bringing projects in on time and under budget, scheduling subcontractors, suppliers and inspectors as well as facilitating weekly safety meetings. Robert has had exceptional relationships with owners, inspectors and subcontractors as he gives special attention to communication and quality control.

Fire Science Program
Carpenters Joint Apprenticeship program
ICC
La Ventana Del Mar San Felipe, Mexico
New construction of multi-family housing & condominiums.

Architect: Woodley Architectural Group, Inc.

La Jolla Heights La Jolla, CA
New construction of a 472 unit multi-family residential development, 5 stories of condominiums over 3 levels of subterranean parking.

Architect: Togawa Smith Martin Architect (now merged with AC Martin) Sheriff’ Frank Bland Regional Training Center & Expansion Devore, CA 4,000 sq ft addition to the existing facility and site improvements.

Architect: West Group Designs
John Williams 951.688.1391
Owner/President, Rancho Framing
Clark Wolfe 951.894.5414
Sales, Whitecap HD Supply
ICBO Inspection Training
SWPPP
OSHA 30

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SENIOR PROJECT MANAGER

EXPERIENCE

TRAINING/

CERTIFICATION

RELEVANT

PROJECTS
Becca Hamel
Becca Hamel has over 1O years of construction and design-assist experience. She is a personable and seasoned Project Manager with high proficiency in project operations, scope planning and progress monitoring of Architectural, Structural and MEP construction activities. Becca has consistently demonstrated her ability to build strong professional relationships throughout her career, and has managed large, complex projects, while maintaining high team morale and energy. Becca is a skilled mentor and mediator and always brings out the best in team members. She produces excellent outcomes for all clients, while also providing cost containment and increased efficiencies.

Bachelor of Arts, Interior Design
Auburn University, Auburn, AL
Master of Science Management of Building Construction
Auburn University Auburn, AL
The Cheech Marin Center for Chicano Culture Riverside, CA 92501 Complete re-purposing construction of the existing three story Riverside Library into the fully remodeled and modernized Chicano art museum and gallery.

Architect: Page & Turnbell
Apple Park Headquarters Cupertino, CA 95014
State of the art, seven billion dollar, 2.8 million square foot, three story circular office building, with two below grade floors. Project also included the construction of America’s largest commercial kitchen, which utilized a 400 million dollar budget, in order to complete with all highly modern, internationally sourced materials and equipment. At all points of connection, 1 /16th tolerances were applied and required complex coordination of concrete, plumbing and building controls.

Architect: Foster & Partners
JP Morgan Chase Headquarters Phoenix, AZ 85016
Two existing office buildings retro-fitted simultaneously with 30 million dollars of construction delivered in only ten months. Project included demo of entire exterior facade and expansion of both buildings and high-end internationally sourced fixtures. The facilities were constructed to serve a call center with 700+ employees and required 2.5 miles of low voltage cable pull, all new MEP and commercial kitchens in both facilities.

Architect: Genzler Architects
Procore
Bluebeam
MS Project
Office Suite BIM Utilization

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REFERENCES
Hotel Indigo Atlanta Downtown, GA 30303
Complete retro-fit and conversion of 1960’s, 27 story building into a full-service, five star hotel. The 60 million dollar project included a 27 floor vertical abatement shaft full structural and MEP retrofit, helicopter pick for rooftop mechanical units, 2 story glass and marble staircase, sourced from Italy, and state of the art commercial kitchen.

Designed by: John Portman
Scott Colson 415.939.2189
HGA Architects, Principal Architect
Johnny Guiero 408.823.8591
Cupertino Electric, Senior Superintendent
Becca Hamel

RELEVANT

PROJECTS
CONT.

SENIOR PROJECT MANAGER

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PROJECT DESCRIPTION
Cheech morphed from the exhibition, Papel Chicano Dos: Works on Paper from the Collection of Cheech Marin to the Riverside Art Museum, to the Riverside Art Museum, a non-profit, nongovernmental art institution, in 2017.

Recipients of the 2023 NaƟonal Medal for Museum and Library Service, the naƟon’s highest honor given to museums and libraries that make significant and excepƟonal contribuƟons to their communiƟes. Over the past 29 years, the award has celebrated insƟtuƟons that are making a difference for individuals, families, and communiƟes.

Originally formed in the early 1950s by a group of arƟsts, RAM is a nonprofit museum with two locaƟons: the Riverside Art Museum, housed in a NaƟonal Historic 1929 building designed by Hearst Castle PROJECT LOCATION: RIVERSIDE, CA
APPROXIMATE PROJECT COST: $10,905,010
PROJECTED DURATION: 12 MONTHS
ACTUAL DURATION: 12 MONTHS
The Cheech Marin
Center for Chicano Art
& Culture
and AIA Gold Medal-winning architect Julia Morgan, and The Cheech Marin Center for Chicano Art & Culture (The Cheech).

Selected from thirty finalists, the 2023 National Medal for Museum and Library Service winners represent institutions that provide dynamic programming and services throughout their community outreach and bring about change communities thrive.

Hamel Contracting proudly undertook the ambitious task of overseeing a $11 million renovation project at the main City of Riverside library. Amidst the challenges posed by supply chain restraints and the unprecedented impact of COVID, we successfully transformed the library's 61,000 square feet into a space that represents the epitome of architectural excellence and modern functionality. Hamel created a space which was nominated for the National Medal for Museum and Library Service.

2019 Company Overview
20 weathering steel. The panels have an irregular topography derived from an abstracted musical phrase by composer Richard James. The rusted skin also alludes to the surrounding landscape of folded rock.

IDYLLWILD, CA SAN BERNARDINO, CA
$4,300,000 $1,585,800
20 MONTHS 6 MONTHS
20 MONTHS 6 MONTHS

As a leader of DAHLIN’s municipal team, Stephanie has an extensive portfolio of municipal work. She is responsible for client and consultant coordination. Her hands on knowledge in all project phases from planning to schematic design, construction documents to construction, and interior design contributes to her proven track record of helping municipalities achieve their project goals.

In addition to her public work, Stephanie Fujimura has experience in the private sector, including commercial, retail and office projects, both domestically and internationally. Stephanie adds value to projects by seeking methods to reduce waste and enhance building performance.

By developing efficient, cost-effective and sustainable solutions through using the latest technological platforms, she ensures the best building tailored to fit the clients’ needs. Her experience harnessing BIM and REVIT ensures architectural design is translated into the final product and better outcomes through collaboration with consultants from project inception to opening day.

EDUCATION

MASTERS, ARCHITECTURE
UNIVERSITY OF OREGON, EUGENE - 2008

REGISTRATIONS
LICENSED ARCHITECT IN CA - 2017
LEED ACCREDITED PROFESSIONAL - 2011

PROFESSIONAL HISTORY
DAHLIN (CURRENT + ONLY FIRM): 14 YEARS
HOME OFFICE:

DAHLIN PLEASANTON: 14 YEARS
CURRENT COMMITMENTS:

SAN LORENZO COMMUNITY CENTER: 20%

TIME, DD PHASE
CVSAN WASTEWATER OFFICE BUILDING +
CORP YARD: 10% TIME, DD PHASE
WASHINGTON COMMUNITY SWIM CENTER:
10% TIME, CA PHASE - EST COMPLETION FEB
2021

STEPHANIE FUJIMURA LEED AP
Principal / Senior Architect

PROJECT MANAGER

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Architecture is the integration of technology, structure, art and sculpture. With over 30 years of professional experience, Gregor Markel has perfected his craft working with clients and contractors to help shape places we live, work, shop, recreate, care, protect and worship. His diverse background of architectural experience allows him to lead project teams undertaking a wide variety of types and styles of architectural projects. “Our project approach is to craft a unique solution for each client, one that should be functional, creative, environmentally sound, and will meet the client’s timeline and budget expectations.”
Senior Principal

GREGOR MARKEL AIA, LEED AP
ROLE
PRINCIPAL-IN-CHARGE: OVERSIGHT OF PROJECT VISION, DESIGN, DEVELOPMENT, PROJECT MANAGEMENT AND ADMINISTRATION. PRESENTATION AND MEETING ATTENDANCE HOME OFFICE:

DAHLIN PLEASANTON: 21 YEARS

PROFESSIONAL HISTORY
DAHLIN (CURRENT): 21 YEARS
REEL GROBMAN & ASSOCIATES: 2 YEARS
SUGIMURA & ASSOCIATES: 4 YEARS
HERELD & AYRES ARCHITECT: 3 YEARS

SKYWEST GOLF CLUB

HAYWARD, CALIFORNIA / USA

HAYWARD AREA RECREATION DISTRICT
Building: 4,808 sqft
Role/Services: Project Architect -
Conceptual Design through Construction
Administration
Firm: DAHLIN
Completion: 2005
Client Contact: James Wheeler, General
Manager, [email protected], (510)
881-6710
Design an expanded facility, including
pro shop, administration offices,
bar and grill with seating for 60,
restrooms, and outdoor patios with
service window access to the kitchen.

LONE TREE GOLF AND

EVENTS CENTER

ANTIOCH, CALIFORNIA / USA

CITY OF ANTIOCH
Building: 20,400 sqft
Role/Services: Project Architect -
Conceptual Design through Construction
Administration
Firm: DAHLIN
Completion: 2002
Client Contact: Ron Parish, Director of
Golf, [email protected],
(925) 706-4220
Replaced existing facility with a
larger, more dynamic clubhouse
on a constricted site while
maintaining a portion of the
existing club for operations.

CREEKSIDE CLUBHOUSE

WALNUT CREEK, CALIFORNIA / USA

GOLDEN RAIN FOUNDATION
Building: 13,000 sqft center,
12,312 sqft equipment barn,
6,904 sqft studio/cart barn
Role/Services: JPrincipal-in-Charge -
Conceptual Design through Construction
Administration
Firm: DAHLIN
Completion: 2014
Client Contact: Jeffrey Matheson,
Director of Facilities, JMatheson@
rossmoor.com, 925-988-7628
Features a 400-seat multipurpose room
with a stage, golf pro shop, bar and
café, meeting rooms, and staff offices.

EDUCATION
BS + BACHELOR ARCHITECTURE,
WASHINGTON STATE UNIVERSITY - 1989

REGISTRATIONS
LICENSED ARCHITECT IN CALIFORNIA - 1993
LEED ACCREDITED PROFESSIONAL - 2005

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 194 of 1671 Mario Aiello is truly a master architect and artisan of contemporary design, and leads design for all of the firm’s municipal and institutional, commercial, retail and office work. He defines the character of a place, a building, a landscape, through the composition of exquisite detailing—translated from a piece of jewelry into a motif for a canopy, the color of a Parisian vase into an accent wall, or nature embodied within the structural design of a building. Mario is the recipient of multiple prestigious design awards; has served as a judge for several design awards programs; and is a published designer in magazines such as Diablo Magazine, Builder Magazine and Custom Homes.

EDUCATION

BS, ARCHITECTURE, CALIFORNIA POLYTECHNIC
STATE UNIVERSITY, SAN LUIS OBISPO - 1977

REGISTRATIONS
LICENSED ARCHITECT IN CALIFORNIA - 1984

MARIO AIELLO
Senior Principal

SKYWEST GOLF CLUB

HAYWARD, CALIFORNIA / USA

HAYWARD AREA RECREATION DISTRICT
Building: 4,808 sqft
Role/Services: Lead Designer -
Conceptual Design through Design
Development
Firm: DAHLIN
Completion: 2005
Client Contact: ames Wheeler, General
Manager, [email protected], (510)
881-6710
Design an expanded facility, including
pro shop, administration offices,
bar and grill with seating for 60,
restrooms, and outdoor patios with
service window access to the kitchen.

LONE TREE GOLF AND

EVENTS CENTER

ANTIOCH, CALIFORNIA / USA

CITY OF ANTIOCH
Building: 20,400 sqft
Role/Services: Lead Designer -
Conceptual Design through Design
Development
Firm: DAHLIN
Completion: 2002
Client Contact: Ron Parish, Director of
Golf, [email protected],
(925) 706-4220
Replaced existing facility with a
larger, more dynamic clubhouse
on a constricted site while
maintaining a portion of the
existing club for operations.

ROLE
LEAD DESIGNER: LEAD IN PROJECT DESIGN VISION AND DEVELOPMENT. PRESENTATION AND

MEETING ATTENDANCE
HOME OFFICE:

DAHLIN PLEASANTON: 25 YEARS

PROFESSIONAL HISTORY
DAHLIN (CURRENT): 25 YEARS
PRIVATE CONSULTAING: 5 YEARS
DELCON DEVELOPMENT: 5 YEARS
MULLEN MORRIS ALEXANDER, ARCHITECTS: 1 YEAR
DELCON DEVELOPMENT: 7 YEARS

CASTLEWOOD CC

PLEASANTON, CALIFORNIA / USA

CCC BOARD OF DIRECTORS
Building: 3,500 sqft outdoor dining,
3,000 sqft indoor dining, 1,500 sqft
bar/lounge, 4,100 sqft kitchen
Role/Services: Senior Designer for all
club facilities - Conceptual Design and
DD
Firm: DAHLIN
Completion: Estimated Winter 2021
Client Contact: John Vest, General
Manager, [email protected],
925-846-2871
Renovation includes kitchen upgrades,
interior and exterior dining, bocce
courts, and cosmetic enhancements.

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Use / Type: Golf Clubhouses
Building: 13,000 sqft center,
12,312 sqft equipment barn,
6,904 sqft studio/cart barn
Services: Programming, Design,
Construction Administration
Completion: 2014
Client Contact: Jeffrey Matheson,
Director of Facilities, JMatheson@
rossmoor.com, 925-988-7628
As part of the Rossmoor active senior
adult community, outdated structures
were replaced with five new facilities,
expanded parking, and enhanced site
amenities. The greatest challenge was
integrating the new facilities to preserve
as many of the site’s mature heritage
trees. The new craftsman-styled
clubhouse features a 400-seat banquet/
multipurpose room with a stage for
theatrical events, golf pro shop, bar
and café with indoor and outdoor patio
seating, meeting rooms, and staff
offices. The complex also supports
interior golf cart and equipment barns
with security and maintenance offices.

CREEKSIDE CLUBHOUSE

WALNUT CREEK, CALIFORNIA / USA

GOLDEN RAIN FOUNDATION

CREEKSIDE GRILL RESTAURANT & BAR

BANQUET HALL WITH THEATER STAGE

FIVE MEETING ROOMS

GOLF PRO SHOP

STAFF OFFICES FOR ROSSMOOR NEWS

PATIOS AND OUTDOOR DECKS

EQUIPMENT AND STUDIO/CART BARNS

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Use / Type: Golf Clubhouse
Building: 20,271 sqft
Services: Programming, Design,
Construction Administration
Completion: 2013
Client Contact: Ron Haas, General
Manager/COO, [email protected],
925-631-1901
Moraga Country Club’s existing
30-year-old building was demolished
to accommodate a new recreation
facility for the community on the same
site. Providing a lounge, dining room
and locker rooms for the very active
swim, tennis and golf programs, the
new facility also takes advantage of
beautiful views with vast expanses of
glass that open up the interiors to the
site’s grand vistas. Decks are provided
on each side of the banquet hall to
maintain an uninterrupted view of the
golf course and hillsides, while still
allowing for separate outdoor functions.

MORAGA COUNTRY CLUB

MORAGA, CALIFORNIA / USA

MORAGA COUNTRY CLUB HOA

LOUNGE AND BAR

DINING HALL

GOLF PRO SHOP AND LOCKERS

SWIMMING POOL

GOLF COURSE

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 197 of 1671 QUALIFICATIONS FOR DESIGN SERVICES FOR DRYDEN CLUBHOUSE FIRE DAMAGE RENOVATION PROJECT (PPD20-10) DAHLIN GROUP ARCHITECTURE | PLANNING9 Use / Type: Country Club
Building: 48,568 sqft
Services: Programming, Design,
Construction Administration
Completion: April 2018
Client Contact: Greg Gonsalves,
General Manager/COO, g.gonsalves@
roundhillcc.org, 925-934-8211, x303
The Round Hill Country Club remodel
is an interior renovation and exterior
expansion of the existing country club.

The renovation includes updates to the
primary areas of the club including the
dining rooms, bars / lounges, private
dining rooms, banquet rooms, locker
rooms, pro shop, administration, fitness
and restroom areas. Exterior addition
includes an expansion of the pro shop
and men’s lounge and locker room
areas, reconstruction of an existing
trellis feature, and installation of a new
exterior dining pavilion. The project
was completed in multiple phases.

Round Hill
Country Club

ALAMO, CALIFORNIA, USA

ROUND HILL COUNTRY CLUB

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CASTLEWOOD

COUNTRY CLUB

PLEASANTON, CALIFORNIA / USA

CASTLEWOOD COUNTRY CLUB BOARD

OF DIRECTORS
Use / Type: Golf Clubhouses
Building: 3,500 sqft outdoor dining,
3,000 sqft indoor dining, 1,500 sqft
bar/lounge, 4,100 sqft kitchen
Services: Programming, Design,
Construction Administration
Completion: Estimated Winter 2021
Client Contact: John Vest, General
Manager, [email protected],
925-846-2871
The multi-phased renovation for the
Castlewood Country Club includes
kitchen upgrades, interior and exterior
dining, bocce courts, and cosmetic
enhancements. The proposed design
embodies the club’s rich history
in a current, more contemporary
context and style, creating a
cohesive set of interior and exterior
spaces that exude a comfortable
elegance for its membership.

ADDITIONAL PROJECTS
DAHLIN has also worked on a number
of other Castlewood Country Club
project over the years, including:
2003 – Clubhouse Master
Plan and Renovation
2005 – Ladies Locker Room Remodel
2010 – Kitchen Scullery Remodel
2013 – Site Updates and
Bocce Court Expansion
2014 – Hacienda Dining
Room / Bar Remodel
2015 – Kitchen Plumbing and
Grease Interceptor Upgrades
2017 – Current Clubhouse Remodel
/ Pool House Replacement Plans

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PROJECT NAME CLIENT NAME PROJECT LOCATION

LONE TREE GOLF AND EVENT CENTER CITY OF ANTIOCH ANTIOCH, CALIFORNIA

SKYWEST CLUBHOUSE HAYWARD AREA RECREATION DEPARTMENT HAYWARD, CALIFORNIA

SILVER CREEK VALLEY COUNTRY CLUB SHEA HOMES SAN JOSE, CALIFORNIA

CORONADO GOLF CLUBHOUSE CITY OF CORONADO CORONADO, CALIFORNIA

BALBOA PARK GOLF CLUB CITY OF SAN DIEGO SAN DIEGO, CALIFORNIA

TORREY PINES GOLF CLUB CITY OF SAN DIEGO SAN DIEGO, CALIFORNIA FRANKLIN CANYON GOLF CLUB CLEMENTINA CLEMCO HOLDINGS, INC. HERCULES, CALIFORNIA

POPLAR CREEK GOLF CLUBHOUSE CITY OF SAN MATEO SAN MATEO, CALIFORNA

HARDING PARK GOLF CLUBHOUSE KEMPERSPORTS MANAGEMENT SAN FRANCISCO, CALIFORNIA

TALEGA GOLF CLUB TALEGA ASSOCIATES SAN CLEMENTE, CALIFORNIA OAKHURST COUNTRY CLUB PRESLEY OF NORTHERN CA. CLAYTON, CALIFORNIA

GENOA LAKES CLUBHOUSE MONTEREY DEVELOPMENT GROUP GENOA, NEVADA

HIGHLAND FALLS CLUB DELL WEBB CORPORATION LAS VEGAS, NEVADA

BROOKSIDE COUNTRY CLUB GRUPE DEVELOPMENT COMPANY STOCKTON, CALIFORNIA

DISCOVERY BAY COUNTRY CLUB THE HOFFMAN COMPANY BYRON, CALIFORNIA

THE FALLS CLUB BLACKHAWK CORPORATION BLACKHAWK, CALIFORNIA

LAKESIDE COUNTRY CLUB BLACKHAWK CORPORATION BLACKHAWK, CALIFORNIA SILVER ROCK RANCH RESORT LA QUINTA REDEV. AGENCY LA QUINTA, CALIFORNIA

SUN CITY ANTHEM REC CENTER DEL WEBB CORPORATION LAS VEGAS, NEVADA

SUN CITY GRAND DELL WEBB CORPORATION SURPRISE, ARIZONA

BAY CLUB CENTEX MENIFEE, CALIFORNIA

THE VALLEY CLUB MORROW DEVELOPMENT CARLSBAD, CALIFORNIA

BRESSI RANCH RECREATION CENTER LENNAR COMMUNITIES CARLSBAD, CALIFORNIA

ESCALA RECREATION CENTER SHEA HOMES SAN DIEGO, CALIFORNIA

SAN MIGUEL RANCH RECREATION CENTER TRIMARK PACIFIC HOMES CHULA VISTA, CALIFORNIA, PINE ROCK GOLF CLUBHOUSE GUOHUA R.E. DEVELOPMENT BEIDAIHE, HEBEI, CHINA

DONGGUAN CLUBHOUSE POLY DONGGUAN INVESTMENT DONGGUAN, GUANGDONG, CHINA

LAFITTE MANOR GOLF CLUB POLY INVESTMENTS CHENGDU, SICHUAN, CHINA

LINGSHUI BLUE BAY GOLF CLUB GREENTOWN LINGSHUI COUNTY, HAINAN, CHINA

LA CADIERE CLUBHOUSE LA CADIERE GROUP CHENGDU, SICHUAN, CHINA LAGOON MANOR CLUB BEIJING ZHONGHAI R.E. BEIJING, CHINA

SEVEN GODDESS GOLF CLUBHOUSE PARAGON BAOTING COUNTY, HAINAN, CHINA

ADDITIONAL CLUBHOUSE AND RELATED EXPERIENCE

PRODUCTION CAPABILITIES
Percentage of total fees in last seven years, firm-wide, received from similar projects: 15% Location providing services: 5865 Owens Drive, Pleasanton, California 94588; 100% of services delivered from this location About Pleasanton Office: Over 100 of DAHLIN’s 150+ staff are located in our Pleasanton office. DAHLIN has the available manpower and flexibility to staff this project and keep it on schedule. We do not rotate staff—the team that creates the design also closes out construction. This consistency of knowledge is crucial to an iterative process and a successful project, and results in an excellent working relationship with city staff. The small firm attention our project teams provide to clients is supported by the advantages that a large firm offers: additional flexible staff available to help meet any deadlines, and the full support of an accounting staff, graphic designers, IT support, marketing, administration, and digital imaging.

