IMPORTANT NOTICE
This is a hybrid meeting and will be held in-person at the Town Council Chambers at 110 E. Main Street and virtually through Zoom Webinar (log-in information provided below). Members of the public may provide public comments for agenda items in-person or virtually through the Zoom Webinar by following the instructions listed below. The live stream of the meeting may be viewed on television and/or online at www.LosGatosCA.gov/TownYouTube.
This meeting will be teleconferenced pursuant to Government Code Section 54953(b)(3). Council Member Rob Moore will be participating via teleconference from the Hyatt Regency Chicago Hotel located at the 151 East Wacker Drive, Chicago, IL, 60601. The teleconference locations shall be accessible to the public and the agenda will be posted at the teleconference location 72 hours before the meeting.
HOW TO PARTICIPATE
The public is welcome to provide oral comments in real-time during the meeting in three ways:
Zoom Webinar (Online): Join from a PC, Mac, iPad, iPhone or Android device. Please use this URL to join: https://losgatoscagov.zoom.us/j/82232739012?pwd=1zlbRu029_33oyBb9l3AyTZQ7D2MEQ.kN8FbuOklNsmz-Jj Passcode: 793054 You can also type in 822 3273 9012 in the “Join a Meeting” page on the Zoom website at and use passcode 793054.
When the Mayor announces the item for which you wish to speak, click the “raise hand” feature in Zoom. If you are participating by phone on the Zoom app, press *9 on your telephone keypad to raise your hand.
Telephone: Please dial (877) 336-1839 for US Toll-free or (636) 651-0008 for US Toll. (Conference code: 1052180)
If you are participating by calling in, press #2 on your telephone keypad to raise your hand.
In-Person: Please complete a “speaker’s card” located on the back of the chamber benches and return it to the Town Clerk before the meeting or when the Mayor announces the item for which you wish to speak.
NOTES: (1) Comments will be limited to three (3) minutes or less at the Mayor’s discretion. (2) If you are unable to participate in real-time, you may email to [email protected] the subject line “Public Comment Item #__ ” (insert the item number relevant to your comment). All comments received will become part of the record.
(3) Deadlines to submit written comments are:
11:00 a.m. the Thursday before the Council meeting for inclusion in the agenda packet. 11:00 a.m. the Monday before the Council meeting for inclusion in an addendum. 11:00 a.m. on the day of the Council meeting for inclusion in a desk item. (4) Persons wishing to make an audio/visual presentation must submit the presentation electronically to [email protected] no later than 3:00 p.m. on the day of the Council meeting.
TOWN OF LOS GATOS
COUNCIL MEETING AGENDA
AUGUST 20, 2024
110 EAST MAIN STREET AND TELECONFERENCE
TOWN COUNCIL CHAMBERS
7:00 PM
Mary Badame, Mayor
Matthew Hudes, Vice Mayor
Rob Moore, Council Member
Rob Rennie, Council Member
Maria Ristow, Council Member
CALL MEETING TO ORDER
ROLL CALL
APPROVE REMOTE PARTICIPATION (This item is listed on the agenda in the event there is an emergency circumstance requiring a Council Member to participate remotely under AB 2449 (Government Code 54953)).
PLEDGE OF ALLEGIANCE
PRESENTATIONS
i. Receive a Presentation from Friends of the Library.
CONSENT ITEMS (Items appearing on the Consent Items are considered routine Town business and may be approved by one motion. Any member of the Council may request to have an item removed from the Consent Items for comment and action. Members of the public may provide input on any or multiple Consent Item(s) when the Mayor asks for public comments on the Consent Items. If you wish to comment, please follow the Participation Instructions contained on Page 1 of this agenda.
If an item is removed, the Mayor has the sole discretion to determine when the item will be heard.)
1. Approve Minutes of the August 6, 2024 Town Council Meeting.
2. Approve Minutes of the August 7, 2024 Closed Session Town Council Meeting.
3. Receive the Monthly Financial and Investment Report for June 2024.
4. Adopt a Revised Resolution Rescinding Resolution 2024-041 and Making Determinations and Approving the Reorganization of an Uninhabited Area Designated as El Gato Lane No. 06, Approximately 0.563 Acres Pre-Zoned R-1:8. APN 523-22-007. Annexation Application AN24-001. Project Location: 15575 El Gato Lane. Property Owner: Sai Kiran Garimella and Renu Sushma Kolli. Applicant: Barzin Keyhankhadiv.
5. Authorize the Town Manager to Execute an Agreement for Services with Air Systems Inc. for Heating Ventilation and Air Conditioning (HVAC) Unanticipated Repair Services for a Total Agreement Amount of $3,481.
6. Approve Purchase Orders with Baker and Taylor for Up to $135,000 for Fiscal Year (FY) 2024/25 and for Payment of Remaining Invoices that Exceed Previously Established Purchase Order Amounts for FY 2023/24.
7. Authorize the Town Manager to Execute a Three-Year Agreement with Los Gatos-Saratoga Union High School District and Los Gatos Union Elementary School District for School Resource Officer Services for the Period August 21, 2024, through June 30, 2027, and Approve a FY 2024/25 Revenue Budget Increase in the Amount of $4,974.90 to Match the Proposed Agreement Term and Agreement Amount.
8. Authorize the Town Manager to Execute a Third Amendment to the Agreement with Tyler Technologies to Increase Compensation by $25,930 for a Total Contract Amount Not to Exceed $1,320,991.
9. Approve Second Amendment to The Agreement for Services with Traffic Management, Inc., Increasing the Allocated Amount for Services by $43,793 to include the 2024 Road Closure and Traffic Control Services for Halloween and the Annual Children’s Holiday Parade; and Approve an Expenditure Budget Adjustment in the Amount of $18,793 from the General Fund Capital/Special Projects Reserve to Cover the Estimated Expenses for 2024 Road Closure and Traffic Control Services for These Events.
10. Approve and Authorize the Town Manager to Execute a Side Letter of Agreement between the Town of Los Gatos and the Town Employees’ Association (TEA) for Alternative 12-hour Dispatch Schedules.
11. Approve and Authorize the Town Manager to Execute an Extension of a Side Letter Agreement Between the Town of Los Gatos and the Town Employee Association (TEA) for the Dispatcher Retention and Recruitment Bonus Through the Pay Period Starting July 21, 2024.
12. Approve and Authorize the Town Manager to Execute a Side Letter of Agreement between the Town of Los Gatos and the Police Officers’ Association (POA) for Patrol 12- Hour Shift Schedules.
13. Approve the Revised Town Employees Association (TEA) Salary Schedule for FY 2024/25.
14. Approve the Revised Salary Schedules for Management, Confidential, and Temporary Employees for Fiscal Year (FY) 2024/24, FY 2025/26, and FY 2026/27; and Authorize an Expenditure Budget Adjustment in the Amount of $740,961 from the Available Capital/Special Projects Reserve.
VERBAL COMMUNICATIONS (Members of the public are welcome to address the Town Council on any matter that is not listed on the agenda and is within the subject matter jurisdiction of the Town Council. The law generally prohibits the Town Council from discussing or taking action on such items. However, the Council may instruct staff accordingly. To ensure all agenda items are heard, this portion of the agenda is limited to 30 minutes. In the event additional speakers were not able to be heard during the initial Verbal Communications portion of the agenda, an additional Verbal Communications will be opened prior to adjournment. Each speaker is limited to no more than three (3) minutes or such time as authorized by the Mayor.) OTHER BUSINESS (Up to three minutes may be allotted to each speaker on any of the following items.)
15. Approve the Employment Agreement Between the Town of Los Gatos and Chris Constantin for Appointment to Town Manager, Authorize the Mayor to Execute the Agreement, Modify the Management Salary Schedule to Reflect the New Salary for the Town Manager, and Approve a Budget Expenditure Adjustment in the Amount of $61,188.
16. Adopt a Resolution Appointing the Nominated Candidates to the Town Council and Cancelling the November 5, 2024, General Municipal Election.
17. Receive the Information Provided in the Police Services Report: January – June 2024.
18. Discuss and Provide Direction on Modifications to Noticing for Senate Bill (SB) 330 and Builder’s Remedy Projects.
19. Authorize The Town Manager to Reissue a Request for Proposal (RFP) for the Preparation of the Annual Comprehensive Financial Report (ACFR) with a Modification to Start the ACFR Preparation Services for the FY 2024/25 ACFR.
20. Introduce an Ordinance Titled: “An Ordinance of the Town Council of the Town of Los Gatos Amending Town Code Section 1.10.075, ‘Official Town Holidays – Designated; Exceptions’ to Add Veterans Day as a Town Holiday.”
COUNCIL / MANAGER MATTERS
CLOSED SESSION REPORT
ADJOURNMENT (Council policy is to adjourn no later than midnight unless a majority of Council votes for an extension of time.)
ADA NOTICE In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the Clerk’s Office at (408) 354- 6834.
Notification at least two (2) business days prior to the meeting date will enable the Town to make reasonable arrangements to ensure accessibility to this meeting. [28 CFR §35.102-35.104]
110 E. Main Street Los Gatos, CA 95030 ● 408-354-6832
www.losgatosca.gov
TOWN OF LOS GATOS
COUNCIL AGENDA REPORT
MEETING DATE: 08/20/2024
ITEM NO: 1
DRAFT
Minutes of the Town Council Meeting
Tuesday, August 6, 2024
The Town Council of the Town of Los Gatos conducted a regular meeting in-person and utilizing teleconferencing means on Tuesday, August 6, 2024, at 7:00 p.m.
MEETING CALLED TO ORDER AT 7:00 P.M.
ROLL CALL
Present: Mayor Mary Badame, Vice Mayor Matthew Hudes, Council Member Rob Moore, Council Member Rob Rennie, Council Member Maria Ristow.
Absent: None
PLEDGE OF ALLEGIANCE
Aarav John led the Pledge of Allegiance. The audience was invited to participate.
PRESENTATIONS
Mayor Badame presented a Commendation to West Valley Community Services in recognition of its 50th anniversary.
CONSENT ITEMS (TO BE ACTED UPON BY A SINGLE MOTION)
1. Approve Minutes of the June 18, 2024 Closed Session Town Council Meeting.
2. Approve Minutes of the June 18, 2024 Town Council Meeting.
3. Approve Minutes of the July 1, 2024 Town Council Special Meeting.
4. Approve Minutes of the July 8, 2024 Closed Session Town Council Meeting.
5. Approve Minutes of the July 25, 2024 Closed Session Town Council Meeting.
6. Approve Minutes of the July 26, 2024 Closed Session Town Council Meeting.
7. Approve Minutes of the July 30, 2024 Closed Session Town Council Meeting.
8. Approve Modifications to Town Council Policy 2-01: Agenda Format and Rules to Allow Only In-Person Public Participation in Town Council Closed Sessions. POLICY 2-01
9. Receive the Monthly Financial and Investment Report for May 2024.
10. Authorize the Following Actions for Town Janitorial Services:
a. Authorize the Town Manager to Execute a Four-Year, Nine-Month Agreement for Services with Frank and Grossman Landscape Contractors, Inc. for Janitorial Services Including a Contingency for Unforeseen Work for a Total Agreement Amount of $1,270,370; and
b. Authorize an Expenditure Budget Adjustment in an Amount of $40,658 from the Available Special/Capital Projects Reserve.
11. Adopt an Ordinance Amending the Town’s Curfew Ordinance. Ordinance Title: “An Ordinance of the Town Council of the Town of Los Gatos Amending Chapter 18, ‘Offenses
ITEM NO. 1.
PAGE 2 OF 8
SUBJECT: Draft Minutes of the Town Council Meeting of August 6, 2024 DATE: August 6, 2024
and Miscellaneous Provisions,’ Article III, ‘Minors,’ and Division 2, ‘Curfew,’ of the Town of Los Gatos Town Code”. ORDINANCE 2360
12. Authorize the Town Manager to Execute a Sixth Amendment to a Special Services Agreement with Liebert Cassidy Whitmore (LCW) to Update the Fee Schedule for Hourly Rates.
13. Adopt a Resolution Establishing Development Agreement Procedures. RESOLUTION 2024- 042
14. Approve and Authorize the Town Manager to Execute a Memorandum of Understanding Between the Town of Los Gatos and the American Federation of State, County, and Municipal Employees (AFSCME), and Authorize an Expenditure Budget Adjustment in the Amount of $84,199 from the Available General Fund Capital/Special Projects Reserve.
15. Approve and Authorize the Town Manager to Execute a Memorandum of Understanding Between the Town of Los Gatos and the Town Employees’ Association, and Authorize an Expenditure Budget Adjustment in the Amount of $548,131 from the Available General Fund Capital/Special Projects Reserve.
16. Vegetation Management – Townwide Open Spaces Project (CIP No. 832-4508):
a. Adopt the “Vegetation Management Plan for the Town of Los Gatos, Santa Clara County, California” Dated June 2021;
b. Adopt the Findings of the Project Specific Analysis and Addendum to the Programmatic Environmental Impact Report for the California Vegetation Treatment Program, Including the Mitigation and Monitoring Reporting Program; c. Authorize the Town Manager to Execute an Agreement for Services with Sequoia Ecological Consulting in the Amount of $181,165 for the Vegetation Management – Townwide Open Spaces Project (CIP No. 832-4508); and
d. Authorize Revenue and Expenditure Budget Adjustments to the Vegetation Management – Townwide Open Spaces Project (CIP No. 832-4508) to Recognize Receipt and Expenditure of FEMA Hazard Mitigation Grant Program (HMPG) Funds in the Amount of $1,591,344.75 for the 75 Percent Federal Share of the Project Costs and $35,974.97 for the 100 Percent Federal Share of Subrecipient Management Costs (SRMC).
17. Americans with Disabilities Act (ADA) Upgrade Public Restroom – Adult Recreation Building (CIP No. 821-2601):
a. Authorize the Town Manager to Execute a Certificate of Acceptance and Notice of Completion for Construction of an Americans with Disabilities Act (ADA) Compliant Public Restroom in the Adult Recreation Building Completed by Tucker Construction, Inc., and Authorize the Town Clerk to File for Recordation (CIP No. 821-2601); b. Authorize an Expenditure Budget Decrease of Community Development Block Grant (CDBG) Funds in an Amount of $218,979; and
c. Authorize an Expenditure Reclassification from Grant Fund to General Fund Appropriated Reserve (GFAR) in an amount of $50,361.26
Vice Mayor Hudes pulled item #17.
Mayor Badame opened public comment.
ITEM NO. 1.
PAGE 3 OF 8
SUBJECT: Draft Minutes of the Town Council Meeting of August 6, 2024 DATE: August 6, 2024
No one spoke.
Mayor Badame closed public comment.
MOTION: Motion by Council Member Rennie to approve consent items 1-16. Seconded by Council Member Ristow.
VOTE: Motion passed unanimously.
VERBAL COMMUNICATIONS
Zack Franz
- Commented on concerns with potential future development.
Tevis Ignacio
- Commented on concerns with a previous discussion to increase the sales tax.
Amy Despars
- Spoke about “Our Neighborhood Voices” coalition and commented on concerns with development and communication.
John Shepardson
- Commented on concerns with a potential development at 220 Belgatos Road and requested Council reject a General Plan Amendment for the property.
Lynley Hogan
- Spoke about current events and commented on the groups “Moms for Liberty” and “Informed Parents.”
OTHER BUSINESS
18. Receive a Report from the Community Health and Senior Services Commission Regarding Progress on Year-One Goals of the Senior Roadmap, and Provide Direction on Year-One and Year-Two Goals.
Ryan Baker, Library Director, presented the staff report. The Community Health and Senior Services Commission (CHSSC) Chair Yick and Vice Chair Blum gave a presentation.
Mayor Badame opened public comment.
Lissa Kreisler, Los Gatos Thrives Foundation
- Commented on the Los Gatos Thrives movie matinee events and building a new Community Center.
Jeffrey Blum
- Commented on Youth Commission engagement.
ITEM NO. 1.
PAGE 4 OF 8
SUBJECT: Draft Minutes of the Town Council Meeting of August 6, 2024 DATE: August 6, 2024
Mayor Badame closed public comment.
Council discussed the item and provided general feedback.
19. Provide Direction on Senior Services Coordinator Options.
Katy Nomura, Assistant Town Manager, presented the staff report.
Mayor Badame opened public comment.
Elenor Yick
- Requested the options listed in the staff report go to the Community Health and Senior Services Commission for discussion and a recommendation; and commented in support of including option one with option two for the administrative analyst.