Subconsultants: Siegfried Engineering - Structual, Landscape and Civil; Nexus Engineering - Mechanical, Electrical, and Plumbing; BSK - Geotech; OMEGA - Hazmat; Mack5 - Cost Estimating, and Cini Little - Kitchen Consultant

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PROJECT BUDGET
*Please reference execuve summary for further clarificaon of budget and opportunies

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10.2.23 Requested Projected Opportunity for $
savings - 4500 SF
4,500 5,200 4500
DESCRIPTION $/SF COST - 4500 SF COST - 5200 SF REDUCED COST - 4500 SF

COST OF CONSTRUCTION
General Conditions / Construction Requirements 51.15$ 276,216$ 319,183$ 276,216$ Temporary Storm Water Pollution Control 2.44$ 10,983$ 12,691$ 9,884$ Final Cleaning 2.07$ 9,295$ 10,741$ 8,366$
Site Surveys 2.44$ 10,983$ 12,691$ 9,884$
Site & Building Demo & Abatement 40.54$ 182,430$ 210,808$ 164,187$ Structural Concrete & Reinforcement 105.76$ 475,919$ 549,951$ 428,327$ Structural Steel, Decking & Misc Metals 97.62$ 439,310$ 507,647$ 395,379$ Rough Carpentry 113.90$ 512,528$ 592,255$ 461,276$
Cabinets & Finish Carpentry 12.85$ 57,842$ 66,840$ 52,058$ Blanket Insulation 7.32$ 32,926$ 38,048$ 29,634$
Thermo Plastic Roofing 37.06$ 166,774$ 192,716$ 150,096$ Sheet Metal Flashing & Trim Roof Acc 16.27$ 73,218$ 84,608$ 65,897$ Hollow Metal Doors and Frames 12.20$ 54,914$ 63,456$ 49,422$ Aluminum-Framed Entrances and Storefronts 105.76$ 475,919$ 549,951$ 428,327$ Plaster Assemblies & Gypsum Board Assemblies 53.46$ 240,585$ 278,009$ 216,526$ Ceramic Tiling 15.70$ 70,656$ 81,647$ 63,590$
Acoustical Panel Ceilings 33.84$ 152,294$ 175,984$ 137,065$ Carpet (Carpet Tile) 17.78$ 80,013$ 92,459$ 72,012$
Painting 16.03$ 72,157$ 83,381$ 64,941$
FRP 2.51$ 11,276$ 13,030$ 10,148$
Toilet Compartments & Accessories 5.24$ 23,593$ 27,263$ 21,234$ Dimensional Letter Signage 5.69$ 25,626$ 29,613$ 23,064$ Food Service Equipment 16.27$ 73,218$ 84,608$ 65,897$
Emergency Key Cabinets 0.49$ 2,197$ 2,538$ 1,977$
Audio Visual 1.63$ 7,322$ 8,461$ 6,590$
Window Blinds 6.90$ 31,058$ 35,890$ 27,953$
Wet-Pipe Sprinkler Systems 26.03$ 117,149$ 135,373$ 105,434$ Plumbing 32.54$ 146,437$ 169,216$ 131,793$
Heating, Ventilating, and Air Conditioning (HVAC) 3.25$ 14,644$ 16,922$ 13,179$ Electrical 122.03$ 549,138$ 634,559$ 494,224$
Data Communications 12.54$ 56,413$ 65,189$ 50,772$
Earth Moving 42.81$ 192,637$ 222,603$ 173,374$
Asphalt Paving 7.97$ 35,877$ 41,458$ 32,289$
Playground Surfacing 3.24$ 14,600$ 16,872$ 13,140$
Site Bicycle Racks 0.24$ 1,098$ 1,269$ 988$
Earth Moving 42.81$ 192,637$ 222,603$ 173,374$
Asphalt Paving 7.97$ 35,877$ 41,458$ 32,289$
Concrete Paving 24.41$ 109,828$ 126,912$ 98,845$
SUBTOTAL - CONSTRUCTION COST 1,120$ 5,040,089$ 5,824,103$ 4,564,152$

DESIGN SERVICES
ARCHITECTURAL Included Included Included
CIVIL Included Included Included
LANDSCAPE Included Included Included
MEP Included Included Included
STRUCTURAL Included Included Included
SUBTOTAL - DESIGN COST 576,000$ 576,000$ 576,000$

MISCELLANEOUS PROJECT COSTS
Permits 151,203$ 174,723$ 136,925$
Design Contingency - 2% of Project Construction Cost 100,802$ 116,482$ 91,283$ Construction Contingency - 2% of Project Construction Cost 100,802$ 116,482$ 91,283$ FF&E 200,000$ 200,000$ 200,000$
SUBTOTAL - MISC 552,806$ 607,687$ 519,491$
SUBTOTALS 1,120.02$ 6,168,895$ 7,007,790$ 5,659,642$
OVERHEAD 3% 185,067$ 210,234$ 169,789$
PROFIT 3% 185,067$ 210,234$ 169,789$
SUBTOTAL - OHP 370,134$ 420,467$ 339,579$
Bond 5,552$ 6,107$ 4,997$
Insurance GL & Builders Risk 7,514$ 8,531$ 6,892$
6,552,220$ 7,443,036$ 6,011,223$ TOTAL BID PRICE
City of Indio - Golfcourse Club House
83040 Ave 42 Indio, CA
Project Square Footage

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CONCEPT PLAN AND TECHNICAL DESIGN

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EXAMPLE OF DESIGN-BUILD SCHEDULE

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 212 of 1671 ID Task Name Duration Start Finish
1 Haven Vineyards Overall Project Schedule 654 days Tue 11/9/21 Mon 6/3/24 2 Milestones 654 days Tue 11/9/21 Mon 6/3/24
3 Design Concept Kick-off 0 days Tue 11/9/21 Tue 11/9/21 4 Haven/Hamel Contract Executed 0 days Tue 1/4/22 Tue 1/4/22 5 Planning Submittal Submitted 0 days Thu 6/30/22 Thu 6/30/22 6 Entitlement County Approval 0 days Fri 6/30/23 Fri 6/30/23 7 Grading Permit Issued 0 days Mon 9/18/23 Mon 9/18/23
8 Construction Start 0 days Tue 9/19/23 Tue 9/19/23
9 Building Permit Issued 0 days Fri 10/13/23 Fri 10/13/23 10 Construction Complete 0 days Mon 6/3/24 Mon 6/3/24
11 Contract Admin 224 days Wed 12/1/21 Thu 10/13/22
22 Entitlement Phase 385 days Wed 1/12/22 Tue 7/18/23
23 HANS initial submittal - not in conservation zone 1 day Wed 1/12/22 Wed 1/12/22 24 Rancho Water Submittal 1 day Wed 1/12/22 Wed 1/12/22 25 Initial County Planning Project Meeting 9 days Tue 1/25/22 Tue 2/22/22 26 Entitlement Design 169 days Wed 3/2/22 Thu 10/27/22
27 Schematic Design Kickoff Meeting 1 day Wed 3/2/22 Wed 3/2/22 28 Civil Site survey & CAD Topo 3 wks Fri 3/4/22 Thu 3/24/22 29 Entry Road & Parking Lot Analysis 41 days Wed 3/23/22 Wed 5/18/22 30 Architectural Planning Dept Drawings & Development 2 mons Thu 5/5/22 Thu 6/30/22 31 Landscape entitlement development drawings 4 wks Thu 5/12/22 Thu 6/9/22 32 Civil entitlement drawings 4 wks Thu 5/19/22 Thu 6/16/22 33 Kitchen Design 10 wks Thu 8/4/22 Thu 10/13/22
34 Define waste/water management and requirements 10 days Fri 10/14/22 Thu 10/27/22 35 Entitlement Review - First Round - Requirements Defined 120 days Mon 4/11/22 Wed 9/28/22 36 Biology study 24 wks Mon 4/11/22 Wed 9/28/22
37 Paleontology study - Optional, depending on Cultural Study results 58 days Fri 6/10/22 Wed 8/31/22 38 Archeological study - Optional, depending on Cultural Study results 58 days Fri 6/10/22 Wed 8/31/22 39 Cultural Studies 46 days Fri 7/1/22 Tue 9/6/22
40 Environmental study /CEQA 14 days Mon 7/18/22 Thu 8/4/22 41 Traffic Study 14 days Mon 7/18/22 Thu 8/4/22
42 Air & Green House Gas Study 14 days Mon 7/18/22 Thu 8/4/22 43 Noise Study 14 days Mon 7/18/22 Thu 8/4/22
44 Geotech survey & reporting 4 wks Thu 5/19/22 Thu 6/16/22 45 Planning Submittal Package Submitted 0 days Thu 6/30/22 Thu 6/30/22 46 MEPF Basis of Design Development 15 days Fri 7/1/22 Fri 7/22/22 47 County Review Period of Planning Submittal - Incl. Civil/Site, WQMP, Floorplans/Elevations, HANS (Do not need MEP plans for Planning Submittal) 25 wks Fri 7/1/22 Fri 12/30/22
48 County Comments Received 2 days Tue 8/9/22 Thu 8/11/22 49 Architectural Revisions per County Planning Review - Updated for Entitlement 6 wks Fri 8/12/22 Fri 9/23/22 50 First Round Entitlement Review - Comments Published 1 day Mon 8/15/22 Mon 8/15/22 51 HANS Review & Approval Period (45 Days after Biology Study) 45 days Thu 9/29/22 Fri 12/2/22 Haven Vineya
Milestones
Entitlement County Approval
Grading Permit Issued
Construction Start
Building Permit Issued
Construction
Entitlement Phase
Entitlement Design
Architectural Planning Dept Drawings & Development
Landscape entitlement development drawings
Define waste/water management and requirements
Entitlement Review - First Round - Requirements Defined Paleontology study - Optional, depending on Cultural Study results Archeological study - Optional, depending on Cultural Study results County Review Period of Planning Submittal - Incl. Civil/Site, WQMP, Floorplans/Elevations, HANS (Do not need MEP plans for Plann Architectural Revisions per County Planning Review - Updated for Entitlement First Round Entitlement Review - Comments Published
HANS Review & Approval Period (45 Days after Biology Study)

J F M A M J J A S O N D J F M A M J
Half 1, 2023 Half 2, 2023 Half 1, 2024
Haven Vineyards
Overall Project Schedule
Mon 4/17/23
Haven Vineyards - OPS - April 2023 Update Page 1 of 2 EXAMPLE OF DESIGN-BUILD SCHEDULE WITH 9-MONTH

CONSTRUCTION DURATION

EXAMPLE

ID Task Name Duration Start Finish
52 MEP Entitlement Drawing Development 30 days Fri 10/21/22 Mon 12/5/22 53 Civil Updates per County Planning and Waste/Water Requirements 15 days Fri 10/28/22 Thu 11/17/22 54 Septic Design 10 wks Fri 11/18/22 Thu 2/2/23
55 HANS Corrections and Response 15 days Mon 12/5/22 Tue 12/27/22 56 HANS Submittal 2nd round 20 days Wed 12/28/22 Wed 1/25/23 57 Entitlement Second Round Submission & County Comments Issued 24 days Wed 1/4/23 Mon 2/6/23 58 HANS APPROVAL 3 days Thu 1/26/23 Mon 1/30/23
59 CEQUA Package Compilation 4 wks Tue 1/31/23 Mon 2/27/23 60 Entitlement Second Round Revisions - Civil & LPA updates 15 days Tue 2/7/23 Mon 2/27/23 61 CEQUA Document Submittal to County 1 day Wed 3/1/23 Wed 3/1/23 62 CEQUA Review Period 6 wks Thu 3/2/23 Wed 4/12/23
63 CEQUA Approval 5 days Thu 4/13/23 Wed 4/19/23
64 Septic Design Submission (Cannot submit until CEQUA approved) 2 days Thu 4/20/23 Fri 4/21/23 65 RWQCB/Septic Approval 3 mons Mon 4/24/23 Tue 7/18/23 66 County Hearing 1 day Thu 4/27/23 Thu 4/27/23
67 County Approval Period 45 days Fri 4/28/23 Fri 6/30/23 68 Construction Drawings Development & Permitting 395 days Fri 6/17/22 Wed 1/10/24 69 Rancho Water plans 3 mons Fri 6/17/22 Mon 9/12/22
70 MEP Drawing Development 2 mons Fri 10/14/22 Mon 12/12/22 71 Structural Drawing Development 1 mon Tue 12/13/22 Thu 1/12/23 72 80% CD Set Published - City Submittal 2.6 wks Fri 1/13/23 Tue 1/31/23 73 Client Clarifications & Revisions 3.8 wks Wed 2/1/23 Mon 2/27/23 74 GMP Budget Update 6 wks Wed 2/1/23 Tue 3/14/23
75 GMP Budget Review 1 day Wed 3/15/23 Wed 3/15/23
76 VE V2 Development 5 wks Thu 3/16/23 Wed 4/19/23
77 VE V2 Redesign Period - Civil, Arch, MEP, Structural 5 wks Mon 4/24/23 Fri 5/26/23 78 GMP V2 Rebid 6 wks Tue 5/30/23 Tue 7/11/23
79 GMP Budget V2 Review, Approval, Contract Update 5 days Wed 7/12/23 Tue 7/18/23 80 Submit for Grading Permit 1 day Wed 7/19/23 Wed 7/19/23 81 Submit Drawings for Building Permit 0 days Wed 7/19/23 Wed 7/19/23 82 Edison Electric plans (Cannot start until Building Permit Set has been submitted) 6 mons Thu 7/20/23 Wed 1/10/24 83 Building permit review, comments, revisions 3 mons Thu 7/20/23 Thu 10/12/23 84 Fire Protection Design 6 wks Thu 7/20/23 Wed 8/30/23 85 Grading Permit - Review and Approval 2 mons Thu 7/20/23 Thu 9/14/23 86 Fire Alarm Design 6 wks Thu 8/31/23 Thu 10/12/23
87 Grading Permit Received 2 days Fri 9/15/23 Mon 9/18/23 88 Building Permit received 1 day Fri 10/13/23 Fri 10/13/23 89 Fire Alarm & Fire Protection IFP Drawings Permit review 2 mons Mon 10/16/23 Tue 12/12/23 90 Construction 180 days Tue 9/19/23 Mon 6/3/24
91 Site demo, grading, building layout, UG utilities 3 mons Tue 9/19/23 Wed 12/13/23 92 Building 6 mons Thu 12/14/23 Mon 6/3/24
MEP Entitlement Drawing Development
Civil Updates per County Planning and Waste/Water Requirements Septic Design
HANS Corrections and Response
HANS Submittal 2nd round
Entitlement Second Round Submission & County Comments Issued

HANS APPROVAL
CEQUA Package Compilation
Entitlement Second Round Revisions - Civil & LPA updates CEQUA Document Submittal to County
CEQUA Review Period
CEQUA Approval
Septic Design Submission (Cannot submit until CEQUA approved) RWQCB/Septic Approval
County Hearing
County Approval Period
Construction Drawings Development & Permit
MEP Drawing Development
Structural Drawing Development
80% CD Set Published - City Submittal
Client Clarifications & Revisions
GMP Budget Update
GMP Budget Review
VE V2 Development
VE V2 Redesign Period - Civil, Arch, MEP, Structural
GMP V2 Rebid
GMP Budget V2 Review, Approval, Contract Update
Submit for Grading Permit
Submit Drawings for Building Permit
Edison Electric plans (Cannot start until Buildin
Building permit review, comments, revisions
Fire Protection Design
Grading Permit - Review and Approval
Fire Alarm Design
Grading Permit Received
Building Permit received
Fire Alarm & Fire Protection IFP Drawings Permit revie
Construction
Site demo, grading, building layout, UG utilities
Building

J F M A M J J A S O N D J F M A M J
Half 1, 2023 Half 2, 2023 Half 1, 2024
Haven Vineyards
Overall Project Schedule
Mon 4/17/23
Haven Vineyards - OPS - April 2023 Update Page 2 of 2 EXAMPLE OF DESIGN-BUILD SCHEDULE WITH 9-MONTH

CONSTRUCTION DURATION

EXAMPLE

SKILLED LABOR FORCE AVAILABLITY

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 215 of 1671 Labor Compliance/LCP Tracker
At Hamel Contracting we have an in-house compliance
team that ensures we comply with all statutory
requirements for the payment of prevailing wages,
including the monitoring and enforcement of your
subcontractor’s payment of prevailing wages. This includes the monitoring of State and Davis-Bacon reporting
requirements, as well as other governmental labor
regulations applicable to state and federally funded public works projects. It is our mission to streamline the certified payroll process for owners, general contractors, and
subcontractors by providing the complexity of Certified Payroll and Labor Compliance, we are able to manage the entire process for our clients, thus reducing the possibility of incorrect and/or incomplete documents. To further
ensure compliance, we have incorporated a line item into each lease-leaseback subcontractor schedule of values.

Subcontractors are allowed to bill toward this line item each month upon receipt of proper CPR’s and workforce
ratios.

Having certified payroll information managed through LCP Tracker has allowed us to better manage our skilled and trained workforce compliance program. The incorporation of SB693 relieved some significant pressure on the
participation rates for many trades, and as a result, Hamel has been able to comply with the required rates. These
challenges will become apparent as school districts release more work, encumbering a smaller workforce.

Hamel utilizes LCP Tracker, a cloud-based solution for
certified payroll and construction site compliance. We
require monthly proof of prevailing wages, certified
payroll, and union training contributions from all
subcontractors as a requirement of progress payment. We assign a project assistant to each project who utilizes LCP Tracker to monitor compliance. If a subcontractor does not meet all requirements, their payment is withheld, until such time that the deficiency is remedied.

Through pre-construction, construction, and project closeout phases, Hamel Contracting ensures successful compliance results.

Subcontractor Selection/Workforce Issues
Hamel maintains a master list of trade contractors that are prequalified through our rigorous screening process and after having demonstrated expert and timely completion of work on past projects. Our process is in addition to the code-mandated, advertised prequalification process. Hamel confirms that subcontractors are registered with DIR, meet license requirements, have relevant size and duration
project experience, and reference checks to confirm
abilities.

Hamels robust list of subcontractors give high priority to Hamel when we price or bid projects. The subcontractors appreciate the clarity of our bid and scope documents, that we expertly assemble to communicate the strategic plan
including schedule, scope, site logistics and phasing.

WUHSD directly benefits from Hamel’s clear
communication of project requirements to subcontractors with multiple close/tight bids.

Hamel’s approach to project bidding is transparent. We
review scope documents, schedule, logistics and phasing plans, subcontractor lists, and outreach efforts with
WUHSD prior to bidding to ensure understanding of bid
documents and strategic plan. Hamel collaborates with the team to identify potential ‘allowance’ items and appropriate contingency amounts, in conformance with the agreement.

Areas of Focus during Subcontractor Procurement:

Final review of documents (note remaining issues
for bidding)
Re-confirm/scope service and agency
requirements.

Finalize schedule, estimate, scopes, and front-end
docs.

Re-confirm off-site street improvements and
utility plans are submitted and approved.

Finalize trade comments and marketing efforts.

Finalize logistics with the district and achieve
approval to bid.

Confirm constructability items are addressed.

The pricing time period and addenda issuance dates will be discussed and agreed upon, targeting the appropriate Board of Education meeting date for eventual GPC approval.

The actual sealed trade contractor bids are received at a stipulated date and time and are immediately opening, read aloud, and recorded; the process is observed by any
interested team member.

Because of the clarity of our scoping documents, Hamel
trade contracts with the lowest responsive and responsible subcontractor without additive bid modifiers, often utilized by other LLB contractors.

Bids are opened and Hamel conducts post-bid interviews of subcontractors in the presence of the Owner and
Architect, providing complete access and transparency of the eventual GPC. Hamel views this philosophy as an
advantage to the district to obtain the most accurate pricing without duplication of scope and higher costs.

To achieve WUHSD’s goals of participation, we advertise, and target all known qualified material suppliers, services, and trade contractors in your area. Labor will begin to reach maximum capacity. Our plan is to continue to engage strong active subcontractors and gain commitments to bid

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 216 of 1671 and work on our projects. A brief outline of our Skilled and Trained Workforce Compliance Program is provided
below. A full-size sample monthly report is provided
immediately following this page:
• For new projects a skilled and trained workforce
compliance package, which includes an
instructional memo and a state regulation
compliance statement, is issued with every
subcontract agreement and a project tracking log
is created.
• Accounts payable refers to the log prior to issuing
subcontractor payments.
• As percentage requirements adjust each year,
new compliance packages are distributed to
contractors.
• The field administrator assigned to each project is
responsible for logging whether a subcontractor
has been on-site and if monthly compliance
reports are received.
• Compliance letters collected from contractors
currently working on-site are submitted to owners
thirty days arrears.
• Failure to submit skilled workforce compliance
documentation monthly will result in immediate
stop payment of contract funds owed to the entity
that is not in compliance with state regulation
requirements.
• Contractors are required to submit monthly
compliance reports to Hamel on or about the 10th
of each month certifying skilled workforce
compliance for any on-site work performed
during the previous month. Compliance letters
collected on the 10th of each month are forwarded
to the owner with month end billing.

Local Outreach/Hiring:

Hamel uses a system called BidMail to advertise the project to all subcontractors/trades we tend to invite to provide a proposal for the project. If there are addendums issued from the owner and/or architect, we download onto BidMail and send to our invited subcontractors to make sure our
subcontractors who are providing a proposal are aware of any changes to the plans and specifications of the project.

Hamel provides our master trade contractor list for
WUHSD review and confirmation of the quality of the
trade contractors we invite to ‘price’ your projects. Hamel has the ability and will comply with WUHSD’s process on current and future lease-leaseback projects.

Hamel may also bid on work. To ensure the best pricing
and fairness, our price is bid alongside other subcontractors and sealed bids are provided to the district and opened in public.

The changing bid climate has non-school builders entering the market. Hamel has redoubled phone banking efforts and outreach meetings to notify, assist, and help promote the projects to highly qualified prospective bidders. Members of Hamel’s project development team assist in this effort.

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The Lights at Indio Golf Course
Design-Build

REQUEST FOR PROPOSAL
October 2, 2023

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 2 Part 1: Cover Letter/Executive Summary

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 3

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 4 Part 2: Prequalification Questionnaire

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 5

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 6

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 7

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 8

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 9 Part 3: Experience and Qualifications

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 10

SUB-CONSULTANTS

LANDSCAPE STRUCTURAL MECHANICAL

ELECTRICAL

PLUMBING
CIVIL
SURVEY
Part 3: ORGANIZATION CHART

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 11 Item 1
Refer to Part 10: References.

Item 2
Refer to Part 1: Cover Letter/Executive Summary.

Items 3 & 4
As you’ll see in our project experience provided in this Proposal, Holt Architecture does not have extensive experience in Golf Course Clubhouse designs, however, our Principal in charge of the Project, Matt Acton, has extensive direct experience in Golf Course Operations having previously worked for 7+ years in the Golf Industry. Holding positions ranging from Golf Cart Attendant through Assistant Golf Professional, Matt understands the functions and operations of not only the Golf business but also the Food and Beverage operations which play an equally vital role in the success of the Golf Course has a whole for the business and enjoyment of the patrons. Teaming this life experience with our firm’s 40+ years of delivering effective design solutions to our clients, we are well positioned to provide the City a new Golf Clubhouse you and the City’s avid golf community a facility you’ll enjoy for years to come.

Item 5
Not applicable per Addendum #1, Item #6.

Item 6
Refer to Part 10: References.

Item 7
Refer our Roy’s Desert Resource Project in Part 10: Reference Review.

Item 8
Refer to page 32 for our sustainable strategies practices.

Item 9
Refer to page 28 for a description of our Approach.

Part 3: Experience and Qualifications

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 12 Part 3: Key Personnel Resumes

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 13 Doug Wall Construction
Contractor

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 14 Doug Wall Construction
Contractor

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 15 Doug Wall Construction
Contractor

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 16 Holt Architecture
Architect
Education
Bachelor of Science Degree,
Architecture, University of Michigan,
Ann Arbor
Matt has 14 years of industry experience and has been a part of the Holt Architecture team for 12 years and has quickly risen to become a Principal. Clients come to recognize his level of diligence and commitment to projects with past clients repeatedly commenting, “He made us feel like we were his only client.” Registration
Architect: CA #37028
NCARB: #103399
Matt serves as the primary contact. He will be Project Manager and Project Architect. He is directly involved in the design + development of the Project Documents from initial concept to final construction. He will provide day-to-day oversight of the Project Team, Project Schedule, and Budget.