Lisanne Kennedy, Los Gatos-Saratoga Recreation (LGS Rec) - Commented on the services the 55 plus program currently provides and spoke about the proposal for a Case Manager.
Mayor Badame closed public comment.
Council discussed the item.
MOTION: Motion by Vice Mayor Hudes to continue this item to a meeting in September or October with a recommendation (from the Community Health and Senior Services Commission); and suggested the following working parameters: look at the elements of options one and two; work in collaboration with LGS Rec; and start (the position) as a contract service in the range of about $110,000 for around one full-time (position). AMENDMENT: to have the CHSSC work with Town staff to understand the financial implications of their recommendation. Seconded by Council Member Ristow.
VOTE: Motion passed unanimously.
Mayor Badame called a recess at 9:06 p.m.
The meeting reconvened at 9:16 p.m.
PUBLIC HEARINGS
20. Conduct a Public Hearing to Consider Objections to the 2024 Weed Abatement Program Assessment Report and Adopt a Resolution Confirming the Report and Authorizing Collection of the Assessment Charges. RESOLUTION 2024-043 Meredith Johnston, Administrative Technician, presented the staff report.
ITEM NO. 1.
PAGE 5 OF 8
SUBJECT: Draft Minutes of the Town Council Meeting of August 6, 2024 DATE: August 6, 2024
Mayor Badame opened public comment.
Kim Hailey
- Requested a later fire season start date and additional clarification regarding inspections.
Andrew Siu
- Commented on concerns regarding the timing of inspections and fine for climbing ivy.
John Beuerle
- Summarized a letter previously submitted protesting the findings of the weed abatement assessment report and commented on concerns.
Sundar
- Commented on the letters that were provided to the Council and stated concerns with the weed abatement program.
Mayor Badame closed public comment.
Council discussed the item.
MOTION: Motion by Mayor Badame to adopt a resolution confirming the report and authorizing the collection of the assessment charges with the exception of the parcel at 16060 Cerro Vista. Seconded by Council Member Ristow.
VOTE: Motion passed unanimously.
21. Review Consultant Proposal and Cost Estimate, and Provide Direction on Next Steps for Potential Revisions to the Town’s Objective Design Standards.
Sean Mullin, Senior Planner, presented the staff report.
Mayor Badame opened public comment.
Susan Burnett
- Commented on concerns with using M-Group to revise the Town’s objective standards.
Mayor Badame closed public comment.
Council discussed the item.
ITEM NO. 1.
PAGE 6 OF 8
SUBJECT: Draft Minutes of the Town Council Meeting of August 6, 2024 DATE: August 6, 2024
MOTION: Motion by Vice Mayor Hudes to issue an RFP (Request for Proposals) to qualified providers to address the development of objective design standards in the following areas: (1) high quality design that would include the façade information that (Council) received, (2) architectural style which could be similar to what is in the current neighborhood compatibility, where an architectural style is allowed that is compatible with the surrounding neighborhood, and (3) height transitions and could include other aspects such as solar consideration and massing; and that all three be considered with regard to small multi-unit housing. Seconded by Council Member Rennie.
VOTE: Motion passed unanimously.
Pulled consent items –
17. Americans with Disabilities Act (ADA) Upgrade Public Restroom – Adult Recreation Building (CIP No. 821-2601):
a. Authorize the Town Manager to Execute a Certificate of Acceptance and Notice of Completion for Construction of an Americans with Disabilities Act (ADA) Compliant Public Restroom in the Adult Recreation Building Completed by Tucker Construction, Inc., and Authorize the Town Clerk to File for Recordation (CIP No. 821-2601); b. Authorize an Expenditure Budget Decrease of Community Development Block Grant (CDBG) Funds in an Amount of $218,979; and
c. Authorize an Expenditure Reclassification from Grant Fund to General Fund Appropriated Reserve (GFAR) in an amount of $50,361.26.
Nicolle Burnham, Parks and Public Works Director, answered Council questions.
Mayor Badame opened public comment.
No one spoke.
Mayor Badame closed public comment.
Council discussed the item.
MOTION: Motion by Vice Mayor Hudes to authorize the Town Manager to execute the Certificate of Acceptance and Notice of Completion [for construction of an Americans with Disabilities Act (ADA) compliant public restroom in the Adult Recreation Building completed by Tucker Construction, Inc., and Authorize the Town Clerk to File for Recordation (CIP No. 821-2601)]; to authorize an expenditure budget decrease of Community Development Block Grant (CDBG) funds in an amount of $218,979; and authorize an expenditure reclassification from grant fund to General Fund Appropriated Reserve (GFAR) in the amount of $50,361.26.
Seconded by Council Member Ristow.
VOTE: Motion passed unanimously.
ITEM NO. 1.
PAGE 7 OF 8
SUBJECT: Draft Minutes of the Town Council Meeting of August 6, 2024 DATE: August 6, 2024
COUNCIL/TOWN MANAGER REPORTS
Council Matters
- Council Member Ristow stated she attended the Finance Commission meeting as an observer, the Parks and Sustainability Commission meeting as an observer, the Community Center Dreaming workshop hosted by the Los Gatos Foundation for Older Adults to Thrive , the Council Policy Committee meeting, the General Plan Committee meeting, and the Silicon Valley@Home Elected Official Roundtable; supported the 2024 Law Enforcement Torch Run for the Special Olympics; attended the July 4th Symphony in the Park event; the Domas mural dedication; the Brown Act, Public Records Act (PRA), and Workplace Violence Prevention (WPVVP) training; and the Gardenia ribbon cutting and reception; and met with neighbors, architects, and others in Town regarding proposed development. - Council Member Moore stated he hosted a happy hour at Out of the Barrel; interviewed with radio station KPCR; received information from West Valley Sanitation District (WVSD) staff regarding the collection and transportation of sewage; spent time at Cristo del Rey High School to empower students from underserved communities; met with residents regarding wildfire evacuation routes, spoke with school board members; attended the Town’s All Staff Summer BBQ, Jazz on the Plazz, and Music in the Park; stated he will be attending the upcoming Democratic National Convention as a delegate. - Council Member Rennie stated he attended the Silicon Valley Clean Energy Authority (SVCEA) Risk Oversight Committee meeting, a presentation for Valley Water Advisory Commission, Valley Transportation Authority (VTA) Board meeting, and the Finance Commission meeting.
- Vice Mayor Hudes stated he attended the Los Gatos Foundation for Older Adults to Thrive Community Center Dreaming workshop, and a CERT (Community Emergency Response Team) exercise; met with residents regarding a neighboring SB 330 development, the Los Gatos Foundation for Older Adults to Thrive Executive Committee, and community members regarding a Blossom Hill Road development; drove the Billy Jones Rail Road train; attended another Los Gatos Foundation for Older Adults to Thrive Executive Committee meeting; participated in a Democracy Tent meeting; attended a Los Gatos Foundation for Older Adults to Thrive meeting; attended the Los Gatos Foundation for Older Adults to Thrive Initiatives and Publicity Committee meeting; met with a resident regarding secondary access to the Los Gatos High School; visited the San Jose Youth Wellness Center; participated in the Los Gatos-Saratoga Recreation 55+ Summer Picnic; and attended a ribbon cutting, Finance Commission meeting, and the Monday Morning Movie event hosted by the Los Gatos Foundation for Older Adults to Thrive. - Mayor Badame announced that the Town Manager recruitment is still in process and the Council requested the Town Manager extend her end date to September 6, 2024 and she agreed. Mayor Badame participated in a ribbon cutting for First Born Restaurant; met with a Board Member and the CEO of El Camino Health; met with NUMU and LGS Recreation Camp participants; attended the West Valley Mayors and Managers meeting; met with the Superintendent and the Los Gatos Lodge developers; was the Master of Ceremonies for the Fourth of July Symphony in the Park event and led the first ever bicycle and stroller parade; participated in the dedication of the wall mural at Domas; met with West Valley Mayors and Managers; attended a training on the Brown Act, PRA, and WPVP; participated in a
ITEM NO. 1.
PAGE 8 OF 8
SUBJECT: Draft Minutes of the Town Council Meeting of August 6, 2024 DATE: August 6, 2024
Gardenia ribbon cutting; and attended a meeting of the Finance Commission as an observer and National Night Out.
Manager Matters
- Announced applications are being accepted for the Leadership Los Gatos program.
Information is available on the website and applications are due August 23, 2024. - Announced sections of the Los Gatos Creek Trail may be closed due to vegetation management.
CLOSED SESSION REPORT
Gabrielle Whelan, Town Attorney, stated the Town Council met in closed session on July 25 and 26, to discuss a public employee employment for the position of Town Manager in accordance with Government Code Section 54957 and again on July 30 to discuss the same position and a public employee appointment for the position of Interim Town Manager pursuant to the same Government Code Section.
ADJOURNMENT
The meeting adjourned in memory of Gil Decker at 11:17 p.m.
Respectfully Submitted:
_____________________________________
Jenna De Long, Deputy Town Clerk
ITEM NO. 1.
110 E. Main Street Los Gatos, CA 95030 ● 408-354-6832
www.losgatosca.gov
TOWN OF LOS GATOS
COUNCIL CLOSED SESSION MINUTES
MEETING DATE: 08/20/2024
ITEM NO: 2
DRAFT
Minutes of the Town Council Special Meeting – Closed Session Wednesday, August 7, 2024
The Town Council of the Town of Los Gatos conducted a Special Meeting in-person on Wednesday, August 7, 2024, at 5:15 p.m. to hold a Closed Session to discuss public employee performance evaluations, labor negotiations, and public employee employment/appointment.
MEETING CALLED TO ORDER AT 5:19 P.M.
ROLL CALL
Present: Mayor Mary Badame, Vice Mayor Matthew Hudes (arrived at 5:28 p.m.), Council Member Rob Moore, Council Member Rob Rennie, and Council Member Maria Ristow.
Absent: None
VERBAL COMMUNICATIONS (ONLY ON ITEMS ON THE AGENDA)
None.
THE TOWN MOVED TO CLOSED SESSION ON THE FOLLOWING ITEM:
1. Public Employee Evaluation of Performance [Government Code §54957(b)(1)] Titles: Town Manager and Town Attorney
2. Conference with labor Negotiators (Government Code §54957.6) To meet with Town Negotiators listed below in closed session pursuant to Government Code §54957.6 regarding negotiations with the Employee Organizations listed below:
Town Negotiators:
Lisa Charbonneau, Liebert Cassidy Whitmore
Cheryl Parkman, Human Resources Director
Employee Organizations:
American Federation of State, County and Municipal Employees (AFSCME) Town Employees Association (TEA)
Police Officers’ Association (POA)
Unrepresented Employees:
Confidential (link to full list of classification titles:
https://www.losgatosca.gov/DocumentCenter/View/35613/Confidential-Salary-Schedule7- 9-23)
Management (link to full list of classification titles:
https://www.losgatosca.gov/DocumentCenter/View/38355/Town-CouncilPage 13 ITEM NO. 2.
PAGE 2 OF 2
SUBJECT: Draft Minutes of the Special Town Council Meeting of August 7, 2024 DATE: August 9, 2024
andManagement-Salary-Schedule-Updated-November-2023)
Temporary/Hourly (link to full list of classification titles:
https://www.losgatosca.gov/DocumentCenter/View/35617/Temp-Salary-Schedule-7-9-23)
3. Public Employee Employment/Appointment (Government Code §54957) Title: Town Manager
The Town Council reconvened in open session. There was no reportable action.
ADJOURNMENT
The meeting adjourned at 7:17 p.m.
Attest: Submitted by:
___________________________ ___________________________ Jenna De Long, Deputy Town Clerk Laurel Prevetti, Town Manager
ITEM NO. 2.
PREPARED BY: Eric Lemon
Finance and Accounting Manager
Reviewed by: Town Manager, Assistant Town Manager, Town Attorney, and Finance Director 110 E. Main Street Los Gatos, CA 95030 ● 406-354-6832
www.losgatosca.gov
TOWN OF LOS GATOS
COUNCIL AGENDA REPORT
MEETING DATE: 08/20/2024
ITEM NO: 3
DATE: August 7, 2024
TO: Mayor and Town Council
FROM: Laurel Prevetti, Town Manager
SUBJECT: Receive the Monthly Financial and Investment Report for June 2024 RECOMMENDATION:
Receive the Monthly Financial and Investment Report for June 2024.
BACKGROUND:
California Government Code Section 41004 requires that the Town Treasurer submit to the Town Clerk and the legislative body a written report and accounting of all receipts, disbursements, and fund balances. The Finance Director assumes the Town Treasurer role.
Attachment 1 contains the June 2024 Monthly Financial and Investment Report which fulfills this requirement. The June 2024 Monthly Financial and Investment Report will be received by the Finance Commission at its September 9, 2024 meeting.
DISCUSSION:
The June 2024 Monthly Financial and Investment Report includes a Fund Balance Schedule, representing estimated funding available for all funds at the end of the respective month. The fund balances were estimated at a point in time and will be finalized at the final close of the fiscal year.
Please note that the amount in the Fund Schedule differs from the Portfolio Allocation and Treasurer’s Cash Fund Balances Summary schedule because assets and liabilities are components of the fund balance.
ITEM NO. 3.
PAGE 2 OF 3
SUBJECT: Monthly Financial and Investment Report for June 2024 DATE: August 7, 2024
DISCUSSION (continued):
As illustrated in the summary below, Total Cash is adjusted by the addition of Total Assets less the amount of Total Liabilities to arrive at the Ending Fund Balance – which represents the actual amount of funds available.
As of June 30, 2024, the Town’s financial position (Assets $95.15M, Liabilities $33.47M, and Fund Equity $61.68M) remains strong and the Town has sufficient funds to meet the cash demands for the next six months.
As of June 30, 2024, the Town’s weighted portfolio yield for investments under management was 4.45% which was 3 basis points below the Local Agency Investment Fund (LAIF) yield of
4.48% for the same reporting period. Currently, the LAIF portfolio’s weighted average maturity (WAM) is 217 days versus the Town’s longer WAM of 686 days. The longer WAM for Town assets under management reflects the Town’s strategy to take advantage of higher yields associated with longer maturities balanced with shorter term yields available on investments held with the State’s LAIF. The Town’s weighted average rate of return on investments under management of 4.45% at the close of June was 2 basis points higher when compared to the prior month’s return of 4.43% reported as of May 31, 2024.
Since June 2023, LAIF yields had climbed from 317 basis points (3.17%) to 448 basis points (4.48%) through the end of June 2024.
Staff, in coordination with the Town’s investment advisor, primarily replaced maturing investments with long term maturities in the one-to-two-year maturity range. These investments capture current yields that exceed the rates expected to be earned in the LAIF pool during that same time period. The State LAIF pool typically lags the market when current market yields are either increasing or decreasing.
On March 22, 2023, the Federal Reserve voted to approve a ¼ percentage basis point increase from 4.75% to 5.00%. This action was followed with additional hikes in May 2023 from 5.00% to 5.25% and July from 5.25 % to 5.5 %. Through these actions over time, the Federal Open Market Committee’s (FOMC) goal is to bring year to year inflation to its targeted level of 2%.
On May 1, 2024, the Federal Reserve Chair commented that the 2% target may take longer than
ITEM NO. 3.
PAGE 3 OF 3
SUBJECT: Monthly Financial and Investment Report for June 2024 DATE: August 7, 2024
DISCUSSION (continued):
expected to achieve and the central bank is prepared to keep rates unchanged as long as appropriate.
Labor market data offered mixed signals. The establishment payrolls survey was stronger than expected with 272,000 jobs added in May, above consensus expectations for 175,000.
However, the household survey was weaker, and the unemployment rate increased from 3.9% to 4%. Wage growth was 0.4% in May, up from 4% to 4.1% year-on-year, slightly above expectations.
The Town's investments are in compliance with the Town's Investment Policy dated May 21, 2024, and also in compliance with the requirements of Section 53600 at seq. of the California State Code. Based on the information available, the Town has sufficient funds to meet the cash demands for the next six months.
CONCLUSION:
Receive Monthly Financial and Investment Report for June 2024.
Attachment:
1. Financial and Investment Report (June 2024)
ITEM NO. 3.