Tom has 32 years of industry experience and has been part of Holt Architecture for 23 years and has ascended through the ranks to the role of Senior Principal.

Throughout his time with Holt, he has completed a variety of Public Sector Safety Projects, including the East County Emergency Operation Center, which is one of the most complex and shortest in duration, being completed in just over one year from the start of design.

Tom provides oversight and coordination between Staff, Consultants, Contractors and Clients.

Education
Bachelor of Science Degree,
Architectural Studies, University of
Illinois
Master of Architecture, Southern
California Institute of Architecture
Affiliations
• American Institute of Architects
• International Conference of Building
Officials
• California Baptist University - Construction
Management Advisory Board
Registration
Architect: CA #31626
NCARB: #160933
Matt Acton
Principal | Holt Architecture
Thomas Howell
Senior Principal | Holt Architecture
Indio has already identified Jorge as an example of what’s great about The City of Festivals. From the moment he joined the Youth Advisory Council ten years ago, the community has continued to appreciate his involvement with the City’s growth. He was even featured in the State of the City address short film—The City of Indio Legacy. With his experience as an Indio resident and his 4 years under Holt’s mentorship, Jorge brings a unique perspective as Project Designer for this project.

Jorge will serve as Project Designer and provide digital 3D models and renderings.

Jorge Andrade
Project Designer | Holt Architecture
Education
Bachelor of Arts Degree, Architecture,
University of California, Berkeley

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 17 VCA ENGINEERS, INC., an S-Corporation, owned and managed by Mr. Virgil C. Aoanan, is a client-focused, service-oriented civil and structural engineering firm located in the City of Alhambra and Irvine, California. With over 30 employees, (2 Principal Engineers, 17 Civil Engineers, 4 Structural Engineers, 4 CAD technicians and 5 administrative staff) VCA Engineers, Inc. engages in a wide variety of engineering designs and services involving private and public land development, facility engineering, transportation engineering, and topographical engineering.

VCA has both personal resources and design and construction experience that are relevant to the criteria as set forth in this RFP. The firm has successfully prepared Civil Engineering drawings, plans, specifications, cost estimates, calculations, studies, project definition books, and reports for various projects, involving, but not limited to: demolition, roadway design, ADA path-of-travel requirements, new and relocated utilities, grading, site developments, storm water management and drainage (LID, SUSMP and SWPPP), site sustainable design (LEEDS and CHPS), master planning, underground utilities, topographical/ALTA surveys, hydrology and hydraulics, flexible and rigid pavements, traffic signals, street signage and striping, sanitary sewers, potable and fire water, and irrigation water.

The firm’s Structural Engineering design expertise encompasses planning, analysis and design of structures (large and small), retaining walls, shallow & deep foundation design, cost estimates, industrial build design, miscellaneous landscape structure design, peer review/plan checking, structural observation and analysis/ structural repair of existing structures.

Mr. Aoanan has over forty years of hands-on experience in civil and structural engineering related to planning, design, management, and construction of airport, municipal, industrial, institutional, transportation, commercial, manufacturing, aerospace, and military facilities. He has prepared and executed engineering construction documents (plans, specifications, calculations, requisitions, contracts) in multiple capacities as project manager, project engineer, lead engineer, design engineer, and construction engineer in both the civil and structural disciplines.

Education
Bachelor of Science Degree, Civil
Engineering, University of Hawaii
Registration
Registered Civil Engineer, CA
#6079
Registered Structural Engineer, CA
#3903
CASQA Qualified SWPPP Develop
and Practitioner (QSD and QSP)
Envision Sustainability Professional
(EVN S.P.)
Virgil Aoanan
Principal | VCA Engineering, Inc.

VCA Engineering, Inc.

Civil Engineer
Relevant Experience
• City of Alhambra, New Alhambra Community Center
• City of Gardena, New Gardena Community Aquatic & Senior Center – Gardena, CA
• City of Hacienda Heights, New Hacienda Heights Community and Recreation Center – Hacienda Heights, CA
• City of Los Angeles, Slauson Connect Recreation Center Bridging Documents – Los Angeles, CA
• City of Los Angeles, New Budokan Recreation Center – Los Angeles, CA
• City of Los Angeles, Alpine Recreation Center On-site Improvements Expansion – Los Angeles, CA
• City of Los Angeles, Woodland Hills Recreation Center Site Improvements – Woodlands Hills, CA
• City of Los Angeles, Granada Hills Pool and Bathhouse Refurbishment – Granada Hills, CA

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 18 Community Works Design Group was established in 1985 and provides municipal planning services throughout the State of California. The firm focuses on Park, Recreation, Streetscape and Trails Planning projects. CWDG has a ready and available staff of nine highly professional individuals. We draw on four Licensed Landscape Architects, two LEED/ SITES Accredited Professionals, as well as an ISA Certified Arborist, Certified Irrigation Designer/ Certified Landscape Irrigation Auditor, and a Certified Access Specialist (CASp). Community Works Design Group does what its name implies - it assists communities with the design of projects that Work. Our focus is on municipal projects and has been since day one in 1985.

Scott Rice is President and Managing Principal of CWDG. He draws on previous work experience in graphic design and golf course maintenance to integrate high aesthetic quality in balance with functional, costeffective designs. His focus is in Public Works projects for various municipalities throughout the State, including Park Planning of various scales, median and parkway landscape, and LMD/ CFD planning, specializing in several areas including Skate Parks. He has served as the City Landscape Architect for the City of Highland continuously since 2005.

Education
Bachelor of Science Degree, Landscape
Architecture, Cal Poly Pomona
Registration
Licensed Landscape Architect, CA #5111,
NY #2645
Certified Access Specialist, CA #CASp-709
Scott Rice ASLA, LEED AP, CASP
Principal | Community Works Design Group (CWDG)
Community Works Design
Group (CWDG)
Landscape Architect
Appointments
Vice Chair, San Bernardino County Building and Safety Appeals Board and Member of Physically Disabled Access Appeals
Board
Daniel Burkhart is a Senior Project Manager and Technical Director for our firm. He is responsible for reviewing all technical aspects of construction drawings and specifications, and working in concert with our design director to ensure that all of our firm’s designs are constructible and can be maintained within our clients’ available resources. Prior to joining our firm, Dan served as a Senior Landscape Inspector for the City of Yorba Linda. He also has more than a decade of experience as an estimator and foreman for large-scale landscape contractors.

Education
Bachelor of Science Degree, Landscape
Architecture, Cal Poly Pomona
Daniel Burkhart
Senior Landscape Architect | CWDG
Registration
Licensed Landscape Architect, CA #6092
ISA Certified Arborist, WE-11637A

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 19 Wiseman + Rohy Structural Engineers has been involved with the design of civic and community projects for over 40 years. We embrace these projects, as they embody the type of work we enjoy and strive for – specialty buildings that offer a reward back to the community and user of the building.

These structures have certain core goals. They should all:
• Use available funds in the most efficient way possible • Be adaptable for many different uses
• Have the ability to change over time as needs evolve
• Be as low maintenance as possible
We believe in exemplary service to the team and the client through our years of experience, clear and frequent communication, and attention to detail. Through the principles of Lean Design, we are successful in identifying required information early, scheduling tasks in an order to accomplish goals without backtracking, and coordination with all other consultants to ensure these values are used not just within our firm but throughout the team. This approach dramatically reduces waste in design time and construction materials and results in a better coordinated, higher efficiency building with a fast-moving construction phase.

Steve is directly involved with overseeing the production of drawings from initial client contact through efficient layout and management of the project. He establishes and enforces Quality Control and Quality Assurance guidelines for the company and projects. He develops company-wide standards to maintain consistent and efficient engineering, and implements ‘Lean Thinking’ principles for multidisciplinary efficiency.

Education
Bachelor of Science Degree,
Architectural Engineering
(Structural), Cal Poly San Luis
Obispo
Steve Rohy
Principal in Charge | Wiseman + Rohy
Wiseman + Rohy
Structural Engineer
Registration
Registered Structural Engineer, CA #S-4341, ID #S-11706 Registered Civil Engineer, CO #39469, OR #75625, WA #42184 Professional Affiliations
• Structural Engineers Association of San Diego (SEAOSD) | SEAOSD Board of Directors (2009-2011)
• Structural Engineers Association of California (SEAOC) | Convention House Chair
• American Institute of Steel Construction (AISC)
• American Welding Society (AWS)
• Earthquake Engineering Research Institute (EERI)

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 20 P2S Inc.

Mechanical, Electrical, & Plumbing
Scott Newman has over eight years of experience in mechanical engineering and HVAC consulting. His experience includes new building and renovation projects at municipal facilities, university, college, and K-12 campuses, commercial office buildings and retail spaces, and athletic facilities. Services have ranged from sizing and selection of replacement mechanical equipment to new building design and energy studies.

Education
Bachelor of Science Degree,
Mechanical Engineering, University
of Southern California
Scott Newman
Mechanical Engineer | P2S Inc.

Lars Henderson has over nine years of experience creating electrical designs for the construction industry. Assignments have included municipal sites, educational institutions, commercial fit-outs, and mission critical facilities in the Los Angeles and New York City markets. Electrical service designs, landscape power renovations, and energy efficient lighting upgrades are areas Lars has accomplishments in. Beyond the compliances and routines of designing, it is the client’s end goal which Lars strives emphasis towards.

Education
Bachelor of Science Degree,
Electrical Engineering,
Pennsylvania State University
Lars Henderson
Lead Electrical Engineer | P2S Inc.

Registration
Electrical Engineer, California, E22361
Registration
Mechanical Engineer, California, M39167
Eric Gomez has over 17 years of plumbing design, fire protection and construction experience. His extensive knowledge spans design, drafting, specifications, plan check submittals, cost estimates, inspections and construction administration. Eric has significant expertise in municipal, educational, recreational and office facilities. He has designed a comprehensive range of plumbing and fire protection systems such as campus natural gas supply distribution as part of master planning for future expansions on various college and university campuses.

Education
AS, Computer Aided Drafting, ITT
Technical Institute
Eric Gomez
Plumbing Engineer | P2S Inc.

Certifications
Certified in Plumbing Design (CPD)
Plumbing Design, University of California, Los Angeles

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 21 Part 4: Commitment to Project Budget

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 22 Part 4: Commitment to Project Budget

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 23 Part 5: Concept Plan and Technical Design

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 24 Part 5: Site Plan

GOLF CLUBHOUSE
4,800 SF
PATIO

FUTURE GOLF

CART SHELTER

EXISTING PARKING LOT

PLANNED PARKING PER
ADDENDUM NO. 1
AVENUE 42
PRACTICE FACILITIES 1ST TEE

D LIMIT
AREA
RY
H
HOUSE
OLF
TER

STAGING AREA
0’ 8’ 16’ 32’ 64’ N
LEGEND

PROPOSED LIMIT

OF WORK

RELEVANT AREA

OF WORK

PRELIMINARY

ROOF LINE

TRUE NORTH

NEW CLUBHOUSE

FUTURE GOLF

CART SHELTER
N
Site Plan
Once macro spatial relationships have been established, we provide our clients multiple site concepts. In this stage, we look at how the program best suits the site to meet the client’s needs.

Starting in the first meeting, we work with clients to establish a detailed program, which includes spatial adjacencies and circulation patterns to maximize overall efficiencies. This exercise is used to establish relationships from the site level down to individual spaces. The relationships can transform as a project progresses, but this initial analysis drives design decisions throughout the remainder of the project.

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 25 Part 5: Floor Plan
Banquet Room: 1,462 SF
Restrooms: 333 SF
Kitchen: 513 SF
Post Office: 200 SF
Pro Shop: 660 SF
Snack Bar: 446 SF
Offices: 200 SF
Storage: 267 SF
Electrical & Fire: 108 SF
Janitor Closet: 62 SF
Floor Plan Square Footage
Overall Plan Area: 4,740 SF
Keeping consistent with our process, a similar
approach is used as we work through floor
plan concepts. We present multiple options
based on the Client’s established program and
site concept to maximize project efficiencies.

Then we begin to solidify a 2D plan that’s
acceptable to the needs of all stakeholders.

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 26 Elevations
East Elevation
West Elevation
Part 5:

South Elevation
North Elevation
Stucco
Precision Block Masonry
Stucco
Precision Block Masonry
Stucco
Precision Block Masonry
Stucco
Precision Block Masonry

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 27 Renderings
Southwest Perspective South Perspective
Summer Solstice, 9AM Summer Solstice, 9AM
Part 5:

Northwest Perspective
Summer Solstice, 4PM
Northeast Perspective
Summer Solstice, 4PM

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 28 Work Plan

SCHEMATIC DESIGN
■ Once a clear and concise program has been
established, we will present to the City initial
concepts and design ideas, and together validate
the direction of the project upon which to finalize
the design. Schematic Design documents are
developed in this stage, such as:
- Program Diagrams
- Alternate Plans Showing Primary and Support
Spaces
- Phasing Concepts
- Future Expansion Options
- Sketches and Study Models, as required
- Conceptual 2D Site and Floor Plans
- Evaluation and Ranking of Concepts
■ This step in the project development process will
help the City establish a clear design concept.

Our design team can then start to develop the
concept in 3 dimensions through a variety of tools
in the Design Development stage.

DESIGN DEVELOPMENT

CONSTRUCTION DOCUMENTS

BID/CONSTRUCTION ADMINISTRATION

SCOPE OF SERVICES SUMMARY
■ We integrate our Clients in the design process from
Day 1. Through a variety of digital media, Holt
creates the visual aids needed to help clients make
critical design decisions.
■ These visual aids are extremely important when
navigating the design’s approval process and
are integral to successful communication with the
various project Consultants.
■ Our use of BIM continues to facilitate the decision
making, detailing, production, and coordination of
the drawings so that the resulting documents are
clear, consistent, fully coordinated, and describe
the Project as accurately as possible.
■ Please see page 3 for more detail on our document
management and quality control.
■ When documents are ready to bid, the team will
assist the Owner in obtaining competitive Bids for
Construction.
■ During the construction process, the team will
provide the required construction observation
services to the client. This is to ensure the objectives of the Owner are met, which are expressed in the
Construction Documents.
■ After reviewing the Scope of Services and goals
described in the RFP, we are excited for the
opportunity to grow our ongoing relationship with
the City of Fontana and feel strongly that our
diverse team and project approach fits well with the
City’s service needs.

DESIGN DEVELOPMENT - MATERIAL SELECTION
Part 5:

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 29 Part 6: Delivery Schedule, Phasing and Timeline

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 30 Part 6: Delivery Schedule, Phasing and Timeline

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 31 Part 7: Sustainable Strategies and Life-Cycle Costing

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RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 32 Glare Daylighting Radiance: Solar Panels
Sustainable Strategies and Life-Cycle Costing
Baseline
Energy Analysis
Building Envelope
Option A Option B
Net Zero


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The Design Team uses study models and energy analyses to isolate areas where the design is least efficient.

We track design options and their energy impacts on the building performance. This helps us determine energy-saving strategies that lead to environmentally and fiscally responsible designs. A high performance design means cost savings throughout the lifespan of the project.

Sun Protection Daylighting System Building Envelope Large Overhangs Part 7:

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 249 of 1671 Design-Build Services
RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 33 Part 8: Skilled Labor Force Availability

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 250 of 1671 Design-Build Services
RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 34 Part 8: Skilled Labor Force Availability

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 251 of 1671 Design-Build Services
RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 35 Part 9: Safety Record

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 252 of 1671 Design-Build Services
RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 36 Part 9:

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 253 of 1671 Design-Build Services
RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 37 Part 9:

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 254 of 1671 Design-Build Services
RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 38 Part 9:

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 255 of 1671 Design-Build Services
RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 39 Part 9:

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 256 of 1671 Design-Build Services
RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 40 Part 9:

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 257 of 1671 Design-Build Services
RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 41 Part 9:

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 258 of 1671 Design-Build Services
RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 42 Part 10: Reference Review

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 259 of 1671 Design-Build Services
RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 43 Note: The County engaged Holt Architecture
to provide Bid and Construction Administration
Services for this Project, and this is the project
that led Sylvia Weck to recommend Holt
Architecture to Eric Weck for the remodel of your
Council Chamber.

Location: 50425 Carmen Avenue, Cabazon, CA
92230
Building Area: 25,280 SF (5 Buildings)
Site Area: 9.58 acres
Construction Delivery Method: Design-Bid-Build
Construction Duration: 18-Months
Completion: January 2013
Construction Cost: $13,067,938
Cabazon Civic Center
Dominick Lombardi
Supervising Project Manager
County of Riverside Facilities Management
3450 14th Street, 2nd Floor
Riverside CA 92501
Office (951) 955-6622
Mobile (951) 212-3520
[email protected]
References | Holt Architecture & Doug Wall Construction Location: 50208 Main Street, Cabazon, CA 92230
Building Area: 10,653 SF
Site Area: 1.70 acres
Construction Delivery Method: Design-Bid-Build
Construction Duration: 10-Months
Completion: May 2007
Construction Cost: $4,211,604
Cabazon Fleet Services
Location: 50390 Carmen Avenue, Cabazon, CA
92230
Building Area: 11,690 SF
Site Area: 2.37 acres
Construction Delivery Method: Design-Bid-Build
Construction Duration: 8-Months
Completion: January 2004
Construction Cost: $2,155,684
Cabazon Community
Center
Part 10:

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 260 of 1671 Design-Build Services
RFP: Indio | Clubhouse at The Lights at Indio Golf Course |October 2, 2023 | PAGE 44 Location: 6547 Yucca Avenue, Twentynine
Palms, CA 9227
Building Size: 25,028 SF
Site Area: 83,261 SF
Construction Delivery Method:

Construction Manager, Multi-Prime
Services Provided: Architectural, Structural,
Mechanical, Plumbing, Electrical.

Construction Duration: 32 months
Substantial Completion Date: 03/31/2023
Status: complete
Project Phoenix Community Center & Visitor Center
Frank Luckino
City Manager
City of Twentynine Palms
6136 Adobe Road
Twentynine Palms, CA 92277
Office (760) 367-6799
Mobile (760) 401-0520
[email protected]
References | Holt Architecture
Location: 45900 Portola Avenue, Palm
Desert, CA 92260
Building Area: 11,363 SF
Site Area: 1.30 acres
Construction Delivery Method: Design-BidBuild
Construction Duration: 12-Months
Completion: November 2016
Construction Cost: $3,273,132
Hope Lutheran Fellowship Center
Mary Fay Pinnow
Building Committee
President
Hope Lutheran Church
45900 Portola Avenue
Palm Desert, CA 92260
Mobile (920) 420-1090
[email protected]
Anna Rodriguez
Supervising Project
Manager
County of Riverside
Facilities Management
44199 Monroe Street, Suite B
Indio, CA 92201
Office (760) 863-2537
[email protected]
Location: 19531 McLane Street, Palm
Springs, CA 92262
Building Area: 57,818 SF
Site Area: 106,900 SF
Construction Delivery Method: CM MultiPrime
Construction Cost: $20.2 Million
Construction Duration: 11 Months
Completion: September 2020
LEED Certified
Roy’s Desert Resource Center
Part 10:

Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 261 of 1671 ůƵƵƐĞĂƚƚŚĞ>ŝŐŚƚƐĂƚ/ŶĚŝŽ
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Approve Amendment No. 2 of the Design-Build Agreement with GCX LLC - the... Page 262 of 1671 Golf Course Clubhouse

Golf Course Clubhouse

City of Indio
City Council
July 17, 2024

STAFF REPORT
To: City Council
From: Bryan H. Montgomery, City Manager
Prepared by: Andrew Ansoorian, Dir. Of Human Resources & Risk Management Subject: Resolution No. 10462, fixing the employer contribution under the Public Employees' Medical and Hospital Care Act (PEMHCA) at an equal amount for employees and annuitants, and making a determination that the action is exempt from further environmental review pursuant to Section 15324 (Regulations of Working Conditions) of the California Environmental Quality Act
RECOMMENDATION:

Approve Resolution No. 10462, fixing the employer contribution under the Public Employees' Medical and Hospital Care Act (PEMHCA) at an equal amount for employees and annuitants, and making a determination that the action is exempt from further environmental review pursuant to Section 15324 (Regulations of Working Conditions) of the California Environmental Quality Act.

SUMMARY:

The City of Indio has an existing agreement with the California Public Employees' Retirement System (CalPERS) to provide its health program to active Indio employees and retired annuitants.

The CalPERS health program is governed by the Public Employees Medical and Hospital Care Act (PEMHCA). PEMHCA contains all the rules and regulations that a contracting agency must adhere to and the resolution is the mechanism by which an agency elects to become subject to PEMHCA.

ATTACHMENTS:

Resolution Template Packet_Change07.01.2024
APPROVAL(S):

Andrew Ansoorian, Dir. Of Human Resources & Risk
Management
Approved - 27 Jun 2024
Jennifer A. Mizrahi, Assistant City Attorney Approved - 02 Jul 2024 Ruby D. Walla, Director of Finance Approved - 03 Jul 2024 Bryan H. Montgomery, City Manager Approved - 05 Jul 2024 AGENDA ITEM #8.10
Resolution No. 10462 , fixing the employer contribution under the Public... Page 265 of 1671 Please staple on top of your health resolution(s) or cover letter.

This will ensure that the CalPERS mailroom expedites delivery to our office.

Mail packet to either:

Overnight Mail Service Regular Mail
California Public Employees’ Retirement System
Health Resolutions & Compliance Services, HAMD
400 Q Street
Sacramento, CA 95811
California Public Employees’ Retirement System
Health Resolutions & Compliance Services, HAMD
PO BOX 942714
Sacramento, CA 94229-2714
HEALTH

RESOLUTION
CalPERS ID # 6664227892
Agency Name City of Indio
Desired Effective Date July 1, 2024

Resolution No. 10462 , fixing the employer contribution under the Public... Page 266 of 1671 CalPERS Health Resolution (Change), Revised April 2021
RESOLUTION NO. Number

FIXING THE EMPLOYER CONTRIBUTION
UNDER THE PUBLIC EMPLOYEES’ MEDICAL AND HOSPITAL CARE ACT

AT AN EQUAL AMOUNT FOR EMPLOYEES AND ANNUITANTS
WHEREAS, (1) City of Indio is a contracting agency under Government Code Section 22920 and subject to the Public Employees’ Medical and Hospital Care Act (the “Act”); and
WHEREAS, (2) Government Code Section 22892(a) provides that a contracting agency subject to Act shall fix the amount of the employer contribution by resolution; and WHEREAS, (3) Government Code Section 22892(b) provides that the employer contribution shall be an equal amount for both employees and annuitants, but may not be less than the amount prescribed by Section 22892(b) of the Act; now, therefore be it
RESOLVED, (a) That the employer contribution for each employee or annuitant shall be the amount necessary to pay the full cost of his/her enrollment, including the enrollment of family members, in a health benefits plan up to a maximum of:

Medical Group Monthly Employer Health Contribution
Self Self+1 Self+ Family
010 Executive Group $2000.00 $2000.00 $2000.00
015 Unclassified Management $2000.00 $2000.00 $2000.00
020 Management $2000.00 $2000.00 $2000.00
025 Council-PERS Members $2000.00 $2000.00 $2000.00
030 Police Command Unit $2000.00 $2000.00 $2000.00
045 Fire Fighters Association $2000.00 $2000.00 $2000.00 050 General Unit (ICEA & IWAEA) $2000.00 $2000.00 $2000.00 060 Police Officers Association $2000.00 $2000.00 $2000.00 061 Professional $2000.00 $2000.00 $2000.00
062 Confidential $2000.00 $2000.00 $2000.00
plus administrative fees and Contingency Reserve Fund assessments; and be it further
RESOLVED, (b) City of Indio has fully complied with any and all applicable provisions of Government Code Section 7507 in electing the benefits set forth above; and be it further
RESOLVED, (c) That the participation of the employees and annuitants of City of Indio shall be subject to determination of its status as an “agency or instrumentality of the state or political subdivision of a State” that is eligible to participate in a governmental plan within the meaning of Section 414(d) of the Internal Revenue Code, upon publication of final Regulations pursuant to such

Resolution No. 10462 , fixing the employer contribution under the Public... Page 267 of 1671 CalPERS Health Resolution (Change), Revised April 2021
Section. If it is determined that City of Indio would not qualify as an agency or instrumentality of the state or political subdivision of a State under such final Regulations, CalPERS may be obligated, and reserves the right to terminate the health coverage of all participants of the employer; and be it further RESOLVED, (d) That the executive body appoint and direct, and it does hereby appoint and direct, Andrew Ansoorian to file with the Board a verified copy of this resolution, and to perform on behalf of City of Indio all functions required of it under the Act; and be it further
RESOLVED, (e) That coverage under the Act be effective on July 01, 2024.

Adopted at a regular meeting of the Indio City Council at Indio, this 17th day of July, 2024.

Signed: _________________________________
Lupe Ramos Amith, MAYOR
Attest: _________________________________

CYNTHIA HERNANDEZ, CMC CITY CLERK

Resolution No. 10462 , fixing the employer contribution under the Public... Page 268 of 1671 City of Indio
City Council
July 17, 2024

STAFF REPORT
To: City Council
From: Bryan H. Montgomery, City Manager
Prepared by: Ian Cozens, Director of Information Technology Subject: Master Sales Agreement Between City of Indio and ConvergeOne for the Purchase of Network Switches and Professional Services from ConvergeOne in the Amount of $148,674.36
RECOMMENDATION:

Approve the Master Sales Agreement between the City of Indio and ConvergeOne for purchase of network switches and associated professional services in the amount of $148,674.36 SUMMARY:

The core Juniper network switches and Cisco stack at the Indio Corporate Yard have reached the end of their useful life and are no longer able to receive security updates per the manufacturer as of November of 2024. Staff engineered a solution using Cisco network switches. Once the solution was engineered, staff reached out to CDWG, Insight Public Sector, and ConvergeOne to receive quotes for replacement switches with ConvergeOne coming in as the low bid. The quotes include five years of 24x7x4 support.

BACKGROUND INFORMATION:

The core Juniper network switches for the Indio Corporate Yard/Indio Water Authority were orginally in the Summer of 2018. Per Juniper, the switches will reach the end of support in November of 2024, meaning that the City will no longer be able to receive security updates for the network switches. Since the orginial purchase of the network switches the City of Indio has standardized the use of Cisco network switches for all sites and will be replacing the Juniper switches with new Cisco switches.

FINANCIAL SUMMARY:

Current FY Financial
Impact:
$148,674.36 In current year budget: Yes
Current FY General
Fund Impact:
$0 Budget adjustment: No
Next FY Financial
Impact:
0 Strategic Objective: Financial &
Environmental
Sustainability
Source of funds: Information Technology ISF Fund-Org-Object Reference:
602-555011
AGENDA ITEM #8.11
Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 269 of 1671 ATTACHMENTS:

Attachment 1 - CIty of Indio Master Sales Agreement
Attachment 2 - City of Indio - Cisco Switches
Attachment 3 - Cisco Switches - C1 SOW - Revision
APPROVAL(S):

Ian Cozens, Director of Information Technology Approved - 03 Jul 2024 Jennifer A. Mizrahi, Assistant City Attorney Approved - 03 Jul 2024 Ruby D. Walla, Director of Finance Approved - 03 Jul 2024 Bryan H. Montgomery, City Manager Approved - 05 Jul 2024

Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 270 of 1671 C1 Master Sales Agreement Page 1 of 11 v04-22-2022
Agreement #
Master Sales Agreement
Date: July 17, 2024
SELLER CONVERGEONE, INC. CUSTOMER: City of Indio
OR C1: 10900 Nesbitt Avenue S 100 Civic Center Drive
Bloomington, MN 55437 Indio, Ca 92201
This MASTER SALES AGREEMENT (“Agreement”) is made and entered into as of the date indicated above (“Effective Date”) by and between Seller and Customer. Seller and Customer are each a “Party” to this Agreement and may collectively be referred to herein as the “Parties.”
In consideration of the mutual undertakings herein contained, the Parties agree as follows:

1. Attachment A contains terms and provisions that are part of this Agreement and Attachment A is hereby herein incorporated by reference.

2. This Agreement shall apply to sales of the following to Customer:
a) All hardware, third party software, and/or Seller software (collectively, “Products”); b) All installation services, professional services, and/or third party provided support services that are generally associated with the Products and sold to customers by Seller (“Professional Services”); c) All Seller-provided vendor management services, software release management services, remote monitoring services and/or, troubleshooting services (collectively, “Managed Services”); and/or d) All Seller-provided maintenance services ordered by Customer to maintain and service Supported Products (as hereinafter defined in Article IV of Attachment A) or Supported Systems (as hereinafter defined in Article IV of Attachment A) at Supported Sites (as hereinafter defined in Article IV of Attachment A) to ensure that they operate in conformance with their respective documentation and specifications (“Maintenance Services”).

For purposes of this Agreement, Professional Services, Managed Services and Maintenance Services may be referred to collectively as “Services.”

3. Seller will provide the Products and Services to Customer summarized in the sales order documentation (collectively, a “Solution Summary”), which: (a) is signed by authorized representatives of each Party (except as set forth in Section 5 below); (b) reflects the price to be charged for such Products and/or Services; and (c) incorporates the following supporting documents, as applicable:
i) A “Statement of Work” or “Scope of Work” (“SOW”) which describes the Services to be performed; ii) A “Master Agreement Rider” which provides the line-item cost detail associated with the sale of Products and the provision of Professional Services and Managed Services; iii) A “Maintenance Service Order Form” which provides the line-item cost detail of the supported products, supported systems and supported sites in the provision of Maintenance Services; and/or iv) Any Solution Quote or other formal quote to which you and Seller mutually agree.

The Solution Summary and all applicable supporting documents will be governed by the terms of this Agreement even in the absence of a reference to this Agreement (collectively, each an “Order”). Any Products and/or Services not specifically itemized in the applicable Order are not provided.

4. Any amendment, supplement, or modification of any term or provision of this Agreement or any Order must be in a writing that is signed by authorized representatives of both Parties to this Agreement.

5. In lieu of an authorized representative of each Party signing a Solution Summary, the Parties agree that Customer may issue to Seller a purchase order to order Products and/or Services from Seller. Such purchase order shall be deemed Customer’s agreement to the terms and conditions of the corresponding Solution Summary. However, no pre-printed, additional, and/or alternate terms or provisions of the purchase order (other than the description of the Products and/or Services and the quantity thereof) shall apply.

Rather, only the terms and provisions of this Agreement shall apply to the sale of Products and/or Services.

6. This Agreement shall remain in effect until terminated by either Party. Either Party may terminate this Agreement, provided that such Party provides to the other Party written notice of such termination at least thirty (30) days prior to the effective date of such termination. The notice of termination shall reflect the effective date of the termination; if it does not, then the effective date of the termination shall be the date that is thirty (30) days after the non-terminating Party receives the written notice of the termination.

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Notwithstanding the foregoing, however, the termination of this Agreement shall not affect the obligations of either Party pursuant to the terms and provisions of any Solution Summary that has been executed by an authorized representative of each Party prior to the effective date of termination of this Agreement.

7. In the event of a conflict between the terms and conditions in this Agreement and any Order, the order of precedence shall be as follows: (i) the applicable Order (with the most recent and specific document controlling if there are conflicts between the Solution Summary and any applicable supporting document(s) incorporated into the applicable Order), (ii) Attachment A to this Agreement, and (iii) the main body of this Agreement.

8. PURCHASE PRICE: Unless specifically stated and mutually agreed upon in a particular Solution Summary, the purchase price of the Products and/or Services set forth in each Solution Summary shall be paid as follows:
a) For Products and Professional Services (excluding third party support services):
i) Payment: The Price (as defined in Article I, Section 1 of Attachment A) is due thirty (30) days from the date the invoice is issued as follows:
(1) For Products:
(i) In the sole discretion of Seller and as set forth in the Solution Summary, a deposit may be required and shall be due upon execution of the Solution Summary.
(ii) One Hundred percent (100%) of the Price attributable to the cost of such Product(s) (if a deposit is required as provided in (i) above, then the remaining balance) shall be invoiced upon shipment of the applicable Product(s).

However, in the event Seller ships Products for a particular Order in multiple shipments, the balance attributable to the Products contained in each such shipment shall be invoiced separately and due accordingly. (2) For Professional Services (excluding third party support services):
(i) Professional Services provided on a time and materials basis will be invoiced monthly as Professional Services are performed by Seller (following depletion of the down payment); or (ii) Professional Services provided on a fixed price basis are due either:
(A) If specified in the applicable Order, monthly as Professional Services are performed by Seller (following depletion of the down payment, if any); or
(B) Otherwise, periodically based on mutually agreed upon milestones as set forth in the applicable Order (following depletion of the down payment, if applicable). Milestone invoices shall be issued upon the date the applicable milestone is accepted, or deemed accepted pursuant to this subsection, by Customer.

Seller will provide Customer with a written acceptance acknowledgement form upon the substantial completion of the Professional Services associated with each milestone. Within ten (10) days of Customer’s receipt of such form, Customer may either sign such form confirming Customer’s acceptance of such milestone or provide Seller written notice disputing such milestone completion. If Customer provides written notice of a dispute, such milestone shall be deemed accepted by Customer immediately once such defects are remedied by Seller. If Customer fails to sign the applicable form or provide Seller written notice of a dispute, then the applicable milestone shall be deemed accepted by Customer upon the expiration of such ten (10) day period.
b) For Third Party Support Services: One Hundred percent (100%) of the Price attributable to the cost of third party support services as specified in the Solution Summary will be invoiced and due prior to commencement of the third party support services.
c) For Managed Services: Customer will be invoiced for Managed Services annually in advance and such invoices are due prior to the commencement of the applicable twelve (12)-month period. d) For Maintenance Services: Customer will be invoiced for Maintenance Services annually in advance and such invoices are due prior to the commencement of the applicable twelve (12)-month period.

9. FINANCING OPTION: If Customer elects to lease the pertinent Products and/or Services, Customer:
a) Shall inform Seller of such election no later than the time that the applicable Solution Summary is executed to avoid being liable for sales tax on the Products and/or Services provided under the pertinent Solution Summary; and b) May assign a Solution Summary to a financing company for the sole purpose of financing the Price, provided that Customer agrees that any such assignment shall not delay or relieve Customer of its duty to perform any of its obligations under this

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Agreement (including, but not limited to, liability for amounts owed under this Agreement). Customer further agrees that it shall not take any action, or refuse to take any action, that delays Seller’s receipt of payment from Customer’s financing company.

IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed and do each hereby warrant and represent that their respective signatory whose signature appears below has been and is on the date of this Agreement duly authorized by all necessary and appropriate corporate action to execute this Agreement.

SELLER: CONVERGEONE, INC. CUSTOMER: City of Indio
Signature: Signature:

Printed Name: Printed Name: Bryan H. Montgomery
Title: Title: City Manager
Date: Date: July 17, 2024

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ATTACHMENT A – TERMS AND CONDITIONS
ARTICLE I – GENERAL TERMS AND CONDITIONS OF THE AGREEMENT

1. PRICE; PAYMENT; TAXES; COST ADJUSTMENT.
a) Customer agrees to pay the price of each of the Products and/or Services described on an Order, together with freight, taxes, and any other itemized charges, fees, and costs in United States Dollars (the “Price”). b) Except for material breach by Seller, termination of this Agreement shall not affect Customer’s obligation to pay the Price. c) If Customer is exempt from tax, Customer shall provide to Seller a valid tax exemption certificate at the time that this Agreement is executed. Customer agrees to indemnify and hold harmless Seller (i) from any and all liens, actions, or claims made by or on behalf of any tax authority in connections with any payment made to Seller, and (ii) for all costs incurred by Seller in connection with the foregoing (including, but not limited to, reasonable attorneys’ fees). d) Interest on any past due obligation shall accrue at the rate of one and one-half percent (1½%) per month or at the maximum rate allowed by law, whichever is lower. All prices are exclusive of applicable taxes or other charges imposed by law. e) For Managed Services and Maintenance Services that are provided for a term that exceeds twelve (12) months or are subject to renewal for any successive term(s), the Price shall be subject to annual increase as follows:
i. Upon completion of the first year of the term, the Price specified in a Solution Summary, Maintenance Services Order Form, or Statement of Work (as applicable) is subject to automatic annual increase by the lesser of: (A) five percent (5%), or (B) the CPI Adjustment (as defined below). The “CPI Adjustment” is a percentage equal to the amount of the increase in the unadjusted Consumer Price Index for all Urban Consumers as published in the Summary Data from the Consumer Price Index News Release by the Bureau of Labor Statistics, U.S. Department of Labor (“CPI”), reported in the month immediately preceding the month of completion of each annual period during the current term or renewal term (the “Current Period CPI”) from the CPI reported for the same month twelve (12) months prior (the “Previous Period CPI”). The CPI Adjustment is calculated by: (1) subtracting the Previous Period CPI from the Current Period CPI to obtain the amount of the “Index Point Change”, and (2) dividing the Index Point Change by the Previous Period CPI and multiplying that amount by 100.

2. REMEDIES UPON DEFAULT. In the event that Customer fails to pay according to the terms and provisions of this Agreement, or fails to perform any of its obligations pursuant to the terms and provisions of this Agreement, then Seller, at its option, may do any or all of the following: (i) upon notice to Customer, terminate this Agreement and/or any Order related to this Agreement; (ii) regardless of whether this Agreement and/or any Order related to this Agreement is terminated, suspend further performance under this Agreement and/or any Order related to this Agreement; and (iii) retain, as an offset to Customer’s liability for such default, all or a portion of the progress payments (if any) previously paid by Customer. Customer shall in any event remain fully liable for damages resulting from Customer’s breach (including, but not limited to, all costs and expenses incurred by Seller on account of such breach, including costs of arbitration and reasonable attorneys’ fees). The rights afforded Seller hereunder shall not be deemed to be exclusive but, instead, shall be in addition to any rights or remedies provided by law.

3. INDEPENDENT CONTRACTOR. Seller shall conduct its business as an independent contractor with respect to Customer. Seller will represent to third persons, to the public generally, and to all governmental bodies (including, but not limited to, federal, state, and local authorities) that the business conducted by Seller with respect to Customer is that of an independent contractor and that such is the sole relationship between the Parties. It is expressly understood that Seller is in no way considered the legal representative of Customer for any purpose whatsoever with respect to this Agreement. Customer shall deduct no income tax or other withholdings whatsoever from payments due to Seller.

4. CUSTOMER COOPERATION. Customer shall cooperate fully with Seller to facilitate performance of Seller’s obligations hereunder, including the rendition of Services and/or the installation of Products. Customer shall dedicate such time, personnel, and resources as may be reasonably necessary to complete Seller’s performance of Services. Cooperation shall include the following:
(a) Customer shall designate a coordinator at Customer’s site with the knowledge and authority to make decisions with respect to all of Customer’s operations in order for Seller to meet its obligations hereunder; (b) Customer shall make available such data as is necessary to adequately test the Products and/or Services; (c) If Customer is purchasing an application software solution, Customer shall be responsible for the operation of each CPU, conducting a back-up, performing all program translation, contacting all third-party vendors to confirm that existing hardware and software will be compatible with the new software, and processing any necessary changes; (d) Customer shall provide full, free, and safe access to Customer’s facilities to allow Seller to meet its obligations hereunder; (e) Customer shall provide the telephone numbers, network addresses, and passwords necessary for Seller to gain remote access to Customer’s systems when necessary in connection with the performance of Services; (f) Customer shall provide (i) interface information for Managed Products (as defined in Article III, Section 1 of this Attachment A) and Supported Products (as defined in Article IV, Section 1 of this Attachment A), and (ii) any third party consents and licenses needed by Seller to access such Managed Products and Supported Products; and (g) If Seller provides an Update pursuant to Article IV, Section 2(f) of this Attachment A, or other new release of software as part of the Maintenance Services, Customer will promptly implement such Update or new release. (h) Customer expressly acknowledges that with respect to Seller’s performance of the Services called for under this Agreement, such Services do not involve or in any way require Seller's access to Personal Data as defined herein. If, in the future, Customer requests additional services that require Seller access to Personal Data, those additional services, and the security requirements associated with Seller's access to Personal Data in order to perform those additional services, shall be subject to a separate written agreement between the parties. “Personal Data” is personal data of any employee, customer, or other individual. (i) In order to mitigate any potential delays in the provision of Products and/or Services under any Order, Customer shall promptly perform all of its obligations set forth in this Agreement and the applicable Order(s). However, in the event of any Customer delay(s) which reasonably impact Seller’s provision of Products and/or Services, Customer agrees that Seller may invoice Customer, and Customer

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agrees to pay Seller, for each applicable milestone or other periodic payment upon the originally anticipated completion date mutually agreed to by the parties in the applicable Order and/or as part of the project kick-off process.

5. FORCE MAJEURE. Seller shall not be liable for any loss, failure, or delay in furnishing Products, or providing Services, resulting from any of the following: fires; explosions; floods; storms; acts of God; governmental acts, orders, or regulations; hostilities; acts of terrorism; civil disturbances; strikes; labor difficulties; machinery breakdowns; transportation contingencies; difficulty in obtaining parts, supplies, or shipping facilities; delays of carriers; or any other cause beyond the control of Seller.

6. ARBITRATION. Except for any matters related to the collection of outstanding amounts due from Customer to Seller hereunder, Seller and Customer agree to submit any and all disputes (of whatever kind or nature, whether in law or in equity,) arising out of the terms and provisions of this Agreement (including, but not limited to, determining the validity, specific enforcement, breach, or interpretation of this Agreement) to binding arbitration only, such arbitration to be conducted pursuant to the then-current Commercial Arbitration Rules of the American Arbitration Association and to be held before a single arbitrator at a location mutually agreeable to the Parties. The Parties shall be entitled to limited discovery under the Federal Rules of Civil Procedure. Notwithstanding the foregoing, in the event that third parties are necessary to achieve a just adjudication of the issues, either Party may commence a civil action in a court of competent jurisdiction having jurisdiction over all parties involved. The prevailing Party shall be entitled to recover from the non-prevailing Party its costs and reasonable attorneys’ fees incurred in connection with any action or proceeding that arises from the terms and provisions of this Agreement. The Parties further agree that any monetary award may be reduced to judgment and docketed in any court of competent jurisdiction without objection and execution had thereon. This provision shall survive the termination of this Agreement. No arbitration or action, regardless of form, arising out of the terms and provisions of this Agreement may be brought or commenced by either Party more than one (1) year after the dispute, claim, or cause of action arose.

7. LIMITATION OF LIABILITY. THE ENTIRE LIABILITY OF SELLER (AND SELLER’S OWNERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES) AND CUSTOMER’S EXCLUSIVE REMEDIES FOR ANY DAMAGES CAUSED BY ANY

PRODUCT DEFECT OR FAILURE, OR ARISING FROM THE PERFORMANCE OR NON-PERFORMANCE OF ANY SERVICES,

REGARDLESS OF THE FORM OF ACTION (WHETHER IN CONTRACT, TORT, OR OTHERWISE), SHALL BE (I) FOR FAILURE OF PRODUCTS DURING THE WARRANTY PERIOD, THE REMEDIES STATED IN ARTICLE II, SECTION 3 OF THIS ATTACHMENT A; (II) FOR DELAYS IN DELIVERY OR INSTALLATION (WHICHEVER IS APPLICABLE) OF MORE THAN SIXTY (60) DAYS BY CAUSES ATTRIBUTABLE SOLELY TO SELLER, UPON THIRTY (30) DAYS’ WRITTEN NOTICE FROM CUSTOMER TO SELLER OF SUCH DELAY AND SELLER’S FAILURE TO CORRECT SUCH FAILURE WITHIN SUCH NOTICE PERIOD, CUSTOMER’S SOLE REMEDY

SHALL BE TO TERMINATE THE APPLICABLE ORDER WITHOUT INCURRING CHARGES FOR SUCH TERMINATION AND, WITHIN THIRTY (30) DAYS AFTER THE EFFECTIVE DATE OF SUCH TERMINATION, RECEIVE A REFUND OF ALL MONIES PAID UNDER SUCH ORDER; OR (III) FOR SELLER’S FAILURE TO PERFORM ANY OTHER MATERIAL TERM OF THIS AGREEMENT, IF SELLER DOES NOT CORRECT SUCH FAILURE WITHIN THIRTY (30) DAYS AFTER RECEIPT OF WRITTEN NOTICE ADDRESSING SUCH FAILURE, CUSTOMER’S SOLE REMEDY SHALL BE TO TERMINATE THE APPLICABLE ORDER WITHOUT INCURRING CHARGES FOR SUCH TERMINATION AND, WITHIN THIRTY (30) DAYS AFTER THE EFFECTIVE DATE OF SUCH TERMINATION, RECEIVE A REFUND OF ALL MONIES PAID UNDER SUCH SOLUTION SUMMARY. SELLER SHALL IN NO CASE BE LIABLE FOR PUNITIVE,

SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, LOST SAVINGS, OR LOST REVENUES OF ANY KIND; LOST, CORRUPTED, MISDIRECTED, OR MISAPPROPRIATED DATA; NETWORK DOWNTIME; INTERRUPTION OF BUSINESS ARISING OUT OF OR IN CONNECTION WITH PERFORMANCE OR NONPERFORMANCE OF THE PRODUCTS OR USE BY CUSTOMER; CHARGES FOR COMMON CARRIER TELECOMMUNICATIONS SERVICES; COST OF COVER; OR CHARGES FOR FACILITIES ACCESSED THROUGH OR CONNECTED TO THE PRODUCTS (“TOLL FRAUD”)). THE PREVIOUS SENTENCE APPLIES REGARDLESS OF WHETHER SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

8. NON-SOLICITATION OF EMPLOYMENT.

Customer shall not solicit for employment, either directly or indirectly, employees or subcontractors of Seller during the term of any Order, or for a period of twelve (12) months thereafter; provided, however, that Customer may hire employees or subcontractors of Seller if such employees or subcontractors initiate contact with Customer (e.g., a response to general employment advertisements of Customer). If Customer violates this provision, Customer will pay to Seller an amount equal to the amount of total potential compensation for the first twelve (12) months for the employee or subcontractor of Seller that has been hired. Customer shall pay such amount to Seller on the date that is thirty (30) days after the person accepts an offer of employment from Customer.