Weighted Average YTM Portfolio Yield on Investments
under Management 4.45%
Weighted Average Maturity (days) 686
This Month Last Month One year ago
Portfolio Allocation & Treasurer's Cash Balances $81,368,410 $78,425,776 $78,384,948 Cert. of Participation 2002 Lease Payment Fund
Managed Investments $49,675,745
Local Agency Investment Fund $16,516,009
Reconciled Demand Deposit Balances $15,176,656
Portfolio Allocation & Treasurer's Cash Balances $81,368,410 Benchmarks/ References:
Town's Average Yield 4.45% 4.43% 3.19%
LAIF Yield for month 4.48% 4.33% 3.17%
3 mo. Treasury 5.36% 5.39% 5.30%
6 mo. Treasury 5.33% 5.38% 5.43%
2 yr. Treasury 4.75% 4.87% 4.90%
5 yr. Treasury (most recent) 4.38% 4.51% 4.16%
10 Yr. Treasury 4.40% 4.50% 3.84%
Town of Los Gatos
Summary Investment Information
June 30, 2024
0 - 1 year
37%
1 - 2 years
18%
2 - 3 years
14%
3 - 5 years
31%
Portfolio Maturity Profile
Compliance: The Town's investments are in compliance with the Town's investment policy dated May 21, 2024, and also in compliance with the requirements of Section 53600 at seq. of the California State Code. Based on the information available, the Town has sufficient funds to meet the cash demands for the next six months. 1 ATTACHMENT 1 Page 18
ITEM NO. 3.
Month YTD
Cash & Investment Balances - Beginning of Month/Period $ 78,425,776.19 $ 78,384,947.79 Receipts 8,722,996.76 78,033,229.62
Disbursements (5,780,363.07) (75,049,767.53)
Cash & InvestmCash & Investment Balances - End of Month/Period $81,368,409.88 $81,368,409.88 Portfolio Allocation Amount % of Portfolio
Max. % or $ Allowed
per State Law or Policy
BNY MM $61,190.12 0.09% 20% of Town Portfolio
US Treasury Notes $20,054,713.77 30.30% No Max. on US Treasuries Government Agency Debenture Notes $15,867,942.90 23.97% No Max. on Non-Mortgage Backed Corporate Medium Term Bonds $13,691,898.00 20.69% 30% of Town Portfolio Local Agency Investment Fund $16,516,009.29 24.95% $75 M per State Law Subtotal - InSubtotal - Investments 66,191,754.08 100.00% Reconciled Demand Deposit Balances 15,176,655.80
Total Portfolio Allocation & Treasurer's Cash Balances $81,368,409.88
0.0401
0.0388
Town of Los Gatos
Portfolio Allocation & Treasurer's Cash Balances
June 30, 2024
BNY MM
0.09%
US Treasury Notes
30.30%
Government Agency Debenture
Notes
23.97%
Corporate Medium Term Bonds
20.69%
Local Agency Investment Fund
24.95%
Portfolio Investment Allocation
$78.4 M $81.4 M
$0.0 M
$10.0 M
$20.0 M
$30.0 M
$40.0 M
$50.0 M
$60.0 M
$70.0 M
$80.0 M
$90.0 M
Jun-23 Jul-23 Aug-23 Sep-23 Oct-23 Nov-23 Dec-23 Jan-24 Feb-24 Mar-24 Apr-24 May-24 Jun-24 Treasurer's Fund Balances
2
ITEM NO. 3.
June 2024 June 2024 June 2024
Beginning Deposits Interest/ Ending
Balance Realized Gain/Adj. Earnings Withdrawals Balance Non-Treasury Funds:
Cert. of Participation 2002 Ser A Reserve Fund $ 697,451.87 $ - $ 2,830.26 $ - $ 700,282.13 Note 1 Cert. of Participation 2010 Ser Lease Payment Fund 101.71 - 0.36 - 102.07 Note 2 Cert. of Participation 2002 Ser A Lease Payment Fund 29,537.00 - 119.86 - 29,656.86 Note 1 Cert. of Participation 2010 Ser Reserve Fund 1,382,813.40 - 6,081.43 - 1,388,894.83 Note 2 Total Restricted Funds: $ 2,109,903.98 $ - $ 9,031.91 $ - $ 2,118,935.89 CEPPT IRS Section 115 Trust 2,165,419.90 - 23,239.05 - $ 2,188,658.95 Note 3 Grand Total COP's and CEPPT Trust $ 4,275,323.88 $ - $ 32,270.96 $ - $ 4,307,594.84 These accounts are not part of the Treasurer's fund balances reported elsewhere in this report, as they are for separate and distinct entities.
Note 1: The three original funds for the Certificates of Participation 2002 Series A consist of construction funds which will be expended over the next few years, reserve funds which will guarantee the payment of lease payments, and a third fund for the disbursement of lease payments and initial delivery costs.
Note 2: The 2010 COP Funds are all for the Library construction, reserves to guarantee lease payments, and a lease payment fund for the life of the COP issue. The COI fund was closed in September 2010.
Note 3: The CEPPT Section IRS Section 115 Trust was established as an irrevocable trust dedicated to accumulate resources to fund the Town's unfunded liabilities related to pension and other post employment benefits.
Town of Los Gatos
Non-Treasury Restricted Fund Balances
June 30, 2024
3
ITEM NO. 3.
July 2023 $ 133,845.42
August 2023 $ 131,615.82
September 2023 $ 158,361.71
October 2023 $ 149,112.14
November 2023 $ 163,137.22
December 2023 $ 177,498.26
January 2024 $ 183,950.61
February 2024 $ 183,453.40
March 2024 $ 206,361.80
April 2024 $ 218,590.31
May 2024 $ 232,185.30
June 2024 $ 240,420.11
$ 2,178,532.10
Town of Los Gatos
Statement of Interest Earned
June 30, 2024
4
ITEM NO. 3.
Original Issue Market Value Maturity Yield to Interest Interest Interest Days Deposit Par Original (Discount) Market Above (Under) Purchased Date or Maturity Received Earned Earned to Institution CUSIP # Security Coupon Date Value Cost Premium Value Cost Interest Call Date or Call to Date Prior Yrs. Current FY Maturity Apple 037833DB3 Corporate Bond 2.90% 12/20/2022 1,300,000.00 1,228,591.00 (71,409.00) 1,227,980.00 (611.00) 6/21/2027 4.19% $ 46,287.22 $ 28,170.97 $ 53,700.91 1086 Home Depot 437076BM3 Corporate Bond 3.00% 8/4/2022 1,000,000.00 991,960.00 (8,040.00) 963,630.00 (28,330.00) 1/1/2026 3.04% $ 49,750.00 $ 29,252.66 $ 32,443.86 550 US Treasury 912828ZW3 US Treasury Note 0.25% 8/9/2022 350,000.00 322,096.88 (27,903.12) 333,606.00 11,509.12 6/30/2025 3.16% $ 1,654.89 $ 9,366.72 $ 10,548.36 365 FFCB 3133EN5V8 Gov. Agency Debenture 4.13% 1/17/2023 236,000.00 239,174.20 3,174.20 233,467.72 (5,706.48) 1/11/2027 3.76% $ 9,572.75 $ 4,016.30 $ 8,963.21 925 US Treasury 91282CBT7 US Treasury Note 0.75% 9/30/2022 800,000.00 712,565.18 (87,434.82) 746,096.00 33,530.82 3/31/2026 4.14% $ 9,000.00 $ 23,165.06 $ 31,056.46 639 FFCB 3133ENP95 Gov. Agency Debenture 4.25% 9/30/2022 900,000.00 900,939.60 939.60 892,530.00 (8,409.60) 9/30/2025 4.14% $ 57,375.00 $ 28,374.86 $ 38,041.02 457 JP Morgan Chase 46625HRS1 Corporate Bond 3.20% 9/23/2022 500,000.00 474,660.00 (25,340.00) 481,325.00 6,665.00 3/15/2026 4.70% $ 27,644.44 $ 17,865.15 $ 23,352.30 623 Honeywell Int'l. 438516BW5 Corporate Bond 2.30% 11/20/2019 1,000,000.00 1,014,660.00 14,660.00 995,910.00 (18,750.00) 7/15/2024 1.64% $ 96,983.33 $ 71,679.55 $ 19,904.94 15 FNMA 3135G0V75 Gov. Agency Debenture 1.75% 10/17/2019 1,100,000.00 1,105,833.30 5,833.30 1,099,879.00 (5,954.30) 7/2/2024 1.63% $ 81,331.25 $ 66,718.86 $ 18,061.47 2 FFCB 3133EKQA7 Gov. Agency Debenture 2.08% 10/21/2019 1,000,000.00 1,019,780.00 19,780.00 993,300.00 (26,480.00) 9/10/2024 1.66% $ 91,231.11 $ 61,888.40 $ 16,803.53 72 FHLB 3135G05X7 Gov. Agency Debenture 0.38% 6/10/2022 1,200,000.00 1,102,952.40 (97,047.60) 1,137,720.00 34,767.60 8/25/2025 3.04% $ 7,687.50 $ 36,626.55 $ 34,819.00 421 US Treasury 912828ZL7 US Treasury Note 0.38% 4/12/2022 1,700,000.00 1,583,927.57 (116,072.43) 1,634,193.00 50,265.43 4/30/2025 2.72% $ 13,066.99 $ 54,017.06 $ 44,527.57 304 FHLB 3130AQF65 Gov. Agency Debenture 1.25% 11/30/2022 1,300,000.00 1,160,559.40 (139,440.60) 1,197,183.00 36,623.60 12/21/2026 4.15% $ 25,322.92 $ 29,385.32 $ 50,731.27 904 FHLB 3130APJH9 Gov. Agency Debenture 1.00% 1/17/2023 1,000,000.00 907,010.00 (92,990.00) 934,300.00 27,290.00 10/28/2026 4.17% $ 13,354.17 $ 15,544.14 $ 34,689.96 850 FFCB 3133EN5N6 Gov. Agency Debenture 4.00% 2/8/2023 1,700,000.00 1,706,732.00 6,732.00 1,670,029.00 (36,703.00) 1/6/2028 3.91% $ 61,955.56 $ 25,921.64 $ 66,812.12 1285 Freddie Mac 3137EAEX3 Gov. Agency Debenture 0.38% 5/1/2023 750,000.00 689,032.50 (60,967.50) 708,840.00 19,807.50 9/23/2025 3.97% $ 2,515.62 $ 4,638.18 $ 28,292.93 450 American Honda 02665WED9 Corporate Bond 4.70% 5/11/2023 600,000.00 608,856.00 8,856.00 594,432.00 (14,424.00) 1/12/2028 4.34% $ 18,878.33 $ 3,603.61 $ 26,378.43 1291 US Treasury 91282CEF4 US Treasury Note 2.50% 6/9/2023 1,500,000.00 1,416,626.12 (83,373.88) 1,422,015.00 5,388.88 3/31/2027 4.09% $ 30,327.87 $ 3,416.23 $ 59,540.08 1004 US Treasury 91282CGA3 US Treasury Note 4.00% 6/20/2023 2,100,000.00 2,080,558.59 (19,441.41) 2,072,931.00 (7,627.59) 12/15/2025 4.40% $ 82,852.46 $ 2,515.25 $ 92,058.03 533 Colgate-Palmolive 194162AR4 Corporate Bond 4.60% 7/14/2023 500,000.00 504,655.00 4,655.00 499,405.00 (5,250.00) 2/1/2028 4.37% $ 14,502.79 $ - $ 21,195.52 1311 FannieMae 3135G06G3 Gov. Agency Debenture 0.50% 7/14/2023 500,000.00 455,157.00 (44,843.00) 471,125.00 15,968.00 11/7/2025 4.63% $ 2,034.72 $ - $ 21,047.01 495 FFCB 3133EPQC2 Gov. Agency Debenture 4.63% 7/17/2023 500,000.00 501,957.50 1,957.50 498,445.00 (3,512.50) 7/17/2026 4.48% $ 11,562.50 $ - $ 21,487.97 747 FFCB 3133EPBM6 Gov. Agency Debenture 4.13% 7/14/2023 600,000.00 596,220.00 (3,780.00) 592,506.00 (3,714.00) 8/23/2027 4.29% $ 15,056.25 $ - $ 24,754.94 1149 PNC Bank 69353RFJ2 Corporate Bond 3.25% 7/25/2023 1,000,000.00 921,490.00 (78,510.00) 936,540.00 15,050.00 12/23/2027 5.23% $ 15,979.17 $ - $ 46,970.90 1271 US Treasury 91282CFU0 US Treasury Note 4.13% 7/31/2023 1,300,000.00 1,290,660.60 (9,339.40) 1,285,726.00 (4,934.60) 10/31/2027 4.31% $ 40,218.75 $ - $ 51,232.08 1218 Toyota Motor Credit 89236TKL8 Corporate Bond 5.45% 8/25/2023 1,600,000.00 1,617,168.00 17,168.00 1,623,744.00 6,576.00 11/10/2027 5.16% $ 61,766.67 $ - $ 70,599.88 1228 US Treasury 912810FE3 US Treasury Note 5.50% 10/3/2023 1,200,000.00 1,238,207.14 38,207.14 1,253,628.00 15,420.86 8/15/2028 4.76% $ 24,211.96 $ - $ 43,179.27 1507 Pepsico Inc 713448DF2 Corporate Bond 2.85% 10/16/2023 1,000,000.00 947,570.00 (52,430.00) 965,870.00 18,300.00 11/24/2025 5.24% $ 10,133.33 $ - $ 37,712.66 512 FFCB 3133EPUW3 Gov. Agency Debenture 4.75% 10/13/2023 1,000,000.00 994,338.00 (5,662.00) 1,000,370.00 6,032.00 9/1/2026 4.96% $ 18,208.33 $ - $ 35,367.82 793 Freddie Mac 3137EAEP0 Gov. Agency Debenture 1.50% 10/13/2023 1,000,000.00 951,540.00 (48,460.00) 976,990.00 25,450.00 2/12/2025 5.32% $ 4,958.33 $ - $ 36,644.18 227 US Treasury 91282CEW7 US Treasury Note 3.25% 10/16/2023 1,000,000.00 950,039.06 (49,960.94) 965,040.00 15,000.94 6/30/2027 4.73% $ 22,961.96 $ - $ 32,499.52 1095 US Treasury 91282CEN7 US Treasury Note 2.75% 10/31/2023 1,300,000.00 1,214,336.39 (85,663.61) 1,238,705.00 24,368.61 4/30/2027 4.82% $ 17,875.00 $ - $ 40,101.59 1034 US Treasury 912828YV6 US Treasury Note 1.50% 11/15/2023 700,000.00 673,667.97 (26,332.03) 689,024.00 15,356.03 11/30/2024 5.26% $ 5,680.33 $ - $ 22,316.65 153 US Treasury 91282CAB7 US Treasury Note 0.25% 11/15/2023 675,000.00 623,900.39 (51,099.61) 641,094.75 17,194.36 7/31/2025 4.92% $ 353.09 $ - $ 19,725.12 396 US Treasury 91282CGU9 US Treasury Note 3.88% 11/30/2023 1,000,000.00 983,515.62 (16,484.38) 990,230.00 6,714.38 3/31/2025 5.17% $ 12,916.67 $ - $ 29,822.81 274 US Treasury 91282CCH2 US Treasury Note 1.25% 12/21/2023 900,000.00 798,647.55 (101,352.45) 796,644.00 (2,003.55) 6/30/2028 3.99% $ 5,930.71 $ - $ 17,690.14 1461 FNMA 3135G0Q22 Gov. Agency Debenture 1.88% 12/21/2023 900,000.00 845,676.00 (54,324.00) 846,387.00 711.00 9/24/2026 4.22% $ 4,359.38 $ - $ 19,224.14 816 US Treasury 91282CFB2 US Treasury Note 2.75% 1/2/2024 1,000,000.00 960,354.91 (39,645.09) 949,650.00 (10,704.91) 7/31/2027 3.95% $ 2,167.12 $ - $ 19,025.75 1126 US Treasury 91282CHE4 US Treasury Note 3.63% 1/17/2024 1,800,000.00 1,775,185.72 (24,814.28) 1,749,510.00 (25,675.72) 5/31/2028 3.97% $ 24,067.63 $ - $ 32,061.96 1431 JP Morgan Chase 46647PDG8 Corporate Bond 4.85% 2/1/2024 1,400,000.00 1,396,528.00 (3,472.00) 1,385,874.00 (10,654.00) 1,131.90 7/25/2027 4.93% $ (1,131.90) $ - $ 28,319.94 1120 US Bancorp 91159HJF8 Corporate Bond 4.55% 2/5/2024 1,000,000.00 989,200.00 (10,800.00) 977,660.00 (11,540.00) 1,642.33 7/22/2027 4.89% $ (1,642.33) $ - $ 19,440.46 1117 Treasury 91282CHB0 US Treasury Note 3.63% 2/23/2024 1,175,000.00 1,151,962.92 (23,037.08) 1,151,041.75 (921.17) 5/15/2026 4.56% $ 9,595.30 $ - $ 18,568.45 684 FHLB 3130AXB31 Gov. Agency Debenture 4.88% 2/27/2024 1,000,000.00 1,003,060.00 3,060.00 1,000,830.00 (2,230.00) 3/13/2026 4.72% $ 2,979.17 $ - $ 16,052.33 621 FFCB 3133EP5U5 Gov. Agency Debenture 4.13% 3/28/2024 1,700,000.00 1,687,981.00 (12,019.00) 1,681,487.00 (6,494.00) 1,558.33 3/20/2029 4.28% $ (1,558.33) $ - $ 18,681.03 1724 US Treasury 9128285M8 US Treasury Note 3.13% 4/30/2024 1,200,000.00 1,123,832.14 (76,167.86) 1,140,048.00 16,215.86 11/15/2028 4.69% $ 1,545.34 $ - $ 9,066.06 1599 Cisco Systems 17275RBR2 Corporate Bond 4.85% 5/15/2024 1,000,000.00 999,130.00 (870.00) 1,000,130.00 1,000.00 10,643.06 1/26/2029 4.87% $ (10,643.06) $ - $ 6,135.64 1671 Home Depot 437076CW0 Corporate Bond 4.90% 5/17/2024 1,000,000.00 1,001,790.00 1,790.00 1,002,070.00 280.00 4,355.56 3/15/2029 4.86% $ (4,355.56) $ - $ 5,862.18 1719 Treasury 91282CJR3 US Treasury Note 3.75% 5/31/2024 1,200,000.00 1,154,629.02 (45,370.98) 1,169,952.00 15,322.98 12/31/2028 4.68% $ 3,708.79 $ - $ 4,511.24 1645 American Honda 02665WEY3 Corporate Bond 4.95% 6/27/2024 1,000,000.00 995,640.00 (4,360.00) 994,580.00 (1,060.00) 22,962.50 1/9/2026 5.25% $ (22,962.50) $ - $ 430.16 558 Subtotal $ 51,186,000.00 $ 49,614,554.67 $ (1,571,445.33) $ 49,813,673.22 $ 199,118.55 $ 42,293.68 $ 1,017,271.02 $ 516,166.52 $ 1,460,452.89 BNY MM Money Market 61,190.12 61,190.12 0.00 0.00% 1