9. AFFILIATE RIGHTS.
(a) C1. The Parties agree that any C1 Affiliate may sell Products and/or Services to Customer under the terms and provisions of this Agreement; provided, however, that only the C1 Affiliate that is the party to such sale is liable to Customer for the sale of such Products and/or Services. By signing a given Order for any such sale, the applicable C1 Affiliate and Customer agree that the terms and conditions of this Agreement will apply to such sale as if such C1 Affiliate were Seller under this Agreement, but only with respect to such sale. For purposes of this Agreement, “C1 Affiliate” means any corporation, partnership, or other entity that, directly or indirectly, controls (or is controlled by or is under common control with) Seller.
(b) Customer. Seller agrees that Seller approved Affiliates (as that term is defined below) may purchase Products and/or Services under the terms and conditions of this Agreement by signing an Order referencing this Agreement. The terms of this Agreement will be incorporated by reference in any such Order as if this Agreement were separately executed by such Affiliate (and solely by such Affiliate) and the term “Customer” used herein will be deemed as applying to such Affiliate for the purposes of the Order. The applicable rights, obligations and liabilities of Customer under each Order executed by Customer will be solely those of Customer, and none of the Affiliates will be responsible for any obligations or liabilities of Customer under such Order. The applicable rights, obligations and liabilities of an Affiliate executing an Order will be solely those of such Affiliate, and neither Customer nor any other Affiliate will be responsible for any obligations or liabilities of the Affiliate under the Order. Under no circumstances will Customer and any of the Affiliates be jointly or severally liable for the obligations of the others. “Affiliate(s)” means any entity that directly or indirectly controls, is controlled by, or is under common control or ownership with Customer, where “control” (including the terms “controlled by” and “under common control with”) means the possession, directly or indirectly, of the power to direct, cause or influence the direction of the management policies of a person, whether through the ownership of voting securities, by contract, or otherwise.

10. MISCELLANEOUS.

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(a) Merger. This Agreement constitutes the entire agreement between Seller and Customer with respect to the subject matter described herein, superseding all prior and contemporaneous correspondence between the Parties. (b) No Assignment. This Agreement shall not be assignable by either Party without the prior written consent of the other Party, which consent shall not be unreasonably withheld; provided, however, that in any assignment of this Agreement, both the assignor and the assignee are jointly and severally liable under this Agreement for any outstanding obligations of the assignor that are due as of the date of the assignment. Notwithstanding the foregoing, (i) Seller may, without notice, assign the Agreement, in whole or in part, or any of its rights hereunder to an affiliate or entity which acquires all or substantially all of Seller’s assets (with an “affiliate” for purposes of this section meaning (a) any corporation or other entity owning, either directly or indirectly, a majority of the outstanding stock of Seller ("Parent") or (b) any corporation or other entity in which a majority of the ownership interest is held either directly or indirectly by Parent or Seller); and (ii) Seller may assign all of its rights and delegate all of its obligations with respect to any order that relates to the performance of Professional Services and/or delivery of Products at any location that is outside of the United States of America to one or more third parties believed by Seller in good faith to be capable of providing such goods and services. (c) Notices. Any notice required or permitted under this Agreement shall be in writing and delivered to the address of the other Party as set forth in this Agreement or to such other address as a Party shall designate and shall be: (i) delivered in person, (ii) sent by overnight courier service, properly addressed and prepaid, or (iii) sent by first class mail, properly addressed and with the correct postage.
(d) Acknowledgment and Authority. By execution hereof, the signers hereby certify that they have read this Agreement and these terms, understand them, and agree to all terms and provisions stated herein. In addition, Seller and Customer warrant to each other that each respective Party and its respective signatory have the full right, power, and authority to execute this Agreement. (e) Secrecy and Confidentiality. Each Party (the “Receiving Party”) covenants and agrees on behalf of itself, its officers, directors, employees, and agents as follows: (i) all information obtained from the other Party (the “Disclosing Party”) (including, but not limited to, the terms and conditions of this Agreement, customer lists, customer-sensitive information, business practices and operations, pricing and financial information, product plans and designs, and configurations and layouts) is secret, proprietary, and confidential (“Confidential Information”); (ii) such Confidential Information shall be neither disclosed to any third party without the prior written approval of the Disclosing Party (except Seller may disclose Customer’s Confidential Information to its subcontractors under this Agreement, but will ensure that such subcontractors are subject to the same confidentiality obligations set forth herein) nor used for any unauthorized purpose; and (iii) the Receiving Party shall use its best efforts to return such Confidential Information to the Disclosing Party upon termination of this Agreement. However, the Receiving Party shall have no obligation to preserve the confidentiality of any Confidential Information which (i) was known to the Receiving Party free of any obligation to keep it confidential; (ii) is or becomes publicly available by other than the authorized disclosure by the Receiving Party; (iii) is independently developed by or on behalf of the Receiving Party independent of any Confidential Information received from the Disclosing Party; (iv) is received by the Receiving Party from a third party whose disclosure does not violate any confidentiality obligation; or (v) is required by law to be disclosed by the Receiving Party, provided that the receiving party gives the Disclosing Party prompt written notice of such requirement prior to such disclosure and reasonable assistance, at the Disclosing Party’s sole expense, in obtaining an order, if necessary, protecting the information from public disclosure. The Parties further acknowledge that the unauthorized use or disclosure of Confidential Information will create a risk of irreparable harm to the Disclosing Party, entitling the Disclosing Party to seek injunctive relief, without the necessity of posting a bond, against the receiving party to prevent such harm in addition to all other remedies at law, including monetary damages. (f) Intellectual Property Rights. Provisions pertaining to title and risk of loss in connection with the purchase of applicable Products and/or Services are set forth Articles II-IV of this Attachment A below. Additionally, each Party reserves all rights, including, but not limited to, ownership, title, intellectual property rights and all other rights and interest in and to any intellectual property that it makes available to the other Party as is necessary for such other Party’s performance under this Agreement. Furthermore, Seller will own any intellectual property that it develops, creates, or otherwise acquires, excluding Customer’s intellectual property, while performing the Services, unless otherwise mutually agreed to and expressly set forth in the applicable Order. For Services that are purchased, developed, or created under this Agreement, upon receipt of Customer’s payment for such Services, Seller hereby grants Customer a perpetual, non-exclusive, non-transferable, fully-paid license to use and reproduce the Services as originally configured and deployed for the limited purpose of conducting Customer’s internal business. Seller reserves all other intellectual property rights not expressly granted herein. (g) No Resale. In the event that the Products contain manufacturer’s software, Customer shall not resell the software or provide access to the software either directly or indirectly to third parties unless authorized to do so in an Order. (h) Waiver. If either Party fails to enforce any right or remedy available under the terms and provisions of this Agreement, such failure shall not be construed as a waiver of any right or remedy with respect to that breach or any other breach or failure by the other Party.

Rather, any waiver of a Party’s rights or remedies available under the terms and provisions of this Agreement must be in a writing that is signed by the Party against whom enforcement is sought. (i) Severability. In the event that any term or provision of this Agreement is held to be illegal, unenforceable, or invalid, the remaining terms and provisions hereof shall remain in full force and effect. (j) Survival of Terms. Notwithstanding any termination or expiration of this Agreement, all rights and remedies available to the Parties and all terms and provisions of this Agreement that are not performed or cannot be performed during the term of this Agreement shall survive the termination or expiration of this Agreement. (k) Governing Law. This Agreement shall be governed by and construed in accordance with the substantive laws of the State of Minnesota, without regard to its choice or conflicts of law principles. (l) Counterparts and Electronic Signature. This Agreement may be executed in two (2) or more counterparts, each of which will be deemed an original, but all of which taken together shall constitute one (1) and the same Agreement. The counterparts of this Agreement may be executed and delivered by facsimile or other electronic signature by one (1) Party to the other Party. The receiving Party may rely on the receipt of such document so executed and delivered by facsimile or other electronic means as if the original had been received.

ARTICLE II – ADDITIONAL TERMS AND CONDITIONS SPECIFIC FOR PRODUCTS AND PROFESSIONAL SERVICES

1. TITLE; RISK OF LOSS. Title, ownership, and risk of loss of hardware sold pursuant to the terms and provisions of this Agreement shall pass to Customer upon delivery to Customer. Title and ownership of software delivered to Customer pursuant to the terms and

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provisions of this Agreement shall remain solely with its licensor. Risk of loss of software delivered to Customer pursuant to the terms and provisions of this Agreement shall pass to Customer upon delivery to Customer.

2. SECURITY INTEREST. Seller reserves a purchase money security interest in and to the Products (together with the cost of any Professional Services related thereto) sold hereunder as security for performance of Customer’s obligations. Seller may file the Agreement (together with any attachments thereto) to perfect such interest.

3. WARRANTIES; DISCLAIMERS; SOFTWARE LICENSES. Seller represents and warrants that, immediately prior to the sale of Products to Customer, Seller will be the lawful owner thereof, free and clear of any liens and encumbrances (other than those that may arise under the terms and provisions of this Agreement). In addition, Seller represents and warrants that Seller has the full right, power, and authority to sell, deliver, or provide the Products to Customer. (a) Product Warranties. Products are warranted to Customer either directly by the original equipment manufacturer (“OEM”) or by Seller.
1) Direct OEM Warranty. Customer receives the OEM’s warranty in effect at the time of delivery with respect to hardware purchased and/or software licensed hereunder. Except for the warranties of title and rightful transfer, the OEM warranty is Customer’s sole warranty with respect to such items. SELLER MAKES NO OTHER EXPRESS OR IMPLIED WARRANTIES WITH RESPECT TO OEM PRODUCTS.
2) Indirect OEM Warranty. If Customer does not receive the Product warranty directly from the OEM, then Seller warrants the Products to Customer to the same extent and term as the OEM warrants the Products to Seller. Upon request, Seller will provide such warranty information to Customer. Except for the warranties of title and rightful transfer, the OEM warranty is Customer’s sole warranty with respect to such items. SELLER MAKES NO OTHER EXPRESS OR IMPLIED WARRANTIES WITH RESPECT TO OEM PRODUCTS.
3) Seller Warranty for Refurbished Products.
i) Products refurbished by Seller are warranted for a term of one (1) year from either (i) the date of delivery of the Products if such Products are installed by Customer; or (ii) the date of Products installation if such Products are installed by Seller. ii) This warranty does not extend to Products or components thereof that have had their serial numbers, date of manufacturing, or OEM labels removed, defaced, or altered, nor does this warranty cover any of the following: counterfeit parts; repair for damages to Products or components thereof; or malfunctions caused by (i) misuse, neglect, power failures, power surges, lightning, fire, flood, or accident; (ii) use of products or facilities supplied by others; (iii) failure to follow installation, operation, or maintenance instructions; (iv) failure to permit remote access; or (v) force majeure conditions specified in Article I, Section 5 of this Attachment A. (b) Professional Services Warranty. Professional Services are warranted for thirty (30) days from the date on which such Professional Services are completed. Professional Services will be performed in a good and workmanlike manner by qualified personnel. (c) Warranty Procedures and Disclaimers. The terms and provisions of this Article II, Section 3(c) apply to all Products and Replacement Products provided hereunder.
1) If Products or Replacement Products do not conform to the Products warranty during the warranty period, Customer shall promptly notify Seller in writing of such non-conformance, which shall be stated in detail sufficient to describe both the problem and its symptoms. Seller or the OEM (as the case may be), at its option, will either (i) repair such Products so that Products conform to the Products warranty; or (ii) replace such Products with Products that conform to the Products warranty (“Replacement Products”).

Replacement Products are warranted as outlined above for the remainder of the original applicable Products warranty period. The original Products that were replaced become the property of Seller. Seller will not charge Customer for the Replacement Products. Seller, however, may charge Customer for the time that is incurred to diagnose the problem and to repair or replace such Products, if the problem is not covered by the Products warranty.
2) THE EXPRESS WARRANTIES HEREIN CONTAINED ARE IN LIEU OF ANY AND ALL OTHER WARRANTIES, EXPRESS OR

IMPLIED, INCLUDING NON-INFRINGEMENT AND THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ALL OF WHICH SELLER DISCLAIMS AND ARE EXCLUDED. SELLER DOES NOT WARRANT UNINTERRUPTED OR ERROR-FREE OPERATION OF THE PRODUCTS OR SERVICES PROVIDED HEREUNDER. SELLER DOES

NOT WARRANT THAT THE PRODUCTS ARE IMMUNE FROM OR WILL PREVENT EITHER FRAUDULENT INTRUSION OR UNAUTHORIZED USE. SELLER WILL NOT BE RESPONSIBLE FOR UNAUTHORIZED USE (OR THE IMPACTS OF FOR SUCH USE) OF COMMON CARRIER SERVICES OR FACILITIES ACCESSED THROUGH OR CONNECTED TO THE PRODUCTS. UNLESS OTHERWISE AGREED IN THIS AGREEMENT, CUSTOMER IS SOLELY RESPONSIBLE FOR ENSURING THAT CUSTOMER’S NETWORKS AND SYSTEMS ARE ADEQUATELY SECURED AGAINST UNAUTHORIZED INTRUSION. 3) If the Products are to be used either on or to support Telephony over Transmission Control Protocol/Internet Protocol (TCP/IP) facilities, Seller requires that a network assessment be performed prior to installation to determine network performance, reliability, and security. In the event that Customer either refuses to authorize a pre-installation network assessment or fails to follow Seller’s reasonable recommendations after Seller performs the network assessment, and if performance problems are encountered and determined to be associated with network performance, reliability, or security issues, Customer shall be solely responsible for all costs associated with a post-installation network assessment and network reconfiguration. (d) Software Licenses. Customer agrees that it has read, understood, and will abide by the terms and provisions of the software license(s) applicable to the Products provided hereunder. Such software licenses may be found on the Internet at https://www.onec1.com/agreements. Seller Software licenses, as identified in the pertinent Solution Summary, may be found in the Statement of Work corresponding to such Solution Summary.

4. PROFESSIONAL SERVICES AND TIMING. Professional Services not specifically itemized are not provided. CUSTOMER IS

SOLELY RESPONSIBLE FOR SYSTEM BACK-UP PRIOR TO COMMENCEMENT OF PROFESSIONAL SERVICES OR INSTALLATION OF PRODUCTS.

5. TERMINATION RIGHTS FOR PRODUCTS AND PROFESSIONAL SERVICES. (a) PRODUCT RETURNS: All configured orders, including hardware and software, are non-returnable. All software, regardless of whether such software is part of a configured order, is non-returnable. All authorized returns may be assessed a twenty percent (20%) restocking charge; provided, however, that Product returns based on warranty claims will not be assessed such restocking charge.

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(b) PROFESSIONAL SERVICES.
1) Time and Material: For Professional Services provided on a time and material basis, Customer agrees to pay for time and material Professional Services rendered up to and through the effective date of cancellation. 2) Fixed Price: For Professional Services provided on a fixed price basis, unless otherwise set forth in the applicable Order, fixed price Professional Services may not be cancelled.

ARTICLE III – ADDITIONAL TERMS AND CONDITIONS SPECIFIC FOR MANAGED SERVICES

1. DEFINED TERMS OF ARTICLE III.
(a) “EULA” is an acronym used to refer to an End User License Agreement. (b) “Managed Products” are all hardware and/or software identified on a Master Agreement Rider or Solution Quote for which the Managed Services are to be provided.
(c) “Managed Sites” are the locations specified on each applicable Master Agreement Rider or Solution Quote.

2. PROVISION AND SCOPE OF MANAGED SERVICES.
(a) Order Form and Provision of Managed Services. Seller will provide the Managed Services for Managed Products at Managed Sites, as described further in each pertinent Solution Summary that references the Agreement. The Price set forth on such Solution Summary for Managed Services is based on the number of active Managed Products. Seller, at its discretion, will perform a true-up on a quarterly basis to reconcile future billing on any Managed Products that have been added (activated) or removed (deactivated) during the previous period.
(b) Monitoring. Seller may electronically monitor Managed Products for the following purposes: (i) to perform and analyze diagnostics from a remote location and to take corrective actions, if necessary; (ii) to determine system configuration and applicable charges; (iii) to verify compliance with applicable software license terms and restrictions; (iv) to assess Customer needs for additional products and/or Managed Services; and (v) as otherwise provided in each applicable Solution Summary. (c) General Limitations. Seller will not provide Managed Services for Managed Products that have been misused, used in breach of the terms and provisions of their respective license, improperly installed or configured, or that have had their serial numbers altered, defaced, or deleted.

3. CUSTOMER RESPONSIBILITIES FOR MANAGED SERVICES.
(a) Provision of Managed Products. Customer will provide all Managed Products and Managed Sites. Customer continuously represents and warrants that (i) Customer is either the owner of, or is authorized to access and use, each Managed Product and each Managed Site; and (ii) Seller and its suppliers and subcontractors are authorized to do the same to the extent necessary to provide the Managed Services in a timely manner.
(b) Moves of Managed Products. When Customer seeks to move any Managed Products, Customer will notify Seller. Only Seller or its authorized agent may move Managed Products. Seller may charge additional amounts to recover any additional costs incurred by Seller in providing the Managed Services that result from the move of Managed Products by a party other than Seller or its authorized agent.
(c) Identification Tags. Customer will not remove any identification tags or other markings from any Managed Product.

4. TITLE AND RISK OF LOSS OF MANAGED PRODUCTS. Except for Products provided by Seller to Customer under the terms and provisions of this Agreement, title to the Managed Products will have passed to Customer pursuant to the terms and provisions of a separate agreement under which Customer originally obtained the Managed Products. Customer will bear the risk of loss, theft, destruction, or damage to the Managed Products (each, a “Loss”), and Customer will promptly provide written notice to Seller of any Loss that occurs. Customer, at its expense, will maintain insurance against Losses to the Managed Products for the full replacement value of the Managed Products. Upon Seller’s request, Customer will provide Seller with evidence of this insurance.

5. SOFTWARE LICENSE FOR MONITORING SOFTWARE INCLUDED IN MANAGED SERVICES. Customer understands that Seller may license software from a third party to provide the Managed Services for which Customer may have access to certain functionality.

Customer may use such software in accordance with the terms and conditions of any end user license agreement accompanying such software, whether the terms and conditions of the end user license be in “shrinkwrap,” “clickwrap,” or some other form.

6. TERM AND TERMINATION RIGHTS OF MANAGED SERVICES.
(a) Managed Services Term. Unless a different term is specified on the pertinent Solution Summary, or in the Statement of Work corresponding to such Solution Summary, Seller will provide the applicable Managed Services for a term (“Managed Services Term”) of one (1) year.
(b) Termination Rights of Managed Services.
1) For Convenience. Unless otherwise specified on the pertinent Solution Summary, or in the applicable Statement of Work, Customer may terminate Managed Services, in whole or in part, upon providing Seller with thirty (30) days advance written notice; provided, however, that Customer shall be liable to Seller for the lesser amount due for Managed Services for (i) twelve (12) months; or (ii) the remainder of the Managed Services Term.
2) For Cause. Either Party may terminate the pertinent Managed Services included in a Solution Summary without liability to the other Party by providing written notice to such other Party if such other Party (a) fails to cure any material breach of the terms and provisions of the Agreement or the applicable Managed Services included in such Solution Summary within a thirty (30)-day period after it has received from the non-breaching Party a written notice that details the breach and requests that the breach be cured; or (b) becomes insolvent or insolvency proceedings are instituted against such other Party.

7. MANAGED SERVICES WARRANTIES; DISCLAIMERS.
(a) Managed Services Warranty. Seller represents and warrants to Customer that the Managed Services will be performed in a professional and workmanlike manner by qualified personnel and in accordance with the terms and provisions of the Agreement and the pertinent Solution Summary. If the Managed Services have not been so performed and if within thirty (30) days after the performance of the Managed Services Customer provides to Seller written notice of such non-compliance, then Seller, at its option, will re-perform the Managed Services, correct the deficiencies, or render a prorated refund based on the original charge for the deficient Managed Services.

The warranty remedies expressly provided in this Section will be Customer’s sole and exclusive remedies for breach of warranty claims only.

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(b) EXCEPT AS REFERENCED AND LIMITED IN THIS ARTICLE III, SECTION 7 OF ATTACHMENT A, NEITHER SELLER NOR ITS

LICENSORS OR SUPPLIERS MAKE ANY OTHER EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE MANAGED SERVICES. IN PARTICULAR, THERE IS NO WARRANTY THAT ALL SECURITY THREATS AND

VULNERABILITIES WILL BE DETECTED OR THAT THE MANAGED SERVICES WILL RENDER ANY PRODUCT SAFE FROM SECURITY BREACHES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SELLER DISCLAIMS ALL OTHER

EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING, BUT NOT LIMITED TO, NON-INFRINGEMENT AND THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

ARTICLE IV – ADDITIONAL TERMS AND CONDITIONS SPECIFIC FOR MAINTENANCE SERVICES

1. DEFINED TERMS OF ARTICLE IV.
(a) “Added Products” are those additional Customer-acquired products of the same type and manufacturer(s) as the existing Supported Products.
(b) “End of Support” occurs when the manufacturer declares a Supported Product “end of life,” “end of service,” “end of support,” “manufacture discontinue,” or any similar designation.
(c) “Extended Support” is the limited set of Maintenance Services provided by Seller when certain Supported Products are subject to End of Support.
(d) “Host” is a third party service provider.
(e) “Maintained Products” means collectively, the Supported Products and the Supported Systems (f) “New Software” includes patches, Updates, or feature upgrades for Supported Products. (g) “Supported Products” are (1) all hardware and/or software identified on a Maintenance Services Order Form for which the Maintenance Services are to be provided; and (2) Added Products. (h) “Supported Sites” are the locations specified on a Maintenance Services Order Form or Statement of Work. (i) “Supported Systems” are the networks specified on a Maintenance Services Order Form, and/or a group of Supported Products. (j) “Replacement Hardware” is hardware that Seller provides as part of the Maintenance Services. (k) “Vendor Management” are certain functions Seller performs to instruct third party vendors, or request products or services on Customer’s behalf from third party vendors, under Customer’s supply contracts with such third party vendors.

2. PROVISION AND SCOPE OF MAINTENANCE SERVICES.
(a) Order Form and Provision of Maintenance Services. Seller will provide the Maintenance Services for Supported Products or Supported Systems at Supported Sites, as described further in the Solution Summary. The Price set forth on the pertinent Solution Summary is based on the port and item counts provided to Seller. If the actual quantities of ports that are maintained at the inception of the Solution Summary vary by more than five percent (5%) from the port count provided to Seller, and/or there is a discovery of additional items, Seller reserves the right to adjust the Price on the applicable Solution Summary to reflect the actual quantities being maintained.

Seller, at its discretion, will perform a true-up on a quarterly basis to reconcile future billing on any items that have been added (activated) or removed (deactivated) during the previous period.
(b) Title and Risk of Loss of Supported Products. Except for Products sold by Seller to Customer under the terms and provision of this Agreement, title to the Supported Products will have passed to Customer pursuant to the terms and provisions of a separate agreement under which Customer originally obtained the Supported Products. Title to any Replacement Hardware (as defined in Article IV, Section 2(h) of this Attachment A) (if applicable) provided by Seller as part of the Maintenance Services will pass to Customer when installed. Customer bears the risk of loss, theft, destruction, or damage to the Supported Products (each, a “Loss”), and Customer will promptly provide Seller with written notice of any Loss that occurs. Customer, at its expense, will maintain insurance against Losses to the Supported Products for the full replacement value of the Maintained Products. Upon the request of Seller, Customer will provide Seller with evidence of this insurance.
(c) Monitoring. Seller may electronically monitor Maintained Products for the following purposes: (i) to perform and analyze diagnostics from a remote location and to take corrective actions, if necessary; (ii) to determine system configuration and applicable charges; (iii) to verify compliance with applicable software license terms and restrictions; (iv) to assess Customer needs for additional products and/or Maintenance Services; and (v) as otherwise provided in the Statement of Work. (d) Error Correction. Some Maintenance Services options may include correction of Errors. An “Error” means a failure of a Supported Product to conform in all material respects to the manufacturer’s specifications applicable when the Supported Product was originally purchased or originally licensed by Customer.
(e) Help Line Support. Where the Maintenance Services include help line support, Seller will provide such help line support (e.g., service hours and target response intervals) in accordance with that which is indicated on the Solution Summary. (f) Updates. Where the Maintenance Services include the provision of Updates, Seller will make available to Customer such Updates as the manufacturer makes available to Seller. An “Update” is a change in software that typically provides maintenance correction only.