LAIF State Investment Pool 16,516,009.29 16,455,165.01 (60,844.28) 4.48% 564,204.21 1 66,191,754.08 $66,330,028.35 $138,274.27 $42,293.68 $ 1,017,271.02 $ 516,166.52 $ 2,024,657.10 Matured Assets
PNC Financial 69349LAM0 Corporate Bond 3.80% 2/7/2022 1,000,000.00 1,033,470.00 33,470.00 7/25/2023 1.49% $ 55,733.33 $ 20,987.56 $ 1,032.85 US Treasury 91282CCN9 US Treasury Note 0.13% 1/13/2022 1,200,000.00 1,188,375.00 (11,625.00) 7/31/2023 0.75% $ 2,323.37 $ 13,176.45 $ 766.36 Toyota Motor Credit 89236THA6_1 Corporate Bond 1.35% 4/12/2021 500,000.00 510,580.00 10,580.00 8/25/2023 0.45% $ 15,993.75 $ 5,065.91 $ 350.67 Toyota Motor Credit 89236THA6 Corporate Bond 1.35% 1/11/2022 1,100,000.00 1,107,315.00 7,315.00 8/25/2023 0.94% $ 24,090.00 $ 15,144.57 $ 1,585.23 US Treasury 91282CDA6 US Treasury Note 0.25% 1/31/2022 1,100,000.00 1,085,222.44 (14,777.56) 9/30/2023 1.07% $ 4,570.74 $ 16,417.94 $ 2,932.91 American Honda 02665WCQ2 Corporate Bond 3.63% 9/14/2021 950,000.00 1,012,871.00 62,871.00 10/10/2023 0.41% $ 71,362.15 $ 7,316.05 $ 1,141.03 FFCB 3133EMCQ3 Gov. Agency Debenture 0.28% 10/16/2020 2,000,000.00 1,998,000.00 (2,000.00) 10/13/2023 0.31% $ 16,753.33 $ 16,950.71 $ 1,803.27 US Treasury 91282CAP6 US Treasury Note 0.13% 6/30/2021 1,000,000.00 995,390.63 (4,609.37) 10/15/2023 0.33% $ 2,865.44 $ 6,520.12 $ 955.69 US Treasury 91282CDD0 US Treasury Note 0.38% 1/13/2022 1,100,000.00 1,090,675.78 (9,324.22) 10/31/2023 0.85% $ 7,406.77 $ 13,599.56 $ 3,138.36 US Treasury 91282CAW1 US Treasury Note 0.25% 7/15/2021 1,200,000.00 1,199,437.50 (562.50) 11/15/2023 0.27% $ 7,002.72 $ 6,348.21 $ 1,225.25 US Treasury 912828U57 US Treasury Note 2.13% 7/31/2019 1,000,000.00 1,011,875.00 11,875.00 11/30/2023 1.84% $ 92,083.33 $ 72,526.17 $ 7,759.79 FFCB 3133EJ3Q0 Gov. Agency Debenture 2.88% 8/28/2019 1,500,000.00 1,587,503.75 87,503.75 12/21/2023 2.12% $ 164,473.96 $ 87,804.46 $ 10,897.27 US Treasury 912828V23 US Treasury Note 2.25% 11/29/2021 1,000,000.00 1,032,933.04 32,933.04 12/31/2023 0.66% $ 46,956.52 $ 10,649.43 $ 3,390.13 US Treasury 91282CBE0 US Treasury Note 0.13% 9/15/2021 650,000.00 647,615.46 (2,384.54) 1/15/2024 0.28% $ 1,894.37 $ 3,281.18 $ 999.93 US Treasury 91282CBE0_2 US Treasury Note 0.13% 10/7/2021 1,000,000.00 994,768.98 (5,231.02) 1/15/2024 0.36% $ 2,839.67 $ 6,137.79 $ 1,935.69 FFCB 3133EKMX1 Gov. Agency Debenture 2.23% 8/2/2019 1,000,000.00 1,014,400.00 14,400.00 2/23/2024 1.90% $ 107,225.83 $ 74,902.07 $ 12,483.68 US Bancorp 91159HHV5 Corporate Bond 3.38% 12/24/2019 1,000,000.00 1,049,040.00 49,040.00 2/5/2024 2.12% $ 138,843.75 $ 76,859.43 $ 13,169.06 JP Morgan Chase 46625HJT8 Corporate Bond 3.88% 9/23/2019 1,400,000.00 1,485,414.00 85,414.00 2/1/2024 2.39% $ 236,288.89 $ 130,689.90 $ 20,515.28 FHLB 3130ALH98 Gov. Agency Debenture 0.25% 2/26/2021 1,000,000.00 997,610.00 (2,390.00) 2/26/2024 0.33% $ 7,500.00 $ 7,713.30 $ 2,176.70 FFCB 3133EMBE1 Gov. Agency Debenture 0.30% 10/8/2020 1,600,000.00 1,598,000.00 (2,000.00) 3/28/2024 0.34% $ 16,653.34 $ 14,655.57 $ 4,006.35 US Treasury 912828X70 US Treasury Note 2.00% 12/30/2019 1,000,000.00 1,010,589.29 10,589.29 4/30/2024 1.75% $ 86,703.30 $ 61,478.37 $ 14,672.07 IBM 459200JY8 Corporate Bond 3.00% 3/25/2021 1,000,000.00 1,071,040.00 71,040.00 5/15/2024 0.71% $ 94,166.67 $ 16,751.96 $ 6,482.02 Caterpillar Financial Serv 14913Q2V0 Corporate Bond 2.85% 2/23/2021 1,000,000.00 1,077,370.00 77,370.00 5/17/2024 0.44% $ 92,150.00 $ 10,677.18 $ 4,011.73 US Treasury 912828XT2 US Treasury Note 2.00% 10/31/2019 1,000,000.00 1,015,667.41 15,667.41 5/31/2024 1.64% $ 91,639.34 $ 60,792.37 $ 15,266.25 American Honda 02665WCZ2 Corporate Bond 2.40% 11/27/2019 1,000,000.00 1,012,410.01 12,410.01 6/27/2024 2.12% $ 108,733.34 $ 76,483.79 $ 21,177.43 Total Investments "Matured" $ 153,874.99
Total Interest FY 23_24 Matured and Current $ 2,178,532.10 Maturity Profile Amount Percent
0-1 year $ 24,232,220.75 37%
1-2 years $12,129,958.58 18%
2-3 years $9,458,307.67 14%
3-5 years $ 20,371,267.08 31%
$66,191,754.08 100%
Town of Los Gatos
Investment Schedule
June 30, 2024
5
ITEM NO. 3.
Date Cusip/Id Description Transaction Type Trade Date
Settlement
Date Par Coupon Maturity Date Price Principal Interest
Transaction
Total
6/4/2024 Cash-USD Cash-USD
SHORT TERM INVESTMENT
FUND INCOME 6/4/2024 6/4/2024 407.99 0.00% 100.00 - - 407.99 6/17/2024 91282CGA3 USA TREASURY 4% 15DEC2025 BOND INTEREST 6/15/2024 6/15/2024 2,100,000 400.00% 12/15/2025 - - 42,000.00 42,000.00 6/17/2024 46625HRS1
JPMORGAN CHASE & CO 3.2% 15JUN2026
(CALLABLE 15MAR26) BOND INTEREST 6/15/2024 6/15/2024 500,000 320.00% 6/15/2026 - - 8,000.00 8,000.00 6/21/2024 3130AQF65
FEDERAL HOME LOAN BANK 1.25%
21DEC2026 BOND INTEREST 6/21/2024 6/21/2024 1,300,000 125.00% 12/21/2026 - - 8,125.00 8,125.00 6/27/2024 02665WEY3 AMERICAN HONDA FINANCE 4.95% 09JAN2026 PURCHASE 6/25/2024 6/27/2024 1,000,000 495.00% 1/9/2026 99.56 995,640.00 22,962.50 1,018,602.50 6/27/2024 02665WCZ2 AMERICAN HONDA FINANCE 2.4% 27JUN2024 REDEMPTION 6/27/2024 6/27/2024 1,000,000.00 240.00% 6/27/2024 100.00 1,000,000.00 - 1,000,000.00 6/27/2024 02665WCZ2 AMERICAN HONDA FINANCE 2.4% 27JUN2024 BOND INTEREST 6/27/2024 6/27/2024 1,000,000.00 240.00% 6/27/2024 - - 12,000.00 12,000.00 Town of Los Gatos
Investment Transaction Detail
June 30, 2024
6
ITEM NO. 3.
Security Description Maturity Date Par/Shares S&P Rating Moody Rating Insight ESG Rating Environment Social Governance AMERICAN HONDA FINANCE 2.4% 27JUN2024 6/27/2024 $ 1,000,000 A- A3 3 3 3 3 HONEYWELL INTERNATIONAL 2.3% 15AUG2024 (CALLABLE 15JUL24) 8/15/2024 $ 1,000,000 A A2 4 3 4 4 PEPSICO INC 2.85% 24FEB2026 (CALLABLE 24NOV25) 46077 $ 1,000,000 A+ A1 2 2 2 2 HOME DEPOT INC. 3% 01APR2026 (CALLABLE 01JAN2026) 46113 $ 1,000,000 A A2 3 3 2 3 JPMORGAN CHASE & CO 3.2 15JUN2026 (CALLABLE 15MAR26) 6/15/2026 $ 500,000 A- A1 3 1 3 4 APPLE INC. 2.9% 12SEP2027 (CALLABLE 12JUN27) 9/12/2027 $ 1,300,000 AA+ Aaa 4 1 4 5 TOYOTA MOTOR CREDIT CORP 5.45% 10NOV2027 11/10/2027 $ 1,600,000 A+ A1 3 2 3 4 AMERICAN HONDA FINANCE 4.7% 12JAN2028 1/12/2028 $ 600,000 A- A3 3 3 3 3 PNC BANK NA 3.25% 22JAN2028 (CALLABLE 01 FEB28) 1/22/2028 $ 1,000,000 A A2 3 2 3 3 COLGATE-PALMOLIVE CO 4.6% 01MAR2028 (CALLABLE 01FEB28) 3/1/2028 $ 500,000 A+ Aa3 3 3 3 3 US BANCORP 4.548% 22JUL2028 (CALLABLE 22JUL27) 7/222028 $ 1,000,000 A A3 4 3 4 4 JPMORGAN CHASE & CO 4.851% 25JUL2028 (CALLABLE 25JUL28) 7/25/2028 $ 1,400,000 A- A1 3 1 3 4 CISCO INC. 4.85% 26FEB2029 (CALLABLE 26JAN2029) 47175 $ 1,000,000 AA- A1 2 1 3 3 HOME DEPOT INC. 4.9% 15APR2029 (CALLABLE 15MAR2029) 4/15/2029 $ 1,000,000 A A2 3 3 2 3 Total/Average $ 13,900,000 3.1 2.2 3.0 3.4
*ESG ratings are from 1 to 5, with 1 as the highest rating and 5 as the lowest. All ratings are weighted by industry rankings, based on the importance of the category within the individual industry.
Town of Los Gatos
Insight ESG Ratings as of June 30, 2024
7
ITEM NO. 3.
Fund Schedule
Fund
Number Fund Description
Current
Revenue
Current
Expenditure
Transfer
In
Transfer
Out
GENERAL FUND
Non-Spendable:
Loans Receivable 159,000 - - - - - 159,000
Restricted Fund Balances:
Pension 1,400,163 - - - - - 1,400,163
Land Held for Resale 44,338 - - - - - 44,338
Committed Fund Balances:
Budget Stabilization 6,129,774 - - - - - 6,129,774
Catastrophic 6,129,775 - - - - - 6,129,775
Pension/OPEB 300,000 - - - - - 300,000
Measure G District Sales Tax 590,581 - - - - - 590,581
Assigned Fund Balances:
Open Space 410,000 - - - - - 410,000
Sustainability 140,553 - - - - - 140,553
Capital/Special Projects 10,359,577 - - - - - 10,359,577 Carryover Encumbrances 37,698 - - - - - 37,698
Compensated Absences 1,580,623 - - - - - 1,580,623
ERAF Risk Reserve 689,608 - - - - - 689,608
Council Priorities - Economic Recovery 1,556,614 - - - - - 1,556,614 Unassigned Fund Balances:
111 Other Unassigned Fund Balance Reserve (Pre YE distribution) - 1,258,430 7,152,070 (4,317,102) - - 4,093,398 General Fund Total 29,528,304 1,258,430 7,152,070 (4,317,102) - - 33,621,702 * Interfund transfers and ARPA funding allocation to be performed as part of the fiscal year end closing entries.
June 2024
Prior Year
Carryforward
7/1/2023
Increase/
(Decrease)
July - May
Estimated Fund
Balance
6/30/2024*
8
ITEM NO. 3.
Fund Schedule
Fund
Number Fund Description
Current
Revenue
Current
Expenditure Transfer In
Transfer
Out
SPECIAL REVENUE
211/212 CDBG 166,653 - - - - - 166,653
222 Urban Runoff (NPDES) 629,843 80,923 59,992 (30,342) - - 740,416 231-236 Landscape & Lighting Districts 176,964 (2,904) 17,298 (10,153) - - 181,205 251 Los Gatos Theatre 74,991 57,400 8,064 (21,010) - - 119,445 711-716 Library Trusts 530,173 56,258 - (5,984) - - 580,447 Special Revenue Total 1,578,624 191,677 85,354 (67,489) - - 1,788,166
CAPITAL PROJECTS
411 GFAR - General Fund Appropriated Reserve 21,725,837 (1,536,956) 155,618 (1,187,464) - - 19,157,035 412 Community Center Development - 866,281 - - - - 866,281 421 Grant Funded Projects (406,890) 804,520 (53,042) (3,208,685) - - (2,864,097) 461-463 Storm Basin Projects 3,218,331 191,430 1,626 - - - 3,411,387 471 Traffic Mitigation Projects 431,079 - - - - - 431,079 472 Utility Undergrounding Projects 3,438,996 24,027 - - - - 3,463,023 481 Gas Tax Projects 1,671,245 (74,744) 310,502 - - - 1,907,003 Capital Projects Total 30,078,598 274,558 414,704 (4,396,149) - - 26,371,711
INTERNAL SERVICE FUNDS
611 Town General Liability 212,022 (25,112) (888,061) (29,046) - - (730,197) 612 Workers Compensation 514,813 (620,831) 36,298 (16,731) - - (86,451) 621 Information Technology 2,474,618 (45,597) 150,691 (32,437) - - 2,547,275 631 Vehicle & Equipment Replacement 2,413,719 671,082 275,275 (73,524) - - 3,286,552 633 Facility Maintenance 927,700 23,667 292,413 (220,855) - - 1,022,925 Internal Service Funds Total 6,542,872 3,209 (133,384) (372,593) - - 6,040,104 Trust/Agency
942 RDA Successor Agency (6,187,789) (1,666,215) 1,718,441 (38) - - (6,135,601) Trust/Agency Fund Total (6,187,789) (1,666,215) 1,718,441 (38) - - (6,135,601) Total Town 61,540,609 9,237,185 (9,153,371) - - 61,686,082 * Interfund transfers and ARPA funding allocation to be performed as part of the fiscal year end closing entries.
Deposit Accounts of Interest:
111-23541 General Plan Update deposit account balance $722,202.04 111-23521 BMP Housing deposit account balance $4,021,280.60 Prior Year
Carryforward
7/1/2023
Increase/
(Decrease)
July - May
June 2024
Estimated Fund
Balance
6/30/2024*
9
ITEM NO. 3.
PREPARED BY: Maria Chavarin
Assistant Planner
Reviewed by: Town Manager, Assistant Town Manager, Town Attorney, Community Development Department Director
110 E. Main Street Los Gatos, CA 95030 ● (408) 354-6832 www.losgatosca.gov
TOWN OF LOS GATOS
COUNCIL AGENDA REPORT
MEETING DATE: 08/20/2024
ITEM NO: 4
DATE: August 15, 2024
TO: Mayor and Town Council
FROM: Laurel Prevetti, Town Manager
SUBJECT: Adopt a Revised Resolution Rescinding Resolution 2024-041 and Making Determinations and Approving the Reorganization of an Uninhabited Area Designated as El Gato Lane No. 06, Approximately 0.563 Acres Pre-Zoned R1:8. APN 523-22-007. Annexation Application AN24-001. Project Location:
15575 El Gato Lane. Property Owner: Sai Kiran Garimella and Renu Sushma Kolli. Applicant: Barzin Keyhankhadiv.
RECOMMENDATION:
Adopt a revised resolution (Attachment 2) rescinding Resolution 2024-041 (Attachment 1) and making determinations and approving the reorganization of an uninhabited area designated as El Gato Lane No. 06, approximately 0.563 acres, located at 15575 El Gato Lane (Attachment 3).
BACKGROUND:
On June 4, 2024, the annexation was introduced at a Town Council meeting. On June 18, 2024, the Town Council adopted a resolution making determinations and approving the annexation request (Attachment 1).
After the June 18, 2024, Town Council meeting, staff submitted certified copies of the adopted Resolution approving the annexation, as well as the annexation description and map to the Santa Clara County Local Agency Formation Commission (LAFCO) and the State Board of Equalization for review and certification.
On July 16, 2024, LAFCO notified the Town that a revision was required to the adopted Resolution to include detachment from the Santa Clara County Lighting Service Area. The revised Resolution includes this action item.
ITEM NO. 4.
PAGE 2 OF 2
SUBJECT: El Gato Lane No. 06/AN24-001
DATE: August 15, 2024
CONCLUSION:
Staff recommends that the Council adopt a revised resolution (Attachment 2) rescinding Resolution 2024-041 (Attachment 1) and making determinations and approving the reorganization of an uninhabited area designated as El Gato Lane No. 06, approximately 0.563 acres, located at 15575 El Gato Lane (APN 523-22-007).
COORDINATION:
The preparation of this report was coordinated with LAFCO.
FISCAL IMPACT:
Once the annexation is certified by the State Board of Equalization, the Town will receive approximately 9.3 percent of the property taxes.
ENVIRONMENTAL ASSESSMENT:
The project is exempt pursuant to the California Environmental Quality Act Guidelines under Section 15061(b)(3): Review for Exemption, in that it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment. A Notice of Exemption will not be filed.
Attachments:
1. Resolution 2024-041
2. Revised Resolution, with Exhibit A – Geographic Description, and Exhibit B – Plat Map
3. Location Map
ITEM NO. 4.
RESOLUTION 2024- 041
RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF LOS GATOS
MAKING DETERMINATIONS AND APPROVING THE REORGANIZATION
OF AN UNINHABITED TERRITORY DESIGNATED AS
EL GATO LANE NO. 06
APN: 523- 22- 007
APPROXIMATELY 0. 563 ACRES
ANNEXATION APPLICATION: AN24- 001
PROPERTY LOCATION: 15575 EL GATO LANE
PROPERTY OWNERS: SAI KIRAN GARIMELLA AND RENU SUSHMA KOLLI APPLICANT: BARZIN KEYHANKHADIV
WHEREAS, the Town Council of the Town of Los Gatos has received a request for annexation of territory designated as El Gato Lane No. 06 from Sai Kiran Garimella and Renu Sushma Kolli; and
WHEREAS, the property, is approximately 0. 187 acres and includes 0. 376 acres of County street right-of-way (El Gato Lane) for a total of 0.563 acres, located at 15575 El Gato Lane, APN: 523- 22- 007, is within 300 feet of a Town boundary, and within the Town' s Urban Service Area; and
WHEREAS, the following special districts would be affected by the proposal: Santa Clara County Lighting Service Area; and
WHEREAS, the annexation would provide for use of Town services; and WHEREAS, the Town Council enacted Ordinance 1267 in 1975 pre -zoning the subject territory with a R- 1: 8 ( single- family residential, 8, 000 square foot minimum lot size) zoning designation; and
WHEREAS, the Town of Los Gatos, as Lead Agency for environmental review for the reorganization, has determined annexation of the subject property is exempt from the 1 of
Resolution 2024- 041 June 18, 2024
ATTACHMENT 1
ITEM NO. 4.
California Environmental Quality Act guidelines, pursuant to Section 15061( b)( 3); and WHEREAS, the County Surveyor of Santa Clara County has found the description and map ( Exhibits A and B) to be in accordance with Government Code Section 56757, the boundaries to be definite and certain, and the proposal to be in compliance with LAFCO' s road annexation policies; and
WHEREAS, as provided in Government Code Section 56757, the Town Council of the Town of Los Gatos shall be the conducting authority for a reorganization including an annexation to the Town; and
WHEREAS, the territory is uninhabited and all owners of land included in the proposal have consented to this annexation; and
2024.
WHEREAS, the Town Council held a public hearing to hear any protests on June 18, NOW, THEREFORE, BE IT RESOLVED, that the that the Town Council of the Town of Los Gatos does as follows:
1. That it is the conducting authority pursuant to Section 56757 of the Government Code for the annexation of property designated as El Gato Lane No. 06, more particularly described in Exhibits A and B;
2. That the following findings are made by the Town Council of the Town of Los Gatos:
a. Said territory is uninhabited and comprises approximately 0. 563 acres; b. The annexation is consistent with the orderly annexation of territory within the Town' s Urban Service Area and is consistent with the Town policy of annexing when required by the Town' s agreement with the County of Santa Clara; c. The project is exempt from the California Environmental Quality Act ( CECA) under Title 14 Code of Regulations, Chapter 3: Guidelines for the Implementation of CEQA Section 15061( b)( 3): Review for Exemption; 2of4
Resolution 2024- 041 June 18, 2024
ITEM NO. 4.
d. The Town Council enacted Ordinance 1267 in 1975 pre -zoning the subject territory with a R- 1: 8 ( single- family residential, 8, 000 square foot minimum lot size) zoning designation;
e. The territory is within the Town' s Urban Service Area as adopted by the Local Agency Formation Commission of Santa Clara County;
f. The County Surveyor has determined the boundaries of the proposed annexation to be definite and certain, and in compliance with the Commission' s road annexation policies. The County Surveyor has been reimbursed for the actual cost incurred by the County Surveyor in making this determination; g. The proposed annexation will not create an area in which it would be difficult to provide municipal services;
h. The proposed annexation does not split lines of assessment or ownership; i. The proposed annexation is consistent with the Town' s General Plan; j. The territory to be annexed is located within 300 feet of a Town boundary; and k. The Town has complied with all conditions imposed by the Commission for inclusion of the territory in the Town' s Urban Service Area.
3. That all owners of land within the affected territory have provided written consent to the reorganization and no protests have been received;
4. That upon completion of these reorganization proceedings the territory described in Exhibit A will be annexed to the Town of Los Gatos; and
5. That upon completion of these reorganization proceedings the territory reorganized will be taxed on the regular County assessment roll, including taxes for existing bonded indebtedness.
3of4
Resolution 2024- 041 June 18, 2024
ITEM NO. 4.
PASSED AND ADOPTED at a regular meeting of the Town Council of the Town of Los Gatos, California, held on the 18th day of June, 2024, by the following vote:
COUNCIL MEMBERS
AYES: Maria Ristow, Rob Rennie, Rob Moore, Matthew Hudes, Mayor Mary Badame NAYS: None
ABSENT: None
ABSTAIN: None
SIGNED:
IT
M R THE TOWN OF LOS GATOS
Lr, G S, CALIFORNIA
DATE:
ATTEST:
TOWN CfyORK OF THE TOWN OF LOS GATOS
LOS GATOS, CALIFORNIA
4 of
Resolution 2024- 041 June 18, 2024
ITEM NO. 4.
EXHIBIT A
EL GATO LANE NO. 6
ANNEXATION TO THE TOWN OF LOS GATOS
GEOGRAPHIC DESCRIPTION
DESCRIBED REAL PROPERTY IN THE RANCHO RINCONADA DE LOS GATOS, UNINCORPORATED AREA OF LOS GATOS, COUNTY OF SANTA CLARA, STATE OF CALIFORNIA, AND DESCRIBED AS FOLLOWS:
ALL OF LOT 52 AND A PORTION OF EL GATO LANE AS SHOWN UPON THAT CERTAIN MAP ENTITLED, TRACT NO. 1168 EL GATO TERRACE," WHICH MAP WAS FILED FOR RECORD IN THE OFFICE OF THE RECORDER OF THE COUNTY OF SANTA CLARA, STATE OF CALIFORNIA, ON MARCH 2, 1954 IN BOOK 48 OF MAPS AT PAGE 13, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE NORTHEAST CORNER OF LOT 56; AS SHOWN THAT CERTAIN MAP ENTITLED, TRACT NO. 1168 EL GATO TERRACE," WHICH MAP WAS FILED FOR RECORD IN THE OFFICE OF THE RECORDER OF THE COUNTY OF SANTA CLARA, STATE OF CALIFORNIA, ON MARCH 2, 1954 IN BOOK 48 OF MAPS AT PAGE 13, POINT OF BEGINNING ALSO LIES ON THE SOUTHERLY LINE OF EL GATO LANE NO. 1 ANNEXATION;
THENCE, ( 1) SOUTH 77° 33' 45" WEST, 60. 00 FEET TO THE EASTERLY LINE OF EL GATO LANE.
THENCE, ( 2) ALONG THE EASTERLY LINE OF EL GATO LANE, SOUTH 12° 26' 15" EAST, 273. 00 FEET THENCE, ( 3) SOUTH 77° 33' 45" WEST, 60. 00 FEET TO THE WESTERLY LINE OF EL GATO LANE ALSO BEING THE SOUTHEAST CORNER OF SAID LOT 52;
THENCE, ( 4) ALONG THE SOUTHERLY LINE OF SAID LOT 52, SOUTH 77° 33' 45" WEST, 149. 00 FEET TO THE SOUTHWEST CORNER OF SAID LOT 52;
THENCE, ( 5) ALONG THE WESTERLY LINE OF SAID LOT 52, NORTH 12° 26' 15" WEST, 54. 60 FEET TO THE NORTHWEST CORNER OF SAID LOT 52;
THENCE, ( 6) ALONG THE NORTHERLY LINE OF SAID LOT 52, NORTH 77° 33' 45" EAST, 149. 00 FEET TO THE NORTHEAST CORNER OF SAID LOT 52,
THENCE, ( 7) ALONG THE WESTERLY LINE OF EL GATO AVENUE, NORTH 12° 26' 15" WEST, 218. 40 FEET TO THE POINT OF BEGINNING.
CONTAINING 24, 515 SQUARE FEET, MORE OR LESS,
DISCLAIMER.
FORASSESSMENTPURPOSESONLY. THIS DESCRIPTION OFLAND IS NOTA LEGAL PROPERTY
DESCRIPTIONAS DEFINED IN THE SUBDIVISION MAPACT AND MAY NOT BE USED AS A BASIS FOR AND OFFER FOR SALE OF THE LAND DESCRIBED.
AS SHOWN ON EXHIBIT " B", ATTACHED HERETO AND MADE A PART HEREOF. pOp °° 000000 oe
Up Li o° 0.`
WADE
c,° o pZg- c
J p FPS 6163 0 0 0
o *' oo00 a * p0v 000O00000p00 \ Q' oapp0
o$F OF CA 0Z,v00000
3- 28-2024 ; 0000000°
la14 PAGE 1 OF 2
EXHIBIT A
ITEM NO. 4.
LOS GATOS
ALMADEN RD
VE.
EXHI BI T B
POINT OFF
BEGINNING
COURSES: LOT
1 NORTH 77' 33' 45 EAST, 60. 00'
2 SOUTH 12' 26' 15" EAST, 273. 00'
3 SOUTH 77' 33' 45" WEST, 60. 00'
4 SOUTH 77' 33' 45" WEST, 149. 00'
5 NORTH 12' 26' 15" WEST, 54. 60'
6 NORTH 77' 33' 45" EAST, 149. 00'
7 NORTH 12' 26' 15" WEST, 218. 40'
AREA: 24, 515 SQUARE FEET
0. 563 ACRES
40 GRAPH 0 SCALE20 0
1N FEET )
1 inch = 40 ft.
1 "= 40'
LOT GATOS TOWN
EL GA TO
LANE NO. 1
N177° 7 3' dr," F
56 LOT 55
L O
o
O opO7 N
N N Rl
LOT 54
O 0
O 0
LOT 53
z
rrl
APN: 523- 22- 006
149. 00 O
N77°33' 45" E
LOT 52 15575 EL GATO LANE
O 48 MAPS 13 LOS GATOS
N APN: 523- 22- 007
N
O
149. 00' oo$
22 PQ.
S
DISCLAIMER:
FOR ASSESSMENT PURPOSES ONLY. THIS
DESCRIPTION OF LAND IS NOT A LEGAL
PROPERTY DESCRIPTION AS DEFINED IN
THE SUBDINSION MAP ACT AND MAY
NOT BE USED AS A BASIS FOR AND
OFFER FOR SALE OF THE LAND
DESCRIBED.
LEGEND
DESCRIBED AREA
ADJOINING LOT LINES
SHEET 2 OF 2
24,515 SQ. F
LIMITS
U
o
14 k +
C U
N 3
v2
to CD
1 vet
UH bM N
EL GA TO
LANE
NO. 2
T
O Lo
o
N
2 v) o
2 c
O
O
F= W
O¢
0 Z
00 Z z
cc) Q
0 7°33' 45" W
mo sxoloI
3- 28- 2024 -
ITEM NO. 4.
1 of 5
Draft Resolution 2024- Date
Draft Resolution to
be modified by Town
Council deliberations
and direction.
DRAFT RESOLUTION 2024-
RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF LOS GATOS RESCINDING RESOLUTION 2024-041 AND
MAKING DETERMINATIONS AND APPROVING THE REORGANIZATION OF AN
UNINHABITED TERRITORY DESIGNATED AS
EL GATO LANE NO. 06
APN: 523-22-007
APPROXIMATELY 0.563 ACRES
ANNEXATION APPLICATION: AN24-001
PROPERTY LOCATION: 15575 EL GATO LANE
PROPERTY OWNERS: SAI KIRAN GARIMELLA AND RENU SUSHMA KOLLI APPLICANT: BARZIN KEYHANKHADIV
WHEREAS, the Town Council of the Town of Los Gatos has received a request for annexation of territory designated as El Gato Lane No. 06 from Sai Kiran Garimella and Renu Sushma Kolli; and
WHEREAS, the property, is approximately 0.187 acres and includes 0.376 acres of County street right-of-way (El Gato Lane) for a total of 0.563 acres, located at 15575 El Gato Lane, APN: 523-22-007, is within 300 feet of a Town boundary, and within the Town’s Urban Service Area; and
WHEREAS, the following special districts would be affected by the proposal: Santa Clara County Lighting Service Area; and
WHEREAS, the annexation would provide for use of Town services; and WHEREAS, the Town Council enacted Ordinance 1267 in 1975 pre-zoning the subject territory with a R-1:8 (single-family residential, 8,000 square foot minimum lot size) zoning designation; and
WHEREAS, the Town of Los Gatos, as Lead Agency for environmental review for the reorganization, has determined annexation of the subject property is exempt from the ATTACHMENT 2
ITEM NO. 4.