An Update typically is designated as a change in the digit to the right of the second decimal point (e.g., n.y.[z]). Seller, at its option, will determine how to provide an Update (e.g., via a website, email, U.S. Mail, etc.). Updates may either be remotely installed by Seller (or its subcontractor) or delivered to Customer for installation by Customer. (g) End of Support. The Seller may discontinue or limit the scope of Maintenance Services on a Supported Product for which the manufacturer has declared End of Support. If Maintenance Services are discontinued for a Supported Product, the Supported Product will be removed from the Solution Summary and the Price adjusted accordingly. For certain Supported Products subject to End of Support, Seller may continue to offer Extended Support. Where Seller chooses to provide such Extended Support, the description of such Extended Support, and the fees associated therewith, will be available at the time notice is sent by Seller to Customer. These notices will communicate information such as Extended Support eligibility, Extended Support alerts related to parts shortages, and end of Maintenance Services (including Extended Support) eligibility. (h) Replacement Hardware. Replacement Hardware may be new, factory reconditioned, refurbished, re-manufactured, or functionally equivalent. Replacement Hardware, if not new, will be warranted the same as new hardware and will be equivalent to new in its performance. Replacement Hardware will only be furnished on an exchange basis. Immediately upon Customer’s receipt of Replacement Hardware, or installation of the Replacement Hardware by Seller, as applicable, the hardware being replaced by Seller will become the

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property of Seller. Seller represents and warrants that all Replacement Hardware will be free of defects in design, materials, and workmanship. In addition, if Seller is not the manufacturer of such Replacement Hardware, Seller will make available to Customer all warranties provided by the manufacturer for such Replacement Hardware. (i) Added Products. If Customer acquires Added Products and locates such Added Products with existing Supported Products at a Supported Site, the Added Products will automatically be added to the Solution Summary at the then current fees charged by Seller as of the date on which the Added Products are first co-located with the Supported Products and for the remainder of the Maintenance Term (as hereinafter defined). Added Products purchased from a party other than Seller are subject to certification by Seller at its then current certification rates. If an Added Product fails certification, Seller may choose not to add such Added Product as a Supported Product. (j) General Limitations. Unless a Statement of Work provides otherwise, Seller will only provide Maintenance Services on software for (i) the unaltered current release of such software, and (ii) the prior release of such software. The following items are included in the Maintenance Services only if the Statement of Work specifically includes them: (i) support of user-defined applications; (ii) support of Supported Products that have been modified by a party other than Seller (except for installation of standard, self-installed Updates provided by the manufacturer); (iii) making corrections to user-defined reports; (iv) data recovery services; (v) services associated with relocation of Supported Products; (vi) correction of Errors arising from causes external to the Supported Products (such as power failures, power surges, or lightning strikes); (vii) Maintenance Services for Supported Products that have been misused, used in breach of the terms and provisions of their respective license, improperly installed or configured, or that have had their serial numbers altered, defaced, or deleted; and (viii) correction of Errors, the cause of which occurred prior to the commencement of Maintenance Services pursuant to the terms of the pertinent Solution Summary.

3. CUSTOMER RESPONSIBILITIES FOR MAINTAINED PRODUCTS.
(a) Provision of Supported Products and Supported Systems. Customer will provide all Supported Products, Supported Systems, and Supported Sites. Customer continuously represents and warrants that (i) Customer is either the owner of, or is authorized to access and use, each Supported Product, each Supported System, and each Supported Site; and (ii) Seller and its suppliers and subcontractors are authorized to do the same to the extent necessary to provide the Maintenance Services in a timely manner. (b) Moves of Supported Products. When Customer seeks to move any Supported Product, Customer will notify Seller. Only Seller or its authorized agent may move Supported Products. Seller may charge additional amounts to recover any additional costs incurred in providing the Maintenance Services that result from the move of Supported Products by a party other than Seller or its authorized agent. (c) Identification of Maintained Products. Customer will not remove any identification tags or other markings from any Maintained Product.
(d) Vendor Management Authorization. Where Seller is to perform Vendor Management functions, Customer will provide Seller with a letter of agency or similar document, in a form that is reasonably satisfactory to Seller, that authorizes Seller to perform the Vendor Management. Where the third party vendor’s consent is required for Seller to be able to perform the Vendor Management in a timely manner, Customer will obtain the written consent of the third party vendor and will provide Seller with a copy of such written consent. (e) Third Party Hosting. For Maintenance Services that include monitoring, in the event that one (1) or more network address(es) to be monitored by Seller are associated with systems owned, managed, and/or hosted by a Host, Customer will (i) notify Seller of the Host prior to commencement of the Maintenance Services; (ii) obtain Host’s advance written consent for Seller to perform the Maintenance Services on Host’s computer systems and provide to Seller a copy of such written consent; and (iii) facilitate necessary communications between Seller and Host in connection with the Maintenance Services.

4. SOFTWARE LICENSES OF MAINTAINED PRODUCTS. Where the Maintenance Services include providing New Software, the New Software will be provided subject to the license grant and restrictions contained in the original agreement under which Customer licensed the original software for which the New Software is provided. Where there is no existing license for the original software, New Software will be provided subject to the current license terms and restrictions of the manufacturer for the New Software. New Software may include components provided by third party suppliers that are subject to their own end user license agreements. Customer may install and use these components in accordance with the terms and conditions of the end user license agreement accompanying such components, whether the terms and conditions of the end user license are in “shrinkwrap,” “clickwrap,” or some other form.

5. TERM AND TERMINATION RIGHTS OF MAINTENANCE SERVICES. (a) Maintenance Services Term. Unless a different term is specified on the applicable Solution Summary, Seller will provide the applicable Maintenance Services for a term (“Maintenance Term”) of one (1) year. Following the expiration of the Maintenance Term and subject to the terms of Attachment A, Article I, Section 1(e), Maintenance Services will automatically renew for successive one (1) year periods (each a “Maintenance Renewal Term”) unless, at least thirty (30) days prior to the expiration of the Maintenance Term or the applicable Maintenance Renewal Term, Customer or Seller provides the other with written notice of its intent not to renew. (b) Termination Rights of Maintenance Services.
1) For Convenience. Unless otherwise specified on the pertinent Solution Summary, Customer may terminate Maintenance Services, in whole or in part, upon providing Seller with thirty (30) days advance written notice; provided, however, that Customer shall be liable to Seller for the lesser amount due for Maintenance Services for (i) twelve (12) months; or (ii) the remainder of the Maintenance Term or the applicable Maintenance Renewal Term.
2) For Cause. Either Party may terminate the applicable Maintenance Services included in a Solution Summary without liability to the other Party by providing written notice to such other Party if such other Party (a) fails to cure any material breach of the terms and provisions of the Agreement or such Maintenance Services included in the pertinent Solution Summary within a thirty (30)-day period after it has received from the non-breaching Party a written notice that details the breach and requests that the breach be cured; or (b) becomes insolvent, or insolvency proceedings are instituted against such other Party.

6. MAINTENANCE SERVICES WARRANTIES; DISCLAIMERS.
(a) Maintenance Services Warranty. Seller represents and warrants to Customer that the Maintenance Services will be performed in a professional and workmanlike manner by qualified personnel and in accordance with the terms and provisions of the Agreement and the pertinent Solution Summary. If the Maintenance Services have not been so performed, and if within thirty (30) days after the performance of the Maintenance Services Customer provides Seller with a written notice of such non-compliance, then Seller, at its option, will re-perform the Maintenance Services, correct the deficiencies, or render a prorated refund based on the original Price for the deficient Maintenance Services. The warranty remedies expressly provided in this Article IV, Section 6 of Attachment A will be Customer’s sole and exclusive remedies for breach of warranty claims only.

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(b) EXCEPT AS REFERENCED AND LIMITED IN THIS ARTICLE IV, SECTION 6 OF ATTACHMENT A, NEITHER SELLER NOR ITS

LICENSORS OR SUPPLIERS MAKE ANY OTHER EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE MAINTENANCE SERVICES. IN PARTICULAR, THERE IS NO WARRANTY THAT ALL SECURITY THREATS AND

VULNERABILITIES WILL BE DETECTED OR THAT THE MAINTENANCE SERVICES WILL RENDER A SUPPORTED PRODUCT OR SUPPORTED SYSTEM SAFE FROM SECURITY BREACHES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SELLER DISCLAIMS ALL OTHER EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING, BUT NOT LIMITED TO, NONINFRINGEMENT AND THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 281 of 1671 Solution Summary
Cisco Switches-HW - SW ONLY
Customer: City of Indio
Ship To Address: 100 CIVIC CENTER MALL
INDIO, CA 92201-4434
Bill To Address: 100 CIVIC CENTER MALL
INDIO, CA 92201-4434
Customer ID: SWCITYOFI007
Contract: NASPO AR3227 7-20-70-47-01
Primary Contact: Ian Cozens
Email: [email protected]
Phone: 760-391-4100
National Account Manager: Kahla Archer
Email: [email protected]
Phone: (619) 454-1663
Solution Summary Billing Frequency Due Total Project
Software One-Time $22,740.01 $22,740.01
Hardware One-Time $43,628.02 $43,628.02
Maintenance CISCO Maintenance Prepaid $62,501.27 $62,501.27 Project Subtotal $145,372.30
Estimated Tax $3,302.06
Estimated Freight NOT INCLUDED
Project Total $148,674.36
This Order is a configured order and/or contains software.

This Solution Summary summarizes the document(s) that are attached hereto and such documents are incorporated herein by reference (collectively, this “Order”). Customer's signature on this Order (or Customer's issuance of a purchase order in connection with this Order) shall represent Customer's agreement with each document in this Order and acknowledgement that such attached document(s) are represented accurately by this Solution Summary.

Unless otherwise specified in this Order, this Order shall be subject to the following terms and conditions (the “Agreement”): (i) the Master Sales Agreement or other applicable master agreement in effect as of the date hereof between ConvergeOne, Inc. and/or its subsidiaries and affiliates (collectively, "C1" or "Seller") and Customer; or (ii) if no such master agreement is currently in place between C1 and Customer, the Online General Terms and Conditions currently found on the internet at: https://www.onec1.com/agreements . If Customer’s Agreement is a master agreement entered into with one of C1 predecessors, affiliates and/or subsidiaries ("Legacy Master Agreement"), the terms and conditions of such Legacy Master Agreement shall apply to this Order, subject to any modifications, located at: https://www.onec1.com/agreements . In the event of a conflict between the terms and conditions in the Agreement and this Order, the order of precedence shall be as follows: (i) this Order (with the most recent and specific document controlling if there are conflicts between the Solution Summary and any applicable supporting document(s) incorporated into this Order), (ii) Attachment A to the Agreement (if applicable), and (iii) the main body of the Agreement.

This Order may include the sale of any of the following to Customer: (a) any hardware, third party software, and/or Seller software (collectively, “Products”); (b) any installation services, professional services, and/or third party provided support services that are generally associated with the Products and sold to customers by Seller (collectively, “Professional Services”); (c) any Seller-provided vendor management services, software release management services, remote monitoring services and/or, troubleshooting services (collectively, “Managed Services”); and/or (d) any Seller-provided maintenance services ordered by Customer to maintain and service Supported Products or Supported Systems at Supported Sites to ensure that they operate in conformance with their respective documentation and specifications (collectively, “Maintenance Services”). For ease of reference only, Professional Services, Managed Services and Maintenance Services may be referred to collectively as “Services.” Unless otherwise defined herein, capitalized terms used herein will have the same meanings as set forth in the Agreement.

Products and/or Services not specifically itemized are not provided hereunder. This Order will be valid for a period of thirty (30) days following the date hereof.

Thereafter, this Order will no longer be of any force and effect. Due to rapidly changing prices in the market for third party Products and/or Services, after the expiration of the foregoing 30 day period, Seller reserves the right to adjust offerings and/or prices accordingly prior to issuing any new Order(s).

CONFIDENTIAL AND PROPRIETARY INFORMATION OF C1
Page #: 1 of 3
Date: 6/7/2024
Documents #: OP-000812226
SO-000915804
Solution Name: Cisco Switches-HW - SW
ONLY
Customer: City of Indio
Master Sales Agreement #: C13516 PSMTMS
Master Maintenance Agreement #: C13516 PSMTMS
Professional Services - SOW $16,503.00 $16,503.00

Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 282 of 1671 ACCEPTED BY:

TITLE: TITLE:

BUYER: DATE: SELLER: DATE:

Master Agreement Rider
# Item Number Description Term In
Months
Qty Unit Price Extended Price
Software
1 C9500-NW-A C9500 Network Stack, Advantage 2 $0.00 $0.00 2 C9500-DNA-32QCAC9500 DNA Advantage, Term License 2 $0.00 $0.00 3 C9500-DNA-A-5Y DNA Advantage 5 Year License 60 2 $7,859.36 $15,718.72 4 NETWORK-PNPLICNetwork Plug-n-Play Connect for zero-touch device deployment 2 $0.00 $0.00 5 C9300L-NW-A-48 C9300L Network Advantage, 48-port license 3 $0.00 $0.00 6 C9300L-SSD-NONE No SSD Card Selected 3 $0.00 $0.00
7 C9300L-DNA-A-48 C9300L Cisco DNA Advantage, 48-port license 3 $0.00 $0.00 8 C9300L-DNA-A-48-
5Y
C9300L Cisco DNA Advantage, 48-port, 5 Year Term license 60 3 $2,340.43 $7,021.29 9 TE-EMBEDDED-T Cisco ThousandEyes Enterprise Agent IBN Embedded 3 $0.00 $0.00 10 TE-EMBEDDED-T5YThousandEyes - Enterprise Agents 60 3 $0.00 $0.00 11 D-DNAS-EXT-S-T Cisco DNA Spaces Extend Term License for Catalyst Switches 60 3 $0.00 $0.00 12 D-DNAS-EXT-S-5Y Cisco DNA Spaces Extend for Catalyst Switching - 5Year 60 3 $0.00 $0.00 13 NETWORK-PNPLICNetwork Plug-n-Play Connect for zero-touch device deployment 3 $0.00 $0.00 Hardware
14 C9500-32QC-A Catalyst 9500 32-port 40/100G only, Advantage 2 $12,001.41 $24,002.82 15 CAB-9K12A-NA Power Cord, 125VAC 13A NEMA 5-15 Plug, North America 4 $0.00 $0.00 16 C9K-F1-SSDBLANKCisco pluggable SSD storage 2 $0.00 $0.00 17 C9K-T1-FANTRAY Catalyst 9500 Type 4 front to back cooling Fan 4 $0.00 $0.00 18 S9500UK9-179 Cisco Catalyst 9500 XE 17.9 UNIVERSAL 2 $0.00 $0.00 19 C9500-SSD-NONE No SSD Card Selected 2 $0.00 $0.00
20 C9K-PWR650WAC-R650W AC Config 4 Power Supply front to back cooling 2 $0.00 $0.00 21 C9K-PWR650WAC-R/2650W AC Config 4 Power Supply front to back cooling 2 $877.31 $1,754.62 22 C9300L-48UXG2Q-ACatalyst 9300L 48p, 12mGig, Network Advantage ,2x40G Uplink 3 $5,470.51 $16,411.53 23 S9300LUK9-179 Cisco Catalyst 9300L XE 17.9 UNIVERSAL 3 $0.00 $0.00 24 PWR-C1-BLANK Config 1 Power Supply Blank 3 $0.00 $0.00 25 TE-C9K-SW TE agent for IOSXE on C9K 3 $0.00 $0.00
26 FAN-T2 Cisco Type 2 Fan Module 9 $0.00 $0.00
CONFIDENTIAL AND PROPRIETARY INFORMATION OF C1
Page #: 2 of 3
Date: 6/7/2024
Documents #: OP-000812226
SO-000915804
Solution Name: Cisco Switches-HW - SW
ONLY
Customer: City of Indio
Master Sales Agreement #: C13516 PSMTMS
Master Maintenance Agreement #: C13516 PSMTMS

Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 283 of 1671 Master Agreement Rider
# Item Number Description Term In
Months
Qty Unit Price Extended Price
27 PWR-C1-
1100WAC-P
1100W AC 80+ platinum Config 1 Power Supply 3 $0.00 $0.00 28 C9300L-SPS-NONE No Secondary Power Supply Selected 3 $0.00 $0.00 29 CAB-TA-NA North America AC Type A Power Cable 3 $0.00 $0.00 30 C9K-ACC-SCR-4 12-24 and 10-32 SCREWS FOR RACK INSTALLATION, QTY 4 3 $0.00 $0.00 31 CAB-GUIDE-1RU 1RU CABLE MANAGEMENT GUIDES 9200 and 9300 3 $0.00 $0.00 32 C9300L-STACK-KIT Cisco Catalyst 9300L Stacking Kit 3 $486.35 $1,459.05 33 C9300L-STACK Catalyst 9300L Stack Module 6 $0.00 $0.00 34 STACK-T3-50CM 50CM Type 3 Stacking Cable for C9300L 3 $0.00 $0.00 Maintenance
35 CON-L14HRC9532ACQCX LEVEL 1 24X7X4Catalyst 9500 32port 40100G only Adva 60 2 $18,756.68 $37,513.36 36 CON-L1SWTC9532QCACX LEVEL 1 SW SUB CX LEVEL 1 SW SUB C9 60 2 $2,804.45 $5,608.90 37 CON-L1NB5-
C9302QA4
5Y CX L1 8X5XNBDCatalyst 9300L 48p 60 3 $5,585.25 $16,755.75 38 CON-L1SWTC93LA48CX LEVEL 1 SW SUB C9300L Cisco DNA Adv 60 3 $874.42 $2,623.26 CONFIDENTIAL AND PROPRIETARY INFORMATION OF C1
Page #: 3 of 3
Date: 6/7/2024
Documents #: OP-000812226
SO-000915804
Solution Name: Cisco Switches-HW - SW
ONLY
Customer: City of Indio
Master Sales Agreement #: C13516 PSMTMS
Master Maintenance Agreement #: C13516 PSMTMS

Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 284 of 1671 OneC1.com
Confidential and Proprietary
C1 STATEMENT OF WORK

CISCO SWITCHES
PREPARED FOR: City of Indio
PREPARED BY: Kahla Archer Shane Pinnell
Account Executive Solutions Architect
[email protected] [email protected]
REFERENCE: Opportunity: OP-000801699
Solution: SO-000902843
Quote(s): QU-000511411
DATE: April 10, 2024

Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 285 of 1671 2 TABLE OF CONTENTS

1. Confidentiality Notice....................................................................................................3

2. Scope of Work - Terms and Conditions ......................................................................3

3. Project Timeline Expectations .....................................................................................4

4. Project Overview ............................................................................................................4

5. Project Scope of Services..............................................................................................5

6. Project Management .....................................................................................................8

7. Change Order Process ..................................................................................................8

8. Milestone and/or Project Acceptance.........................................................................9

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

10. Professional Services Assumptions .........................................................................10

11. Professional Services Pricing and Billing Schedule ...............................................12

12. Customer Authorization to Proceed........................................................................14

Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 286 of 1671 3 1. CONFIDENTIALITY NOTICE

THE INFORMATION CONTAINED HEREIN IS CONSIDERED CONFIDENTIAL AND PROPRIETARY, PRODUCED SOLELY FOR THE CUSTOMER IDENTIFIED ABOVE.

This Statement of Work ("SOW") is proprietary to ConvergeOne, Inc. ("C1") and contains C1 Confidential Information. It may not be disclosed in whole or in part without the express written authorization of C1. No portion of this SOW may be duplicated or used for any purpose other than to receive Services or deliverables from C1 described herein.

2. SCOPE OF WORK - TERMS AND CONDITIONS
This Statement of Work or Scope of Work ("SOW") and the applicable Solution Summary (and any documents attached thereto and incorporated therein by reference) (collectively, this "Order") is subject to the following terms and conditions (the "MSA" or the "Agreement"): (i) the Master Sales Agreement or other applicable master agreement in effect as of the date hereof between ConvergeOne, Inc. and/or its subsidiaries and affiliates (collectively, "C1" or "Seller") and City of Indio ("Customer"); or (ii) if no such master agreement is currently in place between C1 and Customer, the Online General Terms and Conditions currently found on the internet at: https://www.OneC1.com/agreements. If the Customers Agreement is a master agreement entered into with one of ConvergeOne, Inc.'s predecessors, affiliates, and/or subsidiaries, ("Legacy Master Agreement"), the terms and conditions of such Legacy Master Agreement shall apply to this Order, subject to any modifications located at https://www.OneC1.com/agreements. In the event of a conflict between the terms and conditions in the Agreement and this Order, the order of precedence shall be as follows: (i) this Order (with the most recent and specific document controlling if there are conflicts between the Solution Summary, this SOW and any other applicable supporting document(s) incorporated into this Order), (ii) Attachment A to the Agreement (if applicable), and (iii) the main body of the Agreement.

The Customer's signature on this Order (or the Customer's issuance of a purchase order in connection with this Order) shall represent the Customer's agreement with each document in this Order.

This Order may include the sales of any of the following to Customer: (a) any hardware, third-party software, and/or Seller software (collectively, "Products"); any installation services, professional services, and/or third-party provided support services that are generally associated with the Products and sold to customers by Seller ("Professional Services"); any Seller-provided vendor management services, software release management services, remote monitoring services and/or, troubleshooting services (collectively, "Managed Services"); and/or any Seller-provided maintenance services ordered by

Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 287 of 1671 4 Customer to maintain and service Supported Products or Supported Systems at Supported Sites to ensure that they operate in conformance with their respective documentation and specifications ("Maintenance Services"). For ease of reference only, Professional Services, Managed Services, and Maintenance Services may be referred to collectively as "Services." Unless otherwise defined herein, capitalized terms used herein will have the same meanings as set forth in the Agreement.

Any dates and/or time intervals listed in this Order are approximate and for planning purposes only. C1 will use commercially reasonable efforts to accommodate any requested dates; provided, however, project milestones will be fully discussed and mutually agreed upon between C1 and Customer after project kickoff.

Products and/or Services not specifically itemized are not provided herein. Any additional applications, technologies, integrations, or other Products and/or Services not specified herein, are not included in this SOW and may result in additional charges at any time during the project.

Unless signed, this Order will be valid for a period of thirty (30) days following the date hereof. Due to rapidly changing prices in the market for third-party Products and/or Services, after the expiration of the foregoing 30-day period, the Seller reserves the right to adjust offerings and/or prices accordingly prior to issuing any new Order(s). Thereafter, this Order will no longer be of any force and effect.

2.1. The outline of deliverables for this Order follows below.

3. PROJECT TIMELINE EXPECTATIONS
Approximately 5 business days after signed acceptance of this SOW, C1 will assign a project manager that will make contact and start planning a project kick-off meeting. The project kick-off may not take place immediately. Project start times depend on the availability of C1 and Customer resources.

The expected duration of this project has been budgeted at two (2) weeks from the time of kick-off to completion. If the project exceeds this timeframe, a project change order may be required to extend the engagement, resulting in additional fees.

4. PROJECT OVERVIEW
Thank you for the opportunity to work with you on the Cisco Switches project. This document describes the work to be performed during this engagement and covers the

Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 288 of 1671 5 assumptions as the basis for this agreement, the responsibilities of C1 personnel, and the responsibilities of the Customer.

4.1. C1 will be implementing or performing the following as part of this project:
• Cisco switch network, consisting of 9500-12Q-A, C9300-48UXG-2Q-a model switch(es)

4.2. Project Location(s)
Below is a list of the location(s) that are included in this project.

Table 4-1
Site Name Site Address
Main Office 100 CIVIC CENTER MALL
INDIO, CA 92201

4.3. Thank you for the opportunity to work with you on the Cisco Switches project. This document describes the work to be performed during this engagement and covers the assumptions as the basis for this agreement, the responsibilities of C1 personnel, and the responsibilities of the Customer.

5. PROJECT SCOPE OF SERVICES
This section identifies the work that will be performed as part of this project. Below is an initial, high-level list of tasks and assumptions for the project. This schedule may change depending on the Customers business requirements and other factors. Also, depending on the schedule finally agreed upon at the kickoff meeting, the days worked may not be contiguous. C1 will conduct a meeting with the Customer to review and finalize the technical approach, constraints, and project schedule. This meeting is intended to ensure that all parties are working with consistent expectations for the project.

5.1. Enterprise Networking
Switching
Planning and Design Tasks
C1 Responsibilities
• This is implementation of a Cisco switch network to replace the existing Juniper and Cisco core switches.

Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 289 of 1671 6 • Review current switch deployment, including hardware, firmware, and general configuration, if readily available through Customer's reporting mechanisms or a recent network assessment
• Work in collaboration with the Customer to verify the solution requirements for the wired LAN solution
• Review and provide a document that outlines all of the information needed to implement the solution
• Consult with the Customer to determine the following
requirements and document these requirements:
• System wide settings and features
• Redundancy and failover
• Network settings
• Sites
• Security
• Others as applicable
• Validate quantities of switches to be part of wired system and their locations
• Develop implementation/migration plan
• Develop test plan
Customer Responsibilities
• Provide current switch network information as requested • Work in collaboration with C1 to verify the solution requirements for the wired LAN solution
• Work with C1 to determine the specified requirements for implementation
• Work with C1 to validate switch quantities and locations • Work with C1 to develop implementation/migration plan • Work with C1 to develop test plan
Execution Tasks
C1 Responsibilities
• Verify and/or install latest recommended code version(s) on switches

Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 290 of 1671 7 • Configure the system per the agreed upon system requirements documentation
• Configure the system to support customer sites
• Configure 2 core layer 3 switches
• Configure 3 layer 2 switches
• C1 will be installing the following switches
• Install 5 non-chassis switches
• Connect switches per agreed upon design
• Migrate patch cables to new switches
Customer Responsibilities
• Coordinate outage times (if any) with Customer's users • Ensure access to all locations where switches will be installed Assumptions
• Migration to new switches will be performed after normal business hours unless otherwise stated in this SOW
• Any patch cables needed for installation that are not specifically included in the bill of materials (BOM) are the responsibility of the Customer
• Does not include testing of individual switchports
Post-Install Tasks
C1 Responsibilities
• C1 engineers will be scheduled for 12 hours of post-install support • Perform up to 4 hours of system administrator training on the switch system
• Provide documentation for the switch system
Customer Responsibilities
• Validate switch network operating as expected
• Coordinate users for system administrator training
Deliverables
• Username and passwords of devices/systems installed

Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 291 of 1671 8 • Network diagram showing switch connectivity

6. PROJECT MANAGEMENT
C1 will provide Project Management Services to help you effectively manage the project and control risks during the deployment. C1 will designate a Project Manager who will act as the single point of accountability for all C1 contract deliverables for the duration of the Project. C1 follows the Project Management Body of Knowledge (PMBOK) for project delivery. The PMBOK is an adaptable approach that enables technology project success by aligning business and technology goals. Key elements include an iterative delivery process, clear project metrics, proactive risk management, and effective response to change.

6.1. Project Manager
C1 will designate a Project Manager (PM) responsible for overseeing the project. Once the contract is signed and accepted by C1, this individual will act as the Customer's single point of contact for all planning and issues related to solution delivery. The C1 PM will work closely with the Customer to guide the implementation and work on a mutually agreed-upon schedule. The C1 Project Manager is responsible for the following:
• Conduct internal (C1) and joint C1/Customer meetings. • Develop a project plan, including activities, milestones, roles, and responsibilities. • Schedule and manage required C1 resources and partners. • Conduct Issue and Risk Management.
• Provide agenda and meeting notes.
• Track Customer and C1 project deliverables.
• Manage change orders and any associated billing with the Customer. • Manage project closeout process, punch list, and Customer acceptance.

7. CHANGE ORDER PROCESS
Despite good project planning, design, and review, project plans often require some degree of change at some point. These changes are handled using change order requests, which must be agreed upon by all parties to the contract before such work can be performed.

Either C1 or the Customer may initiate a change order for any deliverable, work requirement, assumption, or dependency that is part of the project. All requests must be in

Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 292 of 1671 9 writing and handled by the C1 Project Manager. C1 will review the change and provide pricing as applicable before proceeding. The C1 Project Manager may also engage project team members to assess the impact of the change. Agreed changes must be approved in writing by an authorized representative of the Customer, via email, or modified purchase order.

8. MILESTONE AND/OR PROJECT ACCEPTANCE
Upon completion of the services described in this SOW, C1 shall provide the Customer with an Acceptance Form. Upon delivery of the Acceptance Form, the Customer has 5 working days to review and accept. Failure to respond within the designated 5-day period signifies the completion of the milestone or project. To refuse acceptance, the Customer must both indicate non-acceptance with written notification to C1 within the 5 days period noted above and describe why it was not accepted. C1 shall have up to 10 days after the receipt of such notice to correct the error given it is within C1's scope and control to do so. The period to correct the error may be extended by mutual consent.

9. CUSTOMER RESPONSIBILITIES

9.1. Provide a single point of contact that will be responsible for:
• Understanding the business process impact and technical requirements and who has the authority to make binding decisions on the Customers behalf. • Working with C1 Project Manager to develop mutually agreed project schedule, including outside of Normal Business Hours test and cutover windows (if applicable).
• Ensuring all Customer responsibilities are completed in accordance with the project schedule.
• Reasonable notification of schedule and changes for the installation work. • Attending all project status meetings.

9.2. Site Preparation:
• Ensure the equipment room is ready, including all electrical, wiring, grounding, lighting, racks, and HVAC required to maintain equipment within operating conditions specified by the equipment manufacturer.
• Provide required cable/patch panels that meet all requirements for Category 5e, racks, and network connectivity.

Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 293 of 1671 10 • Accept receipt of equipment and store it in a secure area. Retain shipping documentation, and inventory shipments by box count, and report any apparent external damage to the C1 Project Manager.
• Provide floor plans for equipment room configuration and related locations if applicable.
• Ensure that the existing Customer network is configured, connected, and operating within the manufacturer's specifications.
• Customers will provide QOS on all their network equipment to the WAN based on the Supplier's guidelines and requirements if carrying voice.

9.3. Ensure the availability of appropriate Customer resources that will:
• Assist in the development and execution of applicable test plans. • Provide accurate documentation for all existing systems and networks. • Provide all necessary IP addresses, subnet masks, and default gateways. • Provide a qualified Network Administrator with working knowledge of Customer requirements.
• Provide information on planned changes in the network.

10. PROFESSIONAL SERVICES ASSUMPTIONS
The following assumptions were made to create this Statement of Work. Should any of these assumptions prove to be incorrect or incomplete then C1 may modify the price, scope of work, or milestones. Any such modifications shall be managed by the Change Order Procedure.

10.1. General Assumptions
• Unless explicitly stated otherwise, all services will be delivered remotely • All non-service impacting work described in this scope will be performed during U.S. normal business hours defined as 8:00 AM to 5:00 PM local time; Monday through Friday, excluding C1 designated holidays. "Cutover" for the sites will be completed during business hours unless otherwise stated in this scope of work. • The Customer must identify any specific requirements for maintenance windows and change control. The Customer retains overall responsibility for any business process impact and any Customer-internal change management procedures and communications.

Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 294 of 1671 11 • All services, documentation, and project deliverables will be provided in English only.
• C1 will install specific software versions agreed upon at the time of project kickoff.

Upgrades to the software are not included in the SOW. C1 may choose to install an upgrade if required by the manufacturer or to resolve a problem. • The Customer is responsible for the underlying data infrastructure including network and virtualization. Systems must be capable of supporting the proposed solution. C1 can supply consulting and remediation services to ensure successful implementation, if not included in this scope, through a change order and billed at an additional fee.
• The Customer is responsible for all communications and scheduling of any contractors or vendors not managed by the C1 Project Manager. • Any product or service delivery dates communicated outside of this SOW or the Project Plan, are not to be considered valid or binding. • If the project extends beyond the timeline specified in the Project Plan due to delays caused by parties other than C1 and its subcontractors, C1 may invoice for service performed to date.
• The Customer is responsible to verify and arrange the installation of all applicable network connections and provide a functional network for application deployment.
• Projects requiring multiple site visits and/or intervals of inactivity between events must be noted as such prior to acceptance of this SOW.
• The Customer is responsible for relocation, removal, and disposal of any previously installed Customer-owned equipment or cabling unless specifically agreed otherwise herein.
• The Customer is responsible to notify C1 if the site requires any specialized access for personnel and/or Union trades for any tasks associated with this SOW.

Notification of requirements must take place prior to the quote. Any and all additional costs for post-quote changes or additional site restrictions requiring specialized training or Union Labor shall be chargeable to the Customer. • The Customer is responsible for managing all 3rd Parties not outlined in this SOW. • Services not specifically called out in this SOW will be deemed out of scope. • VPN access will be provided to C1 resources to allow for work to be accomplished remotely when applicable. If unfettered remote access to the Customer network cannot be provided additional charges will be required.

10.2. Technical Assumptions

Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 295 of 1671 12 • Unless specifically called out above, no IP address changes are included in the SOW. If requested, additional charges may apply.
• The Customer is responsible for having current licensing, maintenance, and support on the components of the servers, database, storage, and network infrastructure including hardware, software (including operating systems), and any associated costs.
• The Customer is responsible for any operating system patches and anti-virus software installation and support.
• The Customer is responsible for ensuring the existing network is free of layer 3 protocol and broadcast errors.
• The Customer is responsible for the cost and acquisition of any 3rd party security certificates necessary for successful deployment. C1 can provide services for Security Audits and Certificate deployment which can be billed at an additional fee.
• The Customer is responsible for resolving interoperability issues with other vendors not acting as a sub-contractor to C1.
• The Customer is responsible for any firmware updates to re-used circuit packs, media modules, or cards not specifically identified within this SOW. C1 can provide services for firmware updates through a change order and is billed at an additional fee.
• C1 will provide port and protocol matrices as provided by the manufacturers for the equipment that is in this scope. If additional documentation is required for firewall configuration or security assessments, C1 can provide these services at an additional cost to the Customer upon request.

11. PROFESSIONAL SERVICES PRICING AND BILLING SCHEDULE
Billing terms for this project supersede any MSA in place and are only applicable to the services stated in this scope of work. Invoices are due within thirty (30) days from the date of the invoice unless otherwise previously agreed between the Customer and C1 credit department. Any change to the Project Pricing and Payment schedule will be managed through the Change Order procedures specified herein. All stated prices are exclusive of any taxes, fees, duties, or other amounts, however, designated and including without limitation value added and withholding taxes which are levied or based upon such charges, or upon this SOW (other than taxes based on the net income of C1). The Customer shall pay any taxes related to services purchased or licensed pursuant to this SOW or the Customer

Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 296 of 1671 13 shall present an exemption certificate acceptable to the taxing authorities. Applicable taxes shall be billed as a separate item on the invoice.

11.1. Project Price and Milestone Billing Schedule
The fixed fee price for this services engagement is below and will be billed with the following milestone schedule:

Total Price: $16,503.00
• Milestone 1 (50%) - Project Initiation - Kick-Off Meeting, Resource Assignment, Design Completion
• Milestone 2 (50%) - Final Customer Acceptance of the Project

11.2. Project Expenses:

There are no anticipated project-related expenses expected for this project above the price included in this SOW. In the event that the need for additional expense arises, a Change Order will be presented by the Project Manager for approval by the Customer in advance. C1 will make a reasonable effort to minimize expenses and will ensure sufficient time is built into the project schedule to maximize efficiency when scheduling site visits.

Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 297 of 1671 14 12. CUSTOMER AUTHORIZATION TO PROCEED
The use of signatures on this SOW is to ensure agreement and understanding on project objectives and assumptions, and the work and deliverables to be performed by C1. By signing below, the duly authorized Customer representative signifies their commitment to proceed with the project as described in this SOW.

Customer's Authorized Representative:

Signature
Printed Name
Title
Date
PO Number

Master Sales Agreement Between City of Indio and ConvergeOne for the Pur... Page 298 of 1671 City of Indio
City Council
July 17, 2024

STAFF REPORT
To: City Council
From: Bryan H. Montgomery, City Manager
Prepared by: Ian Cozens, Director of Information Technology Subject: Three-Year Agreement between the City of Indio and eSentire for Cybersecurity services in the amount of $151,779
RECOMMENDATION:

Approve the three-year agreement between the City of Indio and eSentire in the amount of $151,776 for cybersecurity services.

SUMMARY:
eSentire is a leading managed detection and response provider with a proven record in delivering comprehensive cybersecurity solutions. With this agreement eSentire will provide the City with 24x7 monitoring, investigation, response, and remediation services, network monitoring sensors for all sites, security information and event management services, the latest cybersecurity threat intelligence, and automated blocking of threats.

BACKGROUND INFORMATION:

With cybersecurity being a critical concern for the City of Indio and the increasing number of attacks that on critical infrastructure, police departments, and municipalities the IT Department has been researching network monitoring sensors and security information and event management (SIEM) solutions. The staff has reviewed several of the top vendors comparing features versus pricing and believes that eSentire provides the best balance of features and pricing. Staff have reached out to other municipalities to find out about their experience with eSentire and has received positive feedback about eSentire's services.

FINANCIAL SUMMARY:

Current FY Financial
Impact:
$50,592.00 In current year budget: Yes
Current FY General
Fund Impact:
$0 Budget adjustment: No
Next FY Financial
Impact:
$50,592.00 Strategic Objective: Financial &
Environmental
Sustainability
Source of funds: Information Technology ISF Fund-Org-Object Reference:
602-831018
ATTACHMENTS:

AGENDA ITEM #8.12
Three-Year Agreement between the City of Indio and eSentire for Cybersec... Page 299 of 1671 City of Indio - MSSA 20240708 cl
City of Indio - Order Form (NET & LOG) 20240708 cl

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Master Security Services Agreement
City of Indio - 200240708 Page 1 of 10 (2023-11)
This Master Security Services Agreement (this “Agreement”) is by and between City of Indio (“Client”), with offices at 100 Civic Center Drive, Indio, California 92201, United States, and eSentire, Inc. (“eSentire”), with offices at 451 Phillip Street Unit 135, Waterloo, ON, Canada N2L 3X2, each a “Party” and together the “Parties.” This Agreement is effective on the date of the last signature below (the “Effective Date”).

1. Definitions
In addition to the capitalized terms defined elsewhere in this Agreement or in the applicable Order Form, the following terms will have the meanings ascribed to them in this Section 1. “Affiliate” of a Party means any corporation or other legal entity that such Party directly or indirectly controls, is controlled by, or is under common control with. In this context, a Party “controls” a corporation or other entity if it or any combination of it and/or its Affiliates owns more than 50% of the voting rights for the board of directors or other mechanism of control for such corporation or other entity. “Client Data” means (a) data, records, files of Client including e-mail sent or received by personnel of Client, and (b) all reports generated for or by Client as a result of the provision or use of the Services, except to the extent such reports contain eSentire Intellectual Property.
“Confidential Information” means any and all information disclosed by either Party (“Disclosing Party”) to the other (“Receiving Party”) that is not deemed public information, that is not protected by Requirements of Law applicable to information that is Personal Information and that is marked “confidential” or “proprietary,” or similar designation or which the recipient knows or has reason to know is regarded by the Disclosing Party as such, including oral information. For the avoidance of doubt, Confidential Information does not include any information that the Receiving Party can demonstrate: (a) was known to it prior to its disclosure hereunder by the Disclosing Party; (b) is or becomes known through no wrongful act of the Receiving Party; (c) has been rightfully received from a third party without restriction or disclosure and without breach by such third party of a non-disclosure obligation; (d) is independently developed by the Receiving Party; or (e) has been approved for release by the Disclosing Party’s prior written authorization.
“Day” or “Days” means calendar days, unless otherwise specified. “Encrypt” or “Encryption” means the use of an algorithmic process to transform data into a form in which there is a low probability of assigning meaning without the use of a confidential process or key; “Intellectual Property” means (a) any rights provided under (i) patent law, (ii) copyright law, (iii) trade-mark law, (iv) design patent or industrial design law or (v) any other statutory provision or common law principle applicable to this Agreement, including trade dress and trade secret law, which may provide a right in either ideas, formulae, algorithms, concepts, inventions or know-how generally, or the expression or use of such ideas, formulae, algorithms, concepts, inventions or know-how; and (b) any and all applications, registrations, licenses, sub-licenses, franchises, agreements or any other evidence of a right in any of the foregoing. eSentire’s Intellectual Property includes New Intellectual Property, as defined in Section 2.4 below. “Order Form” means an ordering document, executed by the Parties, that specifies the Services to be provided to Client, including any amendments and supplements thereto. Each such Order Form, and any schedules, documents, or other attachments thereto, incorporates and is subject to the terms and conditions of this Agreement. “Participating Affiliate” means a Client Affiliate authorized by Client under eSentire’s processes to contract for Services in Participating Affiliate’s own name subject to the terms of this Agreement. “Personal Information” means information that can be used on its own or in combination with other information to identify, contact, or locate a particular individual, including but not limited to, name, address, telephone number, email address, IP address, place of birth, mother’s maiden name, sexual orientation, social insurance or social security numbers, credit history and score, financial records, password and login information, biometric data, medical records, health insurance number, employment information and driver’s license number, as applicable and/or as defined and protected by Requirements of Law.

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Master Security Services Agreement
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“Requirements of Law” mean all laws, statutes, codes, acts, ordinances, orders, decrees, injunctions, by-laws, rules, regulations, official plans, permits, licenses, authorizations, directions, and agreements with any government authority, agency, body or department, whether federal, provincial, state, municipal or law of a jurisdiction outside Canada or the U.S. that now or at any time hereafter may be applicable to a Party in the performance of its obligations under this Agreement or any part of them (including all applicable privacy and data protection laws). “Services” means the services specified in an Order Form. “Systems” means any combination of hardware and software, including without limitation any telecommunication lines or other networking devices used to link such combination of hardware and software.

2. Services, License Grants and Restrictions

2.1 Services. eSentire shall provide to Client the Services as set forth in the Order Form during the Term. eSentire personnel shall remain under the direction and control of eSentire.

2.2 Usage Restrictions. Except as expressly permitted by eSentire, Client will not (and will not allow any third party to): (i) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, or underlying structure, ideas, or algorithms of the software provided or used by eSentire in delivering the Services (“Software”) or the Services; (ii) copy or duplicate the Software or modify, translate, or create derivative works based on the Software; (iii) rent, lease, distribute, sublicense, resell, pledge, assign, or otherwise transfer, provide access to or encumber rights to Software or the other Services; or (iv) use the Services or Software for service bureau purposes or otherwise for the benefit of a third party. Client will use the Services solely in compliance with all Requirements of Laws.

2.3 Ownership and Use of Client Data. Except as provided below, eSentire expressly acknowledges and agrees that as between Client and eSentire, Client is the owner of and has exclusive rights, title, and interest in and to Client Data. Notwithstanding the foregoing, to the extent any reports provided by eSentire to Client hereunder include any eSentire Intellectual Property including without limitation, the format of such reports, eSentire shall retain all rights in and to such eSentire Intellectual Property. eSentire hereby grants to Client a nonexclusive, nontransferable, limited license to use such eSentire Intellectual Property solely for the purposes for which such reports are provided by eSentire to Client pursuant to this Agreement. Client will not create derivative works based upon, using, or incorporating any eSentire Intellectual Property, disassemble or reverse engineer, decompile or design around any eSentire Intellectual Property. eSentire will have the right to access and use such Client Data solely (i) as necessary to provide the Services and (ii) for trend analysis that may assist eSentire in the provision of its services in its business generally, provided that no such trend analysis will result in the disclosure of any Personal or Confidential Information about or from Client or its employees or customers. eSentire will not retain, use, disclose, sell, or otherwise process Client Data for any purpose other than the specific purpose of performing the Services under this Agreement.

2.4 Freedom to Use Ideas. The ideas, formulae, algorithms, concepts, inventions, know how, improvements, discoveries, processes and other information and materials (“New Intellectual Property”) developed during the course of performing Services for Client under this Agreement by eSentire and/or eSentire personnel will become the sole Intellectual Property of eSentire, except to the limited extent such New Intellectual Property contains Client Data. eSentire may use any such New Intellectual Property without limitation, including by or for its clients or customers other than Client, notwithstanding anything to the contrary contained in this Agreement.

2.5 Retention of Rights. Except for the rights expressly granted under this Section 2, eSentire, or its third-party vendor(s) or licensor(s), as applicable, retains all right, title, and interest in and to all Software, eSentire hardware and embedded proprietary software (“Equipment”), Services, and all Intellectual Property created, used, or provided by eSentire to Client pursuant to this Agreement. eSentire will also own all right, title, and interest in and to all modifications or derivatives of, and improvements to, Software, eSentire Equipment and Services. Client acknowledges that nothing contained herein will constitute an assignment or transfer of any such eSentire Intellectual Property to Client.

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2.6 Update of the Services. eSentire reserves the right in future to make additions, changes, or updates to components of the Services (including end of life, removal of features) (collectively, “Changes”). If such components are no longer supported or made available by eSentire, eSentire will give Client at least 90 Days’ prior written notice of any planned, material Changes to the Services together with associated implementation timelines. If Client believes any such Change will have a material adverse impact on its use of such Services, and eSentire cannot reasonably mitigate the impact of such Change within 30 Days after receipt of Client’s written notice of such material adverse impact then Client may, following the end of such 30-Day Period, terminate the affected Service(s) upon 60 Days’ prior written notice to eSentire.

2.7 Client Responsibilities. Client hereby agrees to perform its obligations as set forth in the applicable Order Form.

3. Fees and Payment Terms

3.1 Fees. The fees for Services are set forth on the Order Form (the “Fees”). If Client requests or eSentire recommends additional Services, the Parties will execute a separate Order Form for such additional Services.

3.2 Invoicing. eSentire will invoice Client as indicated in the applicable Order Form and Client agrees to pay all invoices upon receipt. If Client in good faith believes that eSentire has billed Client incorrectly, Client must notify eSentire in writing no later than 30 Days after the date of such invoice. The Parties will cooperate in good faith to resolve any billing concern raised by Client within such 30-Day period. eSentire reserves the right to charge interest at the rate of the lesser of (i) 1.5% per month or (ii) the maximum amount allowed by law, in respect of invoiced amounts that have remained unpaid for more than 30 Days after the date of the applicable invoice. If eSentire pursues collection efforts against Client due to Client’s failure to pay Fees when due hereunder, Client will pay eSentire’s reasonable costs of collection, including any legal fees related thereto.