2 of 5
Draft Resolution 2024- Date
California Environmental Quality Act guidelines, pursuant to Section 15061(b)(3); and WHEREAS, the County Surveyor of Santa Clara County has found the description and map (Exhibits A and B) to be in accordance with Government Code Section 56757, the boundaries to be definite and certain, and the proposal to be in compliance with LAFCO’s road annexation policies; and
WHEREAS, as provided in Government Code Section 56757, the Town Council of the Town of Los Gatos shall be the conducting authority for a reorganization including an annexation to the Town; and
WHEREAS, the territory is uninhabited and all owners of land included in the proposal have consented to this annexation; and
WHEREAS, the Town Council held a public hearing to hear any protests on June 18, 2024.
WHEREAS, Resolution 2024-041 indicates that the Santa Clara County Lighting Service Area will be affected by the annexation, but does not resolve that the territory will be detached from the Santa Clara County Lighting Service Area;
WHEREAS, the Local Agency Formation Commission stated that the Resolution should include detachment from the Santa Clara County Lighting Service Area as part of the action items.
NOW, THEREFORE, BE IT RESOLVED, that the that the Town Council of the Town of Los Gatos does as follows:
1. That it rescinds Resolution 2024-041 and replaces it with this Resolution;
ITEM NO. 4.
3 of 5
Draft Resolution 2024- Date
2. That it is the conducting authority pursuant to Section 56757 of the Government Code for the annexation of property designated as El Gato Lane No. 06, more particularly described in Exhibits A and B;
3. That the following findings are made by the Town Council of the Town of Los Gatos:
a. Said territory is uninhabited and comprises approximately 0.563 acres; b. The annexation is consistent with the orderly annexation of territory within the Town’s Urban Service Area and is consistent with the Town policy of annexing when required by the Town’s agreement with the County of Santa Clara; c. The project is exempt from the California Environmental Quality Act (CEQA) under Title 14 Code of Regulations, Chapter 3: Guidelines for the Implementation of CEQA Section 15061(b)(3): Review for Exemption; d. The Town Council enacted Ordinance 1267 in 1975 pre-zoning the subject territory with a R-1:8 (single-family residential, 8,000 square foot minimum lot size) zoning designation;
e. The territory is within the Town’s Urban Service Area as adopted by the Local Agency Formation Commission of Santa Clara County;
f. The County Surveyor has determined the boundaries of the proposed annexation to be definite and certain, and in compliance with the Commission’s road annexation policies. The County Surveyor has been reimbursed for the actual cost incurred by the County Surveyor in making this determination; g. The proposed annexation will not create an area in which it would be difficult to provide municipal services;
h. The proposed annexation does not split lines of assessment or ownership; i. The proposed annexation is consistent with the Town’s General Plan; j. The territory to be annexed is located within 300 feet of a Town boundary; and k. The Town has complied with all conditions imposed by the Commission for inclusion of the territory in the Town’s Urban Service Area.
4. That all owners of land within the affected territory have provided written consent to the reorganization and no protests have been received;
ITEM NO. 4.
4 of 5
Draft Resolution 2024- Date
5. That upon completion of these reorganization proceedings the territory described in Exhibit A will be annexed to the Town of Los Gatos and will be detached from the Santa Clara County Lighting Service Area; and
6. That upon completion of these reorganization proceedings the territory reorganized will be taxed on the regular County assessment roll, including taxes for existing bonded indebtedness.
ITEM NO. 4.
5 of 5
Draft Resolution 2024- Date
PASSED AND ADOPTED at a regular meeting of the Town Council of the Town of Los Gatos, California, held on the 20TH day of August 2024, by the following vote:
COUNCIL MEMBERS:
AYES:
NAYS:
ABSENT:
ABSTAIN:
SIGNED:
MAYOR OF THE TOWN OF LOS GATOS
LOS GATOS, CALIFORNIA
DATE: __________________
ATTEST:
TOWN CLERK OF THE TOWN OF LOS GATOS
LOS GATOS, CALIFORNIA
DATE: __________________
ITEM NO. 4.
This Page
Intentionally
Left Blank
ITEM NO. 4.
EXHIBIT A
EL GATO LANE NO. 6
ANNEXATION TO THE TOWN OF LOS GATOS
GEOGRAPHIC DESCRIPTION
DESCRIBED REAL PROPERTY IN THE RANCHO RINCONADA DE LOS GATOS, UNINCORPORATED AREA OF LOS GATOS, COUNTY OF SANTA CLARA, STATE OF CALIFORNIA, AND DESCRIBED AS FOLLOWS:
ALL OF LOT 52 AND A PORTION OF EL GATO LANE AS SHOWN UPON THAT CERTAIN MAP ENTITLED, "TRACT NO. 1168 EL GATO TERRACE," WHICH MAP WAS FILED FOR RECORD IN THE OFFICE OF THE RECORDER OF THE COUNTY OF SANTA CLARA, STATE OF CALIFORNIA, ON MARCH 2, 1954 IN BOOK 48 OF MAPS AT PAGE 13, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE NORTHEAST CORNER OF LOT 56; AS SHOWN THAT CERTAIN MAP ENTITLED, "TRACT NO. 1168 EL GATO TERRACE," WHICH MAP WAS FILED FOR RECORD IN THE OFFICE OF THE RECORDER OF THE COUNTY OF SANTA CLARA, STATE OF CALIFORNIA, ON MARCH 2, 1954 IN BOOK 48 OF MAPS AT PAGE 13; POINT OF BEGINNING ALSO LIES ON THE SOUTHERLY LINE OF EL GATO LANE NO. 1 ANNEXATION;
THENCE, (1) SOUTH 77° 33' 45" WEST, 60.00 FEET TO THE EASTERLY LINE OF EL GATO LANE.
THENCE, (2) ALONG THE EASTERLY LINE OF EL GATO LANE, SOUTH 12° 26' 15" EAST, 273.00 FEET ; THENCE, (3) SOUTH 77° 33' 45" WEST, 60.00 FEET TO THE WESTERLY LINE OF EL GATO LANE ALSO BEING THE SOUTHEAST CORNER OF SAID LOT 52;
THENCE, (4) ALONG THE SOUTHERLY LINE OF SAID LOT 52, SOUTH 77° 33' 45" WEST, 149.00 FEET TO THE SOUTHWEST CORNER OF SAID LOT 52;
THENCE, (5) ALONG THE WESTERLY LINE OF SAID LOT 52, NORTH 12° 26' 15" WEST, 54.60 FEET TO THE NORTHWEST CORNER OF SAID LOT 52;
THENCE, (6) ALONG THE NORTHERLY LINE OF SAID LOT 52, NORTH 77° 33' 45" EAST, 149.00 FEET TO THE NORTHEAST CORNER OF SAID LOT 52;
THENCE, (7) ALONG THE WESTERLY LINE OF EL GATO AVENUE, NORTH 12° 26' 15" WEST, 218.40 FEET TO THE POINT OF BEGINNING.
CONTAINING 24,515 SQUARE FEET, MORE OR LESS.
DISCLAIMER:
FOR ASSESSMENT PURPOSES ONLY. THIS DESCRIPTION OF LAND IS NOT A LEGAL PROPERTY
DESCRIPTION AS DEFINED IN THE SUBDIVISION MAP ACT AND MAY NOT BE USED AS A BASIS FOR AND OFFER FOR SALE OF THE LAND DESCRIBED.
AS SHOWN ON EXHIBIT “B”, ATTACHED HERETO AND MADE A PART HEREOF. 3-28-2024
PAGE 1 OF 2
EXHIBIT A
ITEM NO. 4.
EXHIBIT B
ITEM NO. 4.
¯ 0 100
Feet
EXHIBIT A
El Gato Lane No. 6
0.56 acres +/-
Prepared for the Office of the County Surveyor
March 28, 2024
August Hanks, County Surveyor
County of Santa Clara
Department of Planning and Development
County Government Center, East Wing
70 West Hedding St., 7th Floor
San Jose, California 95110
Burbank No. 45
Unincorporated Lands
Area of Annexation
Incorporated Lands
El Gato Lane No. 6
Los
Gatos
San
Jose BLACKWELL DR
JO DR
NATIONAL AVE
LOS GATOS ALMADEN RD
EL GATO LN
DE SOTO DR
EDMUND DR
LO
M
A
V
SI TA
CT
LEILA CT
VERDE CT
LOMA
VISTA
AVE
LINDA AVE
·|}þ17
·|}þ85
CAMPBELL
LOS
GATOS
SAN
JOSE
ATTACHMENT 3
ITEM NO. 4.
This Page
Intentionally
Left Blank
ITEM NO. 4.
PREPARED BY: Dan Keller
Facilities & Environmental Services Manager
Reviewed by: Town Manager, Assistant Town Manager, Town Attorney, Finance Director, and Parks and Public Works Director
110 E. Main Street Los Gatos, CA 95030 ● (408) 354-6832 www.losgatosca.gov
TOWN OF LOS GATOS
COUNCIL AGENDA REPORT
MEETING DATE: 08/20/2024
ITEM NO: 5
DATE: August 15, 2024
TO: Mayor and Town Council
FROM: Laurel Prevetti, Town Manager
SUBJECT: Authorize the Town Manager to Execute an Agreement for Services with Air Systems Inc. for Heating Ventilation and Air Conditioning (HVAC) Unanticipated Repair Services for a Total Agreement Amount of $3,481 RECOMMENDATION:
Authorize the Town Manager to execute an Agreement for Services (Attachment 1) with Air Systems Inc. for Heating Ventilation and Air Conditioning (HVAC) unanticipated repair services for a total agreement amount of $3,481.
REMARKS:
The Town of Los Gatos had an agreement with Air Systems Inc. from 2019 through June 30, 2024. Due to multiple emergency repairs and adjustments needed to cool the Library during a heatwave in the last month of the agreement, $3,481 is owed to the vendor, exceeding the limit for unanticipated repairs by $2,409.85. The Town has not paid any part of this invoice since only $1,071.15 remains in the agreement and it is not the Town’s practice to pay a portion of an invoice.
Since the prior agreement expired on June 30, 2024 and the Town has an outstanding invoice for $3,481, the Town Council is being asked to authorize the Town Manager to execute a new, limited term agreement with Air Systems Inc. to facilitate payment of the outstanding invoice.
Air Systems Inc. has had a successful work history with the Town for over five years and has a separate, current five-year agreement with the Town for HVAC repairs and preventative maintenance. This contract period began on July 1, 2024 and cannot be used to pay invoices for the prior Fiscal Year or under the prior contract.
ITEM NO. 5.
PAGE 2 OF 2
SUBJECT: Authorize the Town Manager to Execute an Agreement for Services with Air Systems Inc. for Heating Ventilation and Air Conditioning (HVAC) Unanticipated Services for a Total Agreement Amount of $3,481
DATE: August 9, 2024
FISCAL IMPACT:
There are sufficient funds in the FY 2023/24 Adopted Operating Budget (Facilities Maintenance) for this agreement.
ENVIRONMENTAL ASSESSMENT:
In accordance with CEQA Guidelines Section 15378(b)(5), approval of this agreement is not a project subject to CEQA because it is an administrative activity that will not impact the environment.
Attachment:
1. Agreement for Services with Air Systems Inc. with Exhibit A Prior Agreement
ITEM NO. 5.
Agreement for Services
Air Systems, Inc.
AGREEMENT FOR SERVICES
PREAMBLE
THIS AGREEMENT is dated for identification on this 20th of August by and between TOWN OF LOS GATOS, a California municipal corporation, (“Town”), and Air Systems, Inc. (“Service Provider”), identified as a C Corporation and whose address is 940 Remillard Court, San Jose, CA 95122. This Agreement is made with reference to the following facts.
I. RECITALS
1.1 The Town had an agreement with Service Provider through June 30, 2024.
1.2 Service Provider performed work under the prior agreement that exceeded the agreement amount.
1.3 Town desires to pay Service Provider for the services provided under the prior agreement.
1.4 Service Provider warrants it possesses the distinct professional skills, qualifications, experience, and resources necessary to timely perform the services described in this Agreement. Service Provider acknowledges Town has relied upon these warranties to retain Service Provider in the prior agreement and this subsequent agreement.
II. AGREEMENT
2.1 Scope of Services. Service Provider provided services as described in the prior agreement (Exhibit A).
2.2 Term and Time of Performance. The effective date of this Agreement shall begin July 1, 2024, through September 30, 2024, to allow payment of the invoice under the prior agreement, subject to appropriation of funds, notwithstanding any other provision in this agreement.
2.3 Compliance with Laws. The Service Provider shall comply with all applicable laws, codes, ordinances, and regulations of governing federal, state and local laws. Service Provider represents and warrants to Town that it has all licenses, permits, qualifications and approvals of whatsoever nature which are legally required for Service Provider to practice its profession. Service Provider shall maintain a Town of Los Gatos business license pursuant to Chapter 14 of the Code of the Town of Los Gatos.
2.4 Sole Responsibility. Service Provider shall be responsible for employing or engaging all persons necessary to perform the services under this Agreement.
ITEM NO. 5.
Agreement for Services
Air Systems, Inc.
2.5 Information/Report Handling. All documents furnished to Service Provider by the Town and all reports and supportive data prepared by the Service Provider under this Agreement are the Town’s property and shall be delivered to the Town upon the completion of services or at the Town's written request. All reports, information, data, and exhibits prepared or assembled by Service Provider in connection with the performance of its services pursuant to this Agreement are confidential until released by the Town to the public, and the Service Provider shall not make any of these documents or information available to any individual or organization not employed by the Service Provider or the Town without the written consent of the Town before such release. The Town acknowledges that the reports to be prepared by the Service Provider pursuant to this Agreement are for the purpose of evaluating a defined project, and Town's use of the information contained in the reports prepared by the Service Provider in connection with other projects shall be solely at Town's risk, unless Service Provider expressly consents to such use in writing. Town further agrees that it will not appropriate any methodology or technique of Service Provider which is and has been confirmed in writing by Service Provider to be a trade secret of Service Provider.
2.6 Compensation: Compensation for services in the amount not to exceed $3,481 inclusive of all costs.
2.7 Billing. The Town has an invoice dated 6/20/24 for services rendered in the last month the prior agreement.
2.8 Availability of Records. Service Provider shall maintain the records supporting this billing for not less than three years following completion of the work under this Agreement. Service Provider shall make these records available to authorized personnel of the Town at the Service Provider offices during business hours upon written request of the Town.
2.9 Assignability and Subcontracting. The services to be performed under this Agreement are unique and personal to the Service Provider. No portion of these services shall be assigned or subcontracted without the written consent of the Town.
2.10 Independent Contractor. It is understood that the Service Provider, in the performance of the work and services agreed to be performed, shall act as and be an independent contractor and not an agent or employee of the Town. As an independent contractor he/she shall not obtain any rights to retirement benefits or other benefits which accrue to Town employee(s). With prior written consent, the Service Provider may perform some obligations under this Agreement by subcontracting, but may not delegate ultimate responsibility for performance or assign or transfer interests under this Agreement. Service Provider agrees to testify in any litigation brought regarding the subject of the work to be performed under this Agreement. Service Provider shall be compensated for its costs and expenses in preparing for, traveling to, and testifying in such matters at its then current hourly rates of compensation, unless such litigation is brought by Service Provider or is based on allegations of Service Provider's negligent performance or wrongdoing.
ITEM NO. 5.
Agreement for Services
Air Systems, Inc.