3.3 Taxes. All Fees are exclusive of any taxes, levies, duties, or similar governmental assessments of any nature including, without limitation, fees, value-added, sales, use or withholding taxes, assessable by any jurisdiction whatsoever (collectively, “Taxes”). Client is responsible for self-assessment of and self-remission of any and all Taxes associated with this Agreement to the applicable collecting agency or party. In the event that eSentire pays Taxes on behalf of the Client, the Client will reimburse eSentire for its payment of all such Taxes imposed upon the services provided hereunder to Client (excluding Taxes based upon eSentire’s income).

3.4 Suspension of Services. eSentire reserves the right, but assumes no obligation, to suspend performance of the Services with immediate effect on written notice to Client in the event Client is more than 30 days overdue in making payments that have not been disputed in good faith.

4. Warranties

4.1 Mutual. Each Party represents and warrants to the other that it has the right to enter into this Agreement, and that the consent of no other person or entity is necessary for it to enter into or fully perform this Agreement.

4.2 eSentire Warranties. eSentire represents, warrants, and covenants to Client as follows:

4.2.1 the Services will be performed by qualified personnel in a good, workmanlike, professional manner and substantially in accordance with the applicable Service description provided in the applicable Order Form;

4.2.2 it is not under any contractual obligation that would preclude it from entering into this Agreement or providing the Services hereunder;

4.2.3 it is the owner or licensee of the Software used in providing the Services and has all rights necessary to grant the rights herein and to perform its obligations hereunder. In the event that the Software is held to or believed by eSentire to infringe third party Intellectual Property, Client’s sole remedy will be the remedy set forth in Section 9.1;

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4.2.4 in performing its obligations under this Agreement, it will comply with all data protection laws applicable to eSentire in the performance of its obligations hereunder (which, for the avoidance of doubt, excludes any laws exclusively applicable to Client) and will use the same efforts to safeguard and prevent the misuse of all Personal Information disclosed to it under this Agreement or in the course of providing the Services as it does in protecting its own Confidential Information;

4.2.5 neither this Agreement nor the performance of or exercise of rights under this Agreement will violate, conflict with, or result in the breach of any term, condition, or provision of any agreement or legal obligation (whether or not existing at the Effective Date) to which eSentire is a party or by which it may be bound, or constitute a default thereunder; and

4.2.6 deliverables will conform substantially to the specifications for the same, if any, set out in the applicable Order Form.

4.3 Client Warranties. Client represents, warrants, and covenants to eSentire as follows:

4.3.1 it is duly organized and existing under the laws of its own jurisdiction and is not under any contractual obligation that would preclude it from entering into this Agreement or granting access to eSentire as provided herein to provide the Services;

4.3.2 in accessing and using the Services and in otherwise performing its obligations under this Agreement, Client will comply with all applicable Requirements of Law and all applicable export and encryption laws and regulations, and will not provide or provide access to a decryption key to eSentire;

4.3.3 Client has all rights necessary to provide eSentire with access to Client Data and Systems for use in accordance with the terms of this Agreement, and eSentire’s use of any Client Data in accordance with the terms of this Agreement will not violate the rights of any third party;

4.3.4 if Client (1) orders Services hereunder to be performed by eSentire with respect to any third-party devices, data, facilities, or environments or (2) deploys agents to third-party endpoints for purposes of Services ordered hereunder (collectively, “Third Party Services”), Client has obtained all required authorizations including, without limitation, the prior consent of all such third parties for any such Third Party Services; and

4.3.5 neither this Agreement nor the performance of or exercise of rights under this Agreement will violate, conflict with, or result in the breach of any term, condition, or provision of any agreement or legal obligation (whether or not existing at the Effective Date) to which Client is a party or by which it may be bound, or constitute a default thereunder.

4.4 EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, EACH PARTY HEREBY SPECIFICALLY DISCLAIMS ALL

OTHER REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE SUBJECT MATTER OF THIS AGREEMENT,

EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. CLIENT HEREBY ACKNOWLEDGES AND AGREES THAT, WHILE ESENTIRE WILL USE ITS BEST EFFORTS TO DETECT INAPPROPRIATE OR UNAUTHORIZED TRAFFIC OR CONTENT WITHIN CLIENT’S

SYSTEMS AND NETWORK, DUE TO THE NATURE OF THE INTERNET AND ITS USERS, ESENTIRE DOES NOT WARRANT THAT IT WILL BE ABLE TO DETECT ALL SUCH CONTENT AND TRAFFIC.

5. Supply of Software and Hardware

5.1 To provide the Services, certain eSentire Equipment may be installed at Client’s premises as set forth in the applicable Order Form. Client acknowledges and agrees that all such eSentire Equipment shall, at all times, be considered to be personal property of eSentire and its licensors and not Client’s property or a part of Client’s premises. Client will take all reasonable action to protect the eSentire Equipment from theft, damage, or destruction as if such hardware and software were owned by Client.

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5.2 With Client’s consent, eSentire, or its authorized third parties, may during normal business hours and upon reasonable notice, enter upon Client’s premises and remove the eSentire Equipment, provided that such removal is not disruptive to the provision of the Services.

5.3 Client will not place or allow any lien or other encumbrance to be placed on such eSentire Equipment. Client will not remove the eSentire Equipment from its premises without the prior written consent of eSentire.

Client authorizes eSentire to file any and all appropriate documentation, with no prior requirement to obtain Client's signature, to acknowledge and secure eSentire’s ownership of such eSentire Equipment.

6. Term and Termination
The term of this Agreement will commence on the Effective Date and will continue in effect for an initial term of three years. Upon expiration of the initial term, the term of this Agreement will automatically terminate unless Client provides eSentire with at least 60 Days’ written notice prior to the end of the initial term of its intention to renew, in which case this Agreement will renew for a period of 12 calendar months (each a “Renewal Term”). The initial term and any Renewal Term may be referred to collectively in this Agreement as the “Term.” The termination of this Agreement pursuant to Section 6.1 will not affect the validity of any Order Form(s) then in effect and any such Order Form(s) will continue in effect until termination of such Order Form(s) pursuant to the terms set forth therein.

6.1 Termination for Breach. Without prejudice to any other rights or remedies which it may have, either Party may terminate this Agreement if the other Party fails to cure a material breach of this Agreement and such material breach remains uncured 30 Days after receiving written notice of the breach from the non-breaching Party. For the avoidance of doubt, this cure period will not apply to any Client failure to pay Fees due under this Agreement and, in addition to eSentire’s remedies under Section 3.4, eSentire may immediately terminate this Agreement by written notice to Client if Client fails to pay any Fees.

6.2 Insolvency. A Party may also terminate this Agreement immediately by written notice to the other party (i) if the other Party is declared insolvent or bankrupt by a court of competent jurisdiction; or (ii) if a petition is filed in any court of competent jurisdiction to declare the other Party bankrupt or for a reorganization under bankruptcy law or any similar statute and such petition is not dismissed within 60 Days after such filing or if a trustee in bankruptcy or a receiver or similar entity is appointed for the other Party or (iii) the affected Party has been unable to reasonably satisfy the other Party that it is able to perform its obligations in accordance with this Agreement and with no adverse impact to the other Party.

7. Effect of Termination

7.1 In the event either Party terminates this Agreement pursuant to Section 6.2 such Party may terminate any and all Order Forms then in effect between eSentire and Client with immediate effect, upon written notice to the other Party.

7.2 Upon termination of this Agreement, all rights granted by either Party to the other Party hereunder will revert to the granting Party, all licenses will terminate and Client’s access to or use of the Services will immediately terminate, with the exception of eSentire’s right to remove eSentire Equipment from Client’s premises. All accrued rights to payment under this Agreement will survive termination.

7.3 Upon termination of this Agreement, Client will delete all copies of any Software provided by eSentire and all related materials. At eSentire’s request, Client agrees to certify the deletion of such Software and/or return of the related materials to eSentire in writing.

7.4 Within 30 Days after any termination of this Agreement, each Party will return to the other Party or destroy all Confidential Information of the other Party, at the receiving Party’s option.

7.5 Within 30 Days after any termination of this Agreement, Client will return the eSentire Equipment to a location specified by eSentire, at Client’s expense. Client acknowledges and agrees that, if Client does not deliver such eSentire Equipment within such 30-Day period, Client will pay eSentire a reasonable replacement charge per sensor to cover eSentire’s costs to replace the eSentire Equipment.

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8. Liability Limitations
EXCLUDING LOSSES ARISING PURSUANT TO SECTION 9 OR FOR A PARTY’S GROSS NEGLIGENCE, WILLFUL OR INTENTIONAL MISCONDUCT OR FRAUD, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S

LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSSES, LIABILITIES, DAMAGES, FINES, PENALTIES, DEFICIENCIES,

COSTS OR EXPENSES, INCLUDING THE REASONABLE FEES AND REASONABLE EXPENSES OF LEGAL COUNSEL, ACCOUNTANTS OR OTHER EXPERTS AND PROFESSIONAL ADVISERS (COLLECTIVELY, “LOSS”), ARISING FROM OR

RELATING TO THIS AGREEMENT OR THE PROVISION OF THE SERVICES HEREUNDER WILL NOT EXCEED THE AMOUNT

PAID BY CLIENT TO ESENTIRE FOR THE SPECIFIC SERVICE TO WHICH SUCH CLAIM RELATES DURING THE SIX-MONTH PERIOD PRIOR TO THE DATE THE LOSS OCCURRED. REGARDLESS OF THE NATURE OF THE CLAIM OR THEORY OF

LIABILITY (INCLUDING, WITHOUT LIMITATION, VIOLATION OF ANY REQUIREMENTS OF LAW, BREACH OF CONTRACT, STRICT LIABILITY, NEGLIGENCE OR OTHER TORT), NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY:

INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (EVEN IF THE PARTY

CAUSING SUCH LOSS OR DAMAGE HAS BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME OR COULD

REASONABLY HAVE FORESEEN SAME), INCLUDING LOST BUSINESS REVENUE, LOSS OF DATA, BUSINESS INTERRUPTION, LOSS OF PROFITS OR FAILURE TO REALIZE EXPECTED PROFITS OR SAVINGS). THE PARTIES AGREE THAT THIS SECTION 8 REPRESENTS A REASONABLE ALLOCATION OF RISK.

9. Indemnities

9.1 eSentire Intellectual Property Infringement Indemnity. eSentire will defend or settle, indemnify and hold Client and its Affiliates, subsidiaries, officers, directors, employees, agents and assigns harmless from and against any third party claim, suit or proceeding, and pay any damages awarded in a final judgment against Client, based on a claim that any eSentire Service or eSentire Equipment (for purposes of convenience in this Section 9, collectively “Services” or “Service”) as provided under this Agreement infringes any U.S. copyright, patent right, trademark or similar proprietary right of any third party (a “Third Party IP Claim”). eSentire will also pay reasonable attorneys’ fees and expenses incurred in connection with such defense or settlement.

Notwithstanding the foregoing, eSentire will have no indemnity obligation or liability hereunder to Client for any Third Party IP Claim which is due in whole or in part, directly or indirectly, to: (i) modification by Client or any third party on Client’s behalf or direction of the Services or associated technology, provision of the Services other than by eSentire or by another party at the direction or instruction of eSentire, including any portion of the Software or hardware provided to Client as part of the Services; or (ii) combination of eSentire’s Services with parts, equipment, software, devices or third-party services not provided by eSentire where such infringement would not exist but for such combination; or (iii) any willful misconduct or fraudulent action of Client or any third party. For greater certainty, eSentire will not settle any Third Party IP Claim in a manner that attributes liability to Client without Client’s written consent (which consent will not unreasonably be withheld). In the event that the Services are held to or believed by eSentire to infringe any third party U.S. copyright or patent right, eSentire will have the option to: (x) replace or modify the Services to be noninfringing, provided that such modification or replacement provides substantially similar features and functionality; (y) obtain for Client the right to continue using the Services; or (z) if both (x) and (y) are not reasonably practicable, terminate this Agreement on written notice to eSentire and refund to Client the prorata portion of the Fees paid to eSentire for the Services not provided by eSentire after the date eSentire received notice of the Third Party IP Claim. eSentire will not have any obligation to indemnify Client hereunder with respect to any claim that any third-party “open source” or “shareware” software incorporated into any Software provided hereunder infringes any third-party U.S. copyright, patent, or similar proprietary right.

ESENTIRE WILL HAVE NO OBLIGATION TO CLIENT IF ANY ALLEGED THIRD PARTY IP CLAIM IS BASED UPON THE

USE OF THE SERVICES FOR A PURPOSE FOR WHICH THE SERVICES WERE NOT INTENDED OR UPON USE OF ANYTHING OTHER THAN THE MOST CURRENT VERSION OF THE SERVICES.

9.2 Mutual General Indemnity. Each Party will defend or settle, indemnify and hold harmless the other Party and its Affiliates, subsidiaries, officers, directors, employees and agents (individually and collectively, “Indemnitee”) from and against any and all third-party claims, actions, damages, losses, liabilities and expenses (of whatever form or nature including, without limitation, reasonable attorneys’ fees and expenses and all costs of litigation), whether direct or indirect, alleging damages (each a “Covered Claim”) (i) to real or personal property or personal injury and caused by the active negligence or willful or intentional misconduct

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of the indemnifying Party or its Affiliates, officers, directors, employees or agents (individually and collectively, “Indemnitor”); (ii) arising out of or relating to Indemnitor’s violation of any Requirements of Law; (iii) with respect to any Third Party Services, arising out of or relating to Client’s failure to obtain the required authorizations or third-party consents, or the adequacy of such consents; or (iv) with respect to Client’s indemnification obligations under this section, arising out of or relating to a Client Indemnitor’s failure to Encrypt Confidential Information or personal information pursuant to Requirements of Law or this Agreement. Client will Encrypt all Confidential Information and Personal Information provided or made available to eSentire under this Agreement. “Covered Claims” exclude any claim alleging damages to the extent caused by the negligence, fraud, or willful misconduct of an Indemnitee or for which eSentire is responsible under Section 9.1.

9.3 Procedure. Each Party’s (as “Indemnitor”) indemnity obligations under this Section 9 are contingent on the other party promptly notifying the Indemnitor in writing of any claim or threat thereof, promptly tendering to the Indemnitor sole control of the defense and any settlement of such claim, and providing to Indemnitor (at Indemnitor’s cost) any reasonable assistance necessary to such defense or settlement. Indemnitor will not be responsible for any settlement it does not approve in writing (which consent will not unreasonably be withheld).

THIS SECTION 9 SETS FORTH THE PARTIES’ ENTIRE LIABILITY, AND THE PARTIES’ SOLE REMEDIES, IN THE EVENT OF ANY THIRD PARTY IP CLAIMS OR COVERED CLAIMS HEREUNDER.

10. Confidentiality

10.1 The Receiving Party:

10.1.1 will not, directly, or indirectly, use or disclose such Confidential Information or any part thereof to any person or entity or for any purpose whatsoever except as expressly permitted hereunder or unless and until expressly authorized to do so by the Disclosing Party;

10.1.2 will use, disclose, and reproduce the Confidential Information of the Disclosing Party only to the extent necessary to fulfill the Receiving Party’s obligations or exercise its rights under this Agreement;

10.1.3 will promptly comply with requests made by the Disclosing Party to delete Confidential Information when such Confidential Information is no longer needed by the Receiving Party to perform its obligations hereunder;

10.1.4 will disclose the Confidential Information of the Disclosing Party only to those of its representatives, professional advisors, subcontractors and its Affiliates and their representatives, professional advisors and subcontractors (collectively, “Representatives” for purposes of this Section 10) who have a need to know such Confidential Information for the purposes of fulfilling the Receiving Party’s obligations or exercising its rights under this Agreement, and who have assumed obligations of confidentiality equal to or greater than the obligations of the Receiving Party under this Section 10 with respect to the Confidential Information.

In all cases, the Receiving Party will be responsible for any (a) loss or theft of, or unauthorized access to the Disclosing Party’s Confidential Information or (b) violation of Requirements of Law applicable to Confidential Information by its Representatives;

10.1.5 will use reasonable efforts to treat, and to cause all of its Representatives to treat, the Disclosing Party’s Confidential Information with at least the same degree of care the Receiving Party exercises in protecting its own Confidential Information and, in any event, with no less than a reasonable standard of care; and

10.1.6 will be entitled to disclose Confidential Information if such disclosure is required (i) by a court, administrative or regulatory body (including a stock exchange) of competent jurisdiction, whether as a result of any application made by the Receiving Party, a request made by an individual Data Subject, as defined in the General Data Protection Regulation, or (ii) pursuant to an investigation initiated by a regulatory body, other governmental authority or pursuant to court order, provided that the Receiving Party will:

10.1.6.1 give prompt written notice of any such requirement for disclosure to the Disclosing Party so that the Disclosing Party may seek a protective order or other appropriate remedy or response;

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10.1.6.2 take such steps as are reasonably necessary and available to maintain the confidentiality of the Confidential Information by such court, administrative or regulatory body;

10.1.6.3 in any event, make such disclosure only to the extent so legally required; and

10.1.6.4 except as otherwise provided in this Agreement, not use, or disclose to third parties any Confidential Information of the Disclosing Party unless required by law or expressly consented to by the Disclosing Party.

11. General Provisions

11.1 Interpretation. In this Agreement: (i) words denoting the singular include the plural and vice versa and words denoting any gender include all genders; (ii) all usage of the word “including” or the phrase “e.g.,” in this Agreement mean “including, without limitation,” throughout this Agreement; (iii) all monetary amounts are expressed in United States dollars, unless expressly provided otherwise. Headings and the division of this Agreement into articles and sections are for convenience of reference only and is not intended to and will not affect the interpretation hereof. In the event of any conflict or inconsistency between the terms and conditions of this Agreement and the terms and conditions contained in an Order Form, the terms and conditions of the Order Form will take precedence.

11.2 No Licenses. Unless otherwise expressly provided in this Agreement, no licenses to any technology, trademarks, or any other Intellectual Property rights of a Party or any third party are granted by virtue of this Agreement.

11.3 Force Majeure. With the exception of Client’s obligation to make payment hereunder, either Party may be excused for any delay or failure to perform its duties and obligations hereunder to the extent such failure is caused by any circumstances beyond such Party’s reasonable control including, but not limited to, acts of God, fire, flood, war, sabotage, terrorism, civil or military authority, labor disputes, accidents, power surges or failures, internet connectivity, or the act or omission of any third party (a “Force Majeure Condition”). The Party affected by the Force Majeure Condition will be excused from such performance for a period no longer than the delay or failure in performance caused by the Force Majeure Condition, provided such Party uses (i) industry standard procedures to minimize the disruption caused by and (ii) reasonable efforts to remove the cause(s) of the Force Majeure Condition.

11.4 Entire Agreement. This Agreement supersedes and cancels all previous agreements, proposals or representations related to the subject matter.

11.5 Assignment. Client will not assign this Agreement without the prior written consent of eSentire.

Notwithstanding the foregoing, Client may assign this Agreement without such consent in connection with the transfer or sale of all or substantially all of its stock, assets or business relating to the Services to which this Agreement relates. Client will give eSentire written notice of any such permitted Assignment within 30 days after the closing date of such transfer or sale. Notwithstanding the foregoing, in order for any assignment to be effective, the assignee must (i) agree in writing to be bound by the terms of this Agreement and (ii) demonstrate to eSentire’s reasonable satisfaction that it possesses the financial ability to perform Client’s obligations hereunder.

11.6 Severability. In the event that any provision of this Agreement is found to be illegal, void, or unenforceable, that provision will be enforced to the maximum extent permissible, and the remainder of the Agreement will remain in full force and effect.

11.7 Relationship of Parties. No agency, partnership, joint venture, or employment relationship is created as a result of this Agreement, and neither Party has any authority of any kind to bind the other in any respect whatsoever. Neither Party has any right to or will make any contracts, warranties or representations or assume or create any other obligations, express or implied, in the other Party’s name or on its behalf.

11.8 Non-Exclusive Nature of Relationship. Notwithstanding anything to the contrary herein, nothing contained in this Agreement prohibits either Party from entering into a similar arrangement with a third party irrespective of the potential similarity thereof to services which might be provided by eSentire to Client.

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11.9 No Third Party Beneficiaries; Inurement. There are no third party beneficiaries to this Agreement, except as may otherwise be provided herein. This Agreement will inure to the benefit of and be binding upon the Parties and their respective successors and permitted assigns.

11.10 Publicity. Client acknowledges and agrees that eSentire may use Client’s name and logo for the purpose of identifying Client as a customer of eSentire.

11.11 Survival. Section 2.3 (Ownership and Use of Client Data), Section 2.4 (Freedom to Use Ideas), Section 2.5 (Retention of Rights), Section 8 (Liability Limitations), Section 9 (Indemnities), Section 10 (Confidentiality), Section 11 (General Provisions) and any other provisions which by their nature ought to survive termination of this Agreement will survive the termination of this Agreement.

11.12 Notices. All notices, demands, consents, authorizations, approvals and other communications under this Agreement will be in writing and will be deemed to have been duly given (i) if delivered in person, on the date of such delivery; (ii) if sent by facsimile or email, when receipt is electronically confirmed; (iii) if sent by recognized commercial overnight courier, on the delivery date stated in the receipt provided by such courier; and (iv) upon receipt, if sent by certified or registered mail, return receipt requested to the respective Party’s address set forth on the Order Form. Either Party may change its address for notice under this Agreement by giving written notice to the other Party by the means set forth in this Section 11.12.

11.13 Governing Law and Modification. This Agreement will be governed by and construed in accordance with the laws of the state of New York, without regard to its choice of law provisions. Any action seeking legal or equitable relief arising out of or relating to this Agreement will be brought only in the courts of the state of New York. The United Nations Convention on Contracts for the International Sale of Goods will not apply to this Agreement. Any changes to this Agreement, or any additional or different terms in Client’s purchase orders, acknowledgments or other documents will have no effect and will not supersede the terms of this Agreement. Any modifications or amendments to this Agreement must be in writing and signed by both Parties.

11.14 Rights and Remedies. Except as specifically provided in this Agreement, the rights and remedies provided in this Agreement and all other rights and remedies available to either Party at law or in equity are, to the extent permitted by law, cumulative and not exclusive of any other right or remedy now or hereafter available at law or in equity, neither asserting a right nor employing a remedy will preclude the concurrent assertion of any other right or employment of any other remedy.

11.15 Further Assurances. Each Party will from time to time and at all times do such further acts and execute and deliver such further documents as may be reasonably required in order to evidence, carry out and give full effect to the terms, conditions, intent and meaning of this Agreement.

11.16 Non-Solicitation. Client will not solicit for employment, hire, or enter into any independent contractor or other similar relationship with any employee of eSentire who has been involved, directly or indirectly, in the provision of any of the Services hereunder to Client during the immediately preceding 12-month period without the express prior written consent of an authorized eSentire executive. This Section 11.16 will not prohibit Client from hiring an employee of eSentire in response to an employment or contracting advertisement or other general solicitation not specifically targeted at such employee.

11.17 Counterparts. This Agreement may be executed by the Parties in one or more counterparts, each of which will be considered one and the same agreement. This Agreement may be delivered by facsimile, email, or other functionally equivalent electronic means of transmission. [signature page follows]