2.11 Conflict of Interest. Service Provider understands that its professional responsibilities are solely to the Town. The Service Provider has and shall not obtain any holding or interest within the Town of Los Gatos. Service Provider has no business holdings or agreements with any individual member of the Staff or management of the Town or its representatives nor shall it enter into any such holdings or agreements. In addition, Service Provider warrants that it does not presently and shall not acquire any direct or indirect interest adverse to those of the Town in the subject of this Agreement, and it shall immediately disassociate itself from such an interest, should it discover it has done so and shall, at the Town's sole discretion, divest itself of such interest. Service Provider shall not knowingly and shall take reasonable steps to ensure that it does not employ a person having such an interest in this performance of this Agreement. If after employment of a person Service Provider discovers it has employed a person with a direct or indirect interest that would conflict with its performance of this Agreement Service Provider shall promptly notify Town of this employment relationship, and shall, at the Town's sole discretion, sever any such employment relationship.
2.12 Equal Employment Opportunity. Service Provider warrants that it is an equal opportunity employer and shall comply with applicable regulations governing equal employment opportunity. Neither Service Provider nor its subcontractors do and neither shall discriminate against persons employed or seeking employment with them on the basis of age, sex, color, race, marital status, sexual orientation, ancestry, physical or mental disability, national origin, religion, or medical condition, unless based upon a bona fide occupational qualification pursuant to the California Fair Employment & Housing Act.
III. INSURANCE AND INDEMNIFICATION
3.1 Minimum Scope of Insurance:
i. Service Provider agrees to have and maintain, for the duration of the contract, General Liability insurance policies insuring him/her and his/her firm to an amount not less than: two million dollars ($2,000,000) combined single limit per occurrence for bodily injury, personal injury and property damage.
ii. Service Provider agrees to have and maintain for the duration of the contract, an Automobile Liability insurance policy ensuring him/her and his/her staff to an amount not less than one million dollars ($1,000,000) combined single limit per accident for bodily injury and property damage. iii. Service Provider shall provide to the Town all certificates of insurance, with original endorsements effecting coverage. Service Provider agrees that all certificates and endorsements are to be received and approved by the Town before work commences.
ITEM NO. 5.
Agreement for Services
Air Systems, Inc.
General Liability:
i. The Town, its elected and appointed officials, employees, and agents are to be covered as insured as respects: liability arising out of activities performed by or on behalf of the Service Provider; products and completed operations of Service Provider, premises owned or used by the Service Provider. ii. The Service Provider's insurance coverage shall be primary insurance as respects the Town, its elected and appointed officials, employees, and agents. Any insurance or self-insurances maintained by the Town, its officers, officials, employees or volunteers shall be excess of the Service Provider's insurance and shall not contribute with it.
iii. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the Town, its officers, officials, employees or volunteers.
iv. The Service Provider's insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the limits of the insurer's liability.
3.2 All Coverages. Each insurance policy required in this item shall be endorsed to state that coverage shall not be suspended, voided, cancelled, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the Town. Current certification of such insurance shall be kept on file at all times during the term of this agreement with the Town Clerk.
3.3 Workers’ Compensation. In addition to these policies, Service Provider shall have and maintain Workers' Compensation insurance as required by California law and shall provide evidence of such policy to the Town before beginning services under this Agreement.
Further, Service Provider shall ensure that all subcontractors employed by Service Provider provide the required Workers' Compensation insurance for their respective employees. As required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than one million dollars ($1,000,000) per accident for bodily injury or disease.
3.4 Indemnification. The Service Provider shall save, keep, hold harmless and indemnify and defend the Town its elected and appointed officials, agents, employees, and volunteers from all damages, liabilities, penalties, costs, or expenses in law or equity that may at any time arise or be set up because of damages to property or personal injury received by reason of, or in the course of performing work which may be occasioned by a willful or negligent act or omissions of the Service Provider, or any of the Service Provider's officers, employees, or agents or any subcontractor.
ITEM NO. 5.
Agreement for Services
Air Systems, Inc.
IV. GENERAL TERMS
4.1 Waiver. No failure on the part of either party to exercise any right or remedy hereunder shall operate as a waiver of any other right or remedy that party may have hereunder, nor does waiver of a breach or default under this Agreement constitute a continuing waiver of a subsequent breach of the same or any other provision of this Agreement.
4.2 Governing Law. This Agreement, regardless of where executed, shall be governed by and construed to the laws of the State of California. Venue for any action regarding this Agreement shall be in the Superior Court of the County of Santa Clara.
4.3 Termination of Agreement. The Town and the Service Provider shall have the right to terminate this agreement with or without cause by giving not less than fifteen days (15) written notice of termination. In the event of termination, the Service Provider shall deliver to the Town all plans, files, documents, reports, performed to date by the Service Provider.
In the event of such termination, Town shall pay Service Provider an amount that bears the same ratio to the maximum contract price as the work delivered to the Town bears to completed services contemplated under this Agreement, unless such termination is made for cause, in which event, compensation, if any, shall be adjusted in light of the particular facts and circumstances involved in such termination.
4.4 Prevailing Wages. This project is subject to the requirements of Section 1720 et seq. of the California Labor Code requiring the payment of prevailing wages, the training of apprentices and compliance with other applicable requirements. Contractors and all subcontractors who perform work on the project are required to comply with these requirements. Prevailing wages apply to all projects over $1,000 which are defined as a “public work” by the State of California. This includes: construction, demolition, repair, alteration, maintenance and the installation of photovoltaic systems under a Power Purchase Agreement when certain conditions are met under Labor Code Section 1720.6. This include service and warranty work on public buildings and structures.
4.4.1 The applicable California prevailing wage rate can be found at www.dir.ca.gov and are on file with the Town of Los Gatos Parks and Public Works Department, which shall be available to any interested party upon request. The contractor is also required to have a copy of the applicable wage determination posted and/or available at each jobsite.
4.4.2 Specifically, contractors are reminded of the need for compliance with Labor Code Section 1774-1775 (the payment of prevailing wages and documentation of such), Section 1776 (the keeping and submission of accurate certified payrolls) and 1777.5 in the employment of apprentices on public works projects. Further, overtime, weekend and holiday pay, and shift pay must be paid pursuant to applicable Labor Code section.
4.4.3 The public entity for which work is being performed or the California Department of Industrial Relations may impose penalties upon contractors and
ITEM NO. 5.
Agreement for Services
Air Systems, Inc.
subcontractors for failure to comply with prevailing wage requirements. These penalties are up to $200 per day per worker for each wage violations identified; $100 per day per worker for failure to provide the required paperwork and documentation requested within a 10-day window; and $25 per day per worker for any overtime violation.
4.4.4 As a condition to receiving progress payments, final payment and payment of retention on any and all projects on which the payment of prevailing wages is required, the contractor agrees to present to the TOWN, along with its request for payment, all applicable and necessary certified payrolls (for itself and all applicable subcontractors) for the time period covering such payment request.
The term “certified payroll” shall include all required documentation to comply with the mandates set forth in Labor Code Section 1720 et seq, as well as any additional documentation requested by the Agency or its designee including, but not limited to: certified payroll, fringe benefit statements and backup documentation such as monthly benefit statements, employee timecards, copies of wage statements and cancelled checks, proof of training contributions (CAC2 if applicable), and apprenticeship forms such as DAS-140 and DAS-142.
4.4.5 In addition to submitting the certified payrolls and related documentation to the TOWN, the contractor and all subcontractors shall be required to submit certified payroll and related documents electronically to the California Department of Industrial Relations. Failure to submit payrolls to the DIR when mandated by the project parameters shall also result in the withholding of progress, retention and final payment.
4.4.6 No contractor or subcontractor may be listed on a bid proposal for a public works project unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5 [with limited exceptions from this requirement for bid purposes only under Labor Code section 1771.1(a)].
4.4.7 No contractor or subcontractor may be awarded a contract for public work on a public works project, unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. Contractors MUST be a registered “public works contractor” with the DIR AT THE TIME OF BID. Where the prime contract is less than $15,000 for maintenance work or less than $25,000 for construction alternation, demolition or repair work, registration is not required.
4.4.8 Should any contractor or subcontractors not be a registered public works contractor and perform work on the project, Contractor agrees to fully indemnify the TOWN for any fines assessed by the California Department of Industrial Relations against the TOWN for such violation, including all staff costs and attorney’s fee relating to such fine.
4.4.9 The TOWN shall withhold any portion of a payment; including the entire payment amount, until certified payroll forms and related documentation are properly submitted, reviewed and found to be in full compliance. In the event that certified payroll forms do not comply with the requirements of Labor Code
ITEM NO. 5.
Agreement for Services
Air Systems, Inc.
Section 1720 et seq., the TOWN may continue to hold sufficient funds to cover estimated wages and penalties under the contract.
4.5 Amendment. No modification, waiver, mutual termination, or amendment of this Agreement is effective unless made in writing and signed by the Town and the Service Provider.
4.6 Disputes. In any dispute over any aspect of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, including costs of appeal.
4.7 Notices. Any notice required to be given shall be deemed to be duly and properly given if mailed postage prepaid, and addressed to:
Town of Los Gatos
Attn: Town Clerk
110 E. Main Street
Los Gatos, CA 95030
Air Systems Inc.
940 Remillard Court
San Jose, CA 95122
or personally delivered to Service Provider to such address or such other address as Service Provider designates in writing to Town.
4.8 Order of Precedence. In the event of any conflict, contradiction, or ambiguity between the terms and conditions of this Agreement in respect of the Products or Services and any attachments to this Agreement, then the terms and conditions of this Agreement shall prevail over attachments or other writings.
4.9 Entire Agreement. This Agreement, including all Exhibits, constitutes the complete and exclusive statement of the Agreement between the Town and Service Provider. No terms, conditions, understandings or agreements purporting to modify or vary this Agreement, unless hereafter made in writing and signed by the party to be bound, shall be binding on either party.
ITEM NO. 5.
Agreement for Services
Air Systems, Inc.
IN WITNESS WHEREOF, the Town and Service Provider have executed this Agreement.
Town of Los Gatos by:
Laurel Prevetti, Town Manager
Recommended by:
Nicolle Burnham
Director of Parks and Public Works
Air Systems, Inc. by:
Marty Cull, Executive Vice President, and
Chief Financial Officer
Approved as to Form:
_____________________________________
Gabrielle Whelan, Town Attorney
Attest:
______________________________________
Wendy Wood, CMC, Town Clerk
ITEM NO. 5.
First Amendment to Purchase and Service Agreement Page 1 of 2 Air Systems Incorporated
FIRST AMENDMENT TO PURCHASE AND SERVICE AGREEMENT
This First Amendment to the Purchase and Service Agreement is dated for identification this 7
th day of September 2021 and amends that certain Purchase and Service Agreement dated November 25, 2019, made by and between the Town of Los Gatos, ("Town,") and Air Systems Inc. (“Supplier”).
RECITALS
A. Town and Supplier entered into a Purchase and Service Agreement on November 25, 2019, (“Agreement”), a copy of which is attached hereto and incorporated by reference as Attachment 1 to this Amendment.
B. Town desires to increase the annual compensation in Year 2 in the amount of $2,573.52 for missed invoicing for both Preventative Maintenance and Unforeseen Repairs during Fiscal Year 2020/21.
AMENDMENT
1. Section 2.6 Compensation is amended to read:
Compensation for the supplies and materials delivered and for Service Provider's professional services is as follows:
Routine heating, ventilation, and air conditioning (HVAC) services Year 1 = $29,183
Year 2 = $50,731.62
Year 3 = $50,028
Year 4 = shall not exceed $50,028 annually. Payment shall be based upon Town approval prior to each task being completed.
Year 5 = shall not exceed $50,028 annually. Payment shall be based upon Town approval prior to each task being completed.
(Total = $229,998.62)
Unanticipated maintenance and repairs
Year 1 = $30,000
Year 2 = $32,049.90
Year 3 = $30,000
Year 4 = shall not exceed $30,000 annually. Payment shall be based upon Town approval prior to each task being completed.
Year 5 = shall not exceed $30,000 annually. Payment shall be based upon Town approval prior to each task being completed.
(Total = $152,049.90)
For a total agreement amount not to exceed $382,048.52.
All other terms and conditions of the Agreement remain in full force and effect.
DocuSign Envelope ID: F0128DF3-2D0B-49DB-824F-F4A55E793262
EXHIBIT A
ITEM NO. 5.
First Amendment to Purchase and Service Agreement Page 2 of 2 Air Systems Incorporated
IN WITNESS WHEREOF, the Town and Supplier have executed this Amendment.
Town of Los Gatos Air Systems Inc.
By: _______________________________ ______________________________ Laurel Prevetti, Town Manager Name
______________________________
Title
Department Approval:
_______________________________________
Matt Morley
Director of Parks and Public Works
Approved as to Form: Attest:
______________________________ _________________________________ Robert Schultz, Town Attorney Shelley Neis, MMC, CPMC, Town Clerk DocuSign Envelope ID: F0128DF3-2D0B-49DB-824F-F4A55E793262 Assistant Sales Manager
10/5/2021
10/6/2021
10/9/2021
10/11/2021
10/11/2021
ITEM NO. 5.
AGR_aa. /)0d,
IHH
AGREEMENT FOR SERVICES
THIS AGREEMENT is dated for identification this 2511 day of November 2019 and is made by and between TOWN OF LOS GATOS, a California municipal corporation, ("Town") AIR SYSTEMS, INC.
Service Provider"), whose address is 940 Remillard Court, San Jose, CA 95122. This Agreement is made with reference to the following fads. This contract will remain in effect from December 1, 2019 to June 30, 2024.
I. RECITALS
1. 1 Town sought proposals for the purchase described in this Agreement, and Service Provider was found to be the lowest responsible Service Provider for this purchase.
1. 2 Service Provider represents and affirms that it is willing to perform the desired work pursuant to this Agreement.
1. 3 The Town desires to engage Service Provider to provide HVAC Preventative Maintenance and Repair Services.
1. 4 Service Provider warrants it possesses the distinct professional skills, qualifications, experience, and resources necessary to timely perform the services described in this Agreement. Service Provider acknowledges Town has relied upon these warranties to retain Service Provider.
II. AGREEMENTS
2. 1 Scope of Services. Service Provider shall provide services as described in that certain Proposal sent to the Town on May 22, 2019, which is hereby incorporated by reference and attached as Exhibit A.
2. 2 Term and Time of Performance. The effective date of thisAgreement shall begin on December 1, 2019 and will continue through June 30, 2024, subject to appropriation of funds, notwithstanding any other provision in this agreement.
2. 3 Compliance with Laws. The Service Provider shall comply with all applicable laws, codes, ordinances, and regulations of governing federal, state and local laws. Service Provider represents and warrants to Town that it has all licenses, permits, qualifications and approvals of whatsoever nature which are legally required for Service Provider to practice its profession. Service Provider shall maintain a Town of Los Gatos business license pursuant to Chapter 14 of the Code of the Town of Los Gatos.
2.4 Sole Responsibility. Service Provider shall be responsible for employing or engaging all persons necessary to perform the services under this Agreement.
Agreement for Services — Air Systems, Inc. P a g
e I 1 of 9 /{'
DocuSign Envelope ID: F0128DF3-2D0B-49DB-824F-F4A55E793262
ITEM NO. 5.
2. 5 Information/ Report Handling. All documents furnished to Service Provider by the Town and all reports and supportive data prepared by the Service Provider under this Agreement are the Town' s property and shall be delivered to the Town upon the completion of Service Provider' s services or at the Town' s written request. All reports, information, data, and exhibits prepared or assembled by Service Provider in connection with the performance of its services pursuant to this Agreement are confidential until released by the Town to the public, and the Service Provider shall not make any of the these documents or information available to any individual or organization not employed by the Service Provider or the Town without the written consent ofthe Town before such release. The Town acknowledges that the reports to be prepared by the Service Provider pursuant to this Agreement are for the purpose of evaluating a defined project, and Town' s use of the information contained in the reports prepared by the Service Provider in connection with other projects shall be solely at Town' s risk, unless Service Provider expressly consents to such use in writing. Town further agrees that it will not appropriate any methodology or technique of Service Provider which is and has been confirmed in writing by Service Provider to be a trade secret of Service Provider.
2. 6 Compensation. Compensation for the supplies and materials delivered and for Service Provider' s professional services is as follows:
Routine heating. ventilation. and air conditioning ( HVACI services o Year 1 ( December 2019 through June 30, 2020) shall not exceed $ 29, 183, inclusive of all costs.
o Years 2-5 shall not exceed $50,028 annually, inclusive of all costs.
Total = $ 229, 295)
Unanticipated maintenance and repairs
o shall not exceed $ 30,000 annually. Payment shall be based upon Town approval prior to each task being completed.
Total = $ 150, 000)
For a total contract amount not to exceed $ 379, 295.
2. 7 Billing. Billing shall be by invoice within thirty (30) days of the rendering of the services and shall be accompanied by a detailed explanation of the work performed by whom at what rate and on what date. Also, plans, specifications, documents or other pertinent materials shall be submitted for Town review, even if only in partial or draft form.
Payment shall be net thirty ( 30) days. All invoices and statements to the Town shall be addressed as follows:
Agreement for Services — Air Systems, Inc. P a g e 12 of 9 DocuSign Envelope ID: F0128DF3-2D0B-49DB-824F-F4A55E793262
ITEM NO. 5.
Invoices:
Town of Los Gatos
Attn: Accounts Payable
P. O. Box 655
Los Gatos, CA 95031- 0655
2. 8 Availability of Records. Service Provider shall maintain the records supporting this billing for not less than three years following completion of the work under this Agreement.
Service Provider shall make these records available to authorized personnel ofthe Town at the Service Provider' s offices during business hours upon written request of the Town.
2. 9 Failure to Perform. It is mutually agreed by SERVICE PROVIDER and TOWN that in the event that performance of the work by SERVICE PROVIDER under this Agreement is not completed as scheduled, TOWN will suffer damages and will incur other costs and expenses of a nature and amount which is difficult or impractical to determine. The Parties agree that by way of ascertaining and fixing the amount of damages, costs and expenses, and not by way of penalty, SERVICE PROVIDER shall pay to TOWN the sum of one hundred dollars ($ 100. 00) per location per scheduled service in liquidated damages for every missed service in addition to reducing the monthly payment by the cost of that service. In the event that the liquidated damages are not paid, SERVICE PROVIDER agrees that TOWN may deduct the amount of unpaid damages from any money due or that may become due to SERVICE PROVIDER under this Agreement.
2. 10 Assignability and Subcontracting. The services to be performed under this Agreement are unique and personal to the Service Provider. No portion of these services shall be assigned or subcontracted without the written consent of the Town.
2. 11 Independent Contractor. It is understood that the Service Provider, in the performance of the work and services agreed to be performed, shall act as and be an independent contractor and not an agent or employee of the Town. As an independent contractor he/ she shall not obtain any rights to retirement benefits or other benefits which accrue to Town employee( s). With prior written consent, the Service Provider may perform some obligations under this Agreement by subcontracting but may not delegate ultimate responsibility for performance or assign or transfer interests under this Agreement.
Service Provider agrees to testify in any litigation brought regarding the subject of the work to be performed under this Agreement. Service Provider shall be compensated for its costs and expenses in preparing for, traveling to, and testifying in such matters at its then current hourly rates of compensation, unless such litigation is brought by Service Provider or is based on allegations of Service Provider' s negligent performance or wrongdoing.
2. 12 Conflict of Interest. Service Provider understands that its professional responsibilities are solely to the Town. The Service Provider has and shall not obtain any holding or interest within the Town of Los Gatos. Service Provider has no business holdings or agreements Agreement for Services — Air Systems, Inc. P a g e 13 of 9 5 DocuSign Envelope ID: F0128DF3-2D0B-49DB-824F-F4A55E793262
ITEM NO. 5.
with any individual member of the Staff or management of the Town or its representatives nor shall it enter into any such holdings or agreements. In addition, Service Provider warrants that it does not presently and shall not acquire any direct or indirect interest adverse to those of the Town in the subject of this Agreement, and it shall immediately disassociate itself from such an interest, should it discover it has done so and shall, at the Town' s sole discretion, divest itself of such interest. Service Provider shall not knowingly and shall take reasonable steps to ensure that it does not employ a person having such an interest in this performance of this Agreement. If after employment of a person, Service Provider discovers it has employed a person with a direct or indirect interest that would conflict with its performance of this Agreement, Service Provider shall promptly notify Town ofthis employment relationship, and shall, at the Town' s sole discretion, sever any such employment relationship.
2. 13 Equal Employment Opportunity. Service Provider warrants that it is an equal opportunity employer and shall comply with applicable regulations governing equal employment opportunity. Neither Service Provider nor its subcontractors do and neither shall discriminate against persons employed or seeking employment with them on the basis of age, sex, color, race, marital status, sexual orientation, ancestry, physical or mental disability, national origin, religion, or medical condition, unless based upon a bona fide occupational qualification pursuant to the California Fair Employment & Housing Act.
III. INSURANCE AND INDEMNIFICATION
3. 1 Minimum Scope of Insurance:
I. Service Provider agrees to have and maintain, for the duration of the contract, General Liability insurance policies insuring him/ her and his/ her firm to an amount not less than: one million dollars ($ 1, 000, 000) combined single limit per occurrence for bodily injury, personal injury and property damage.
ii. Service Provider agrees to have and maintain for the duration of the contract, an Automobile Liability insurance policy ensuring him/ her and his/ her staff to an amount not less than one million dollars ($ 1, 000,000) combined single limit per accident for bodily injury and property damage. iii. Service Provider shall provide to the Town all certificates of insurance, with original endorsements effecting coverage. Service Provider agrees that all certificates and endorsements are to be received and approved by the Town before work commences.
M
Agreement for Services — Air Systems, Inc. P a g
e 14 of 9
DocuSign Envelope ID: F0128DF3-2D0B-49DB-824F-F4A55E793262
ITEM NO. 5.
General Liability:
L The Town, its officers, officials, employees and volunteers are to be covered as insured as respects: liability arising out of activities performed by or on behalf of the Service Provider; products and completed operations of Service Provider, premises owned or used by the Service Provider. This requirement does not apply to the professional liability insurance required for professional errors and omissions. ii. The Service Provider' s insurance coverage shall be primary insurance as respects the Town, its officers, officials, employees and volunteers. Any insurance or self -insurances maintained by the Town, its officers, officials, employees or volunteers shall be excess of the Service Provider' s insurance and shall not contribute with it.
III. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the Town, its officers, officials, employees or volunteers.
iv. The Service Provider's insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the limits ofthe insurer' s liability.
3. 2 All Coverages. Each insurance policy required in this item shall be endorsed to state that coverage shall not be suspended, voided, cancelled, reduced in coverage or in limits except after thirty ( 30) days' prior written notice by certified mail, return receipt requested, has been given to the Town. Current certification of such insurance shall be kept on file at all times during the term ofthis agreement with the Town Clerk.
3. 3 Workers' Compensation. In addition to these policies, Service Provider shall have and maintain Workers' Compensation insurance as required by California law and shall provide evidence of such policy to the Town before beginning services under this Agreement. Further, Service Provider shall ensure that all subcontractors employed by Service Provider provide the required Workers' Compensation insurance for their respective employees.
3. 4 Indemnification. The Service Provider shall save, keep, hold harmless and indemnify and defend the Town its officers, agent, employees and volunteers from all damages, liabilities, penalties, costs, or expenses in law or equity that may at any time arise or be set up because of damages to property or personal injury received by reason of, or in the course of performing work which may be occasioned by a willful or negligent act or omissions of the Service Provider, or any of the Service Provider' s officers, employees, or agents or any sub -contractor.
Agreement for Services — Air Systems, Inc. P a ge 15 of 9 DocuSign Envelope ID: F0128DF3-2D0B-49DB-824F-F4A55E793262
ITEM NO. 5.
IV. GENERALTERMS
4. 1 Waiver. No failure on the part of either party to exercise any right or remedy hereunder shall operate as a waiver of any other right or remedy that party may have hereunder, nor does waiver of a breach or default under this Agreement constitute a continuing waiver of a subsequent breach of the same or any other provision of this Agreement.
4. 2 Severability. If any term of this Agreement is held invalid by a court of competent jurisdiction, the remainder of this Agreement shall remain in effect.
4. 3 Warranty. Service Provider shall remedy any defects due to faulty materials and/ or workmanship and pay for any damages to other work and/ or existing facilities resulting therefrom which shall appear within a period of one year from the date of recording of finalacceptance.
4.4 Governing Law. This Agreement, regardless of where executed, shall be governed by and construed to the laws of the State of California. Venue for any action regarding this Agreement shall be in the Superior Court of the County of Santa Clara.
4. 5 Termination of Agreement. The Town and the Service Provider shall have the right to terminate this agreement with or without cause by giving not less than fifteen days ( 15) written notice of termination. In the event of termination, the Service Provider shall deliver to the Town all plans, files, documents, reports, performed to date by the Service Provider. In the event of such termination, Town shall pay Service Provider an amount that bears the same ratio to the maximum contract price as the work delivered to the Town bears to completed services contemplated under this Agreement, unless such termination is made for cause, in which event, compensation, if any, shall be adjusted in light of the particular facts and circumstances involved in such termination.
4.6 Prevailing Wages. This project is subject to the requirements of Section 1720 et seq. of the California Labor Code requiring the payment of prevailing wages, the training of apprentices and compliance with other applicable requirements. Contractors and all subcontractors who perform work on the project are required to comply with these requirements. Prevailing wages apply to all projects over $1,000 which are defined as a public work" by the State of California. This includes: construction, demolition, repair, alteration, maintenance and the installation of photovoltaic systems under a Power Purchase Agreement when certain conditions are met under Labor Code Section 1720. 6.
This include service and warranty work on public buildings and structures.
4. 6. 1 The applicable California prevailing wage rate can be found at: www.dir.ca. gov and are on file with the Town of Los Gatos Parks and Public Works Department, which shall be available to any interested party upon request. The contractor Is also required to have a copy of the applicable wage determination posted and/ or available at each jobsite.
P
Agreement for Services — Air Systems, Inc. P a g e 16 of 9 DocuSign Envelope ID: F0128DF3-2D0B-49DB-824F-F4A55E793262
ITEM NO. 5.
4.6. 2 Specifically, contractors are reminded of the need for compliance with Labor Code Section 1774- 1775 ( the payment of prevailing wages and documentation of such), Section 1776 ( the keeping and submission of accurate certified payrolls) and 1777.5 in the employment of apprentices on public works projects. Further, overtime must be paid for work in excess of 8 hours per day or 40 hours per week pursuant to Labor Code Section 1811- 1813.
4. 6. 3 Special prevailing wage rates generally apply to work performed on weekends, holidays and for certain shift work. Depending on the location of the project and the amount of travel incurred by workers on the project, certain travel and subsistence payments may also be required. Contractors and subcontractors are on notice that information about such special rates, holidays, premium pay, shift work and travel and subsistence requirements can be found at www. dir. ca. gov.
4. 6.4 Only bona fide apprentices actively enrolled in a California Division of Apprenticeship Standards approved program may be employed on the project as an apprentice and receive the applicable apprenticeship prevailing wage rates.
Apprentices who are not properly supervised and employed in the appropriate ratio shall be paid the full journeyman wages for the classification of work performed.
4.6.5 The public entity for which work is being performed or the California Department of Industrial Relations may impose penalties upon contractors and subcontractors for failure to comply with prevailing wage requirements. These penalties are up to $200 per day per worker for each wage violations identified; $ 100 per day per worker for failure to provide the required paperwork and documentation requested within a 10- day window; and $ 25 per day per worker for any overtime violation.
4. 6. 6 As a condition to receiving progress payments, final payment and payment of retention on any and all projects on which the payment of prevailing wages is required, the contractor agrees to present to the TOWN, along with its request for payment, all applicable and necessary certified payrolls (for itself and all applicable subcontractors) for the time period covering such payment request. The term certified payroll" shall include all required documentation to comply with the mandates set forth in Labor Code Section 1720 et seq, as well as any additional documentation requested by the Agency or its designee including, but not limited to: certified payroll, fringe benefit statements and backup documentation such as monthly benefit statements, employee timecards, copies of wage statements and cancelled checks, proof of training contributions ( CAC2 if applicable), and apprenticeship forms such as DAS- 140 and DAS- 142.
4.6. 7 In addition to submitting the certified payrolls and related documentation to the TOWN, the contractor and all subcontractors shall be required to submit certified Agreement for Services — Air Systems, Inc. P a g e 17 of 9 O DocuSign Envelope ID: F0128DF3-2D0B-49DB-824F-F4A55E793262
ITEM NO. 5.
payroll and related documents electronically to the California Department of Industrial Relations. Failure to submit payrolls to the DIR when mandated by the project parameters shall also result in the withholding of progress, retention and final payment.
4. 6.8 No contractor or subcontractor may be listed on a bid proposal for a public works project unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725. 5 [ with limited exceptions from this requirement for bid purposes only under Labor Code section 1771. 1( a)].
4. 6. 9 No contractor or subcontractor may be awarded a contract for public work on a public works project, unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. Contractors MUST be a registered " public works contractor" with the DIR AT THE TIME OF BID. Where the prime contract is less than $ 15, 000 for maintenance work or less than $ 25, 000 for construction alternation, demolition or repair work, registration is not required.
4. 7 Amendment. No modification, waiver, mutual termination, or amendment of this Agreement is effective unless made in writing and signed by the Town and the Service Provider.
4.8 Disputes. In any dispute over any aspect of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, including costs of appeal.
4. 9 Notices. Any notice required to be given shall be deemed to be duly and properly given if mailed postage prepaid, and addressed to:
Town of Los Gatos
Attn: Town Clerk
110 E. Main Street
Los Gatos, CA 95030
Air Systems, Inc.
940 Remillard Court
San Jose, CA 95122
OR personally delivered to Service Provider to such address or such other address as Service Provider designates in writing to Town.
4. 10 Order of Precedence. In the event of any conflict, contradiction, or ambiguity between the terms and conditions of this Agreement in respect of the Products or Services and any attachments to this Agreement, then the terms and conditions of this Agreement shall prevail over attachments or other writings.
4. 11 Entire Agreement. This Agreement, including all Exhibits, constitutes the complete and exclusive statement of the Agreement between the Town and Service Provider. No terms, conditions, understandings or agreements purporting to modify or vary this Agreement for Services — Air Systems, Inc. P a g
e 18 of 9
DocuSign Envelope ID: F0128DF3-2D0B-49DB-824F-F4A55E793262
ITEM NO. 5.
Agreement, unless hereafter made in writing and signed by the party to be bound, shall be binding on either party.
IN WITNESS WHEREOF, the Town and Service Provider have executed this Agreement.
Town of Los Gatos by:
OW6.
Laurel Prevetti, Town Manager
Recommended by:
a
Mitt Morley
Director of Parks and Pu lic orks
Approved as to Form:
Service Provider (Air Systems, c.) by:
MartigXull, EVP & 00
Title
Attest:
Y" ! O TO O
Robert Schul hz To n Attorney Shelley Neis, CMC, TcIA Clerk Agreement for Services — Air Systems,
0 Inc. P a g
e 19 of 9
DocuSign Envelope ID: F0128DF3-2D0B-49DB-824F-F4A55E793262
ITEM NO. 5.
HVAC RFP Cost Summary 2019
Air Systems, Inc.
Basic Services Times
Bid Per
Item Location Description Cost/ Month Year
Annual
Cost
1 Civic Center HVAC Maintenance 1, 376 12 16, 512
2 Adult Rec Center HVAC Maintenance 853 12 10, 236
3 Youth Rec Center HVAC Maintenance 111 12 1, 332
4 Library HVAC Maintenance 1, 122 12 13, 464
5 Police Ops HVAC Maintenance 378 12 4, 536
6 Service Center HVAC Maintenance 329 12 3, 948
4, 169 50,028
7 8
9 10
11 12
13 14
Additional Services T & M
Plumbing Service - Straight Time
Plumbing Service - Overtime
HVAC Service Calls - Straight Time
HVAC Service Calls -- Overtime
HVAC Service Calls - Holidays
Service Truck Charge
Material Mark Up
Minimum Call Out Charge
Cost
n/ a
n/ a
145/ hr
217. 5/ hr
290/ hr
50/ call out
25%
195/ call out
EXHIBIT A
DocuSign Envelope ID: F0128DF3-2D0B-49DB-824F-F4A55E793262
ITEM NO. 5.
PREPARED BY: Ryan Baker
Library Director
Reviewed by: Town Manager, Assistant Town Manager, Town Attorney, and Finance Director 110 E. Main Street Los Gatos, CA 95030 ● (408) 354-6832 www.losgatosca.gov
TOWN OF LOS GATOS
COUNCIL AGENDA REPORT
MEETING DATE: 08/20/2024
ITEM NO: 6
DATE: August 8, 2024
TO: Mayor and Town Council
FROM: Laurel Prevetti, Town Manager
SUBJECT: Approve Purchase Orders with Baker and Taylor for Up to $135,000 for Fiscal Year (FY) 2024/25 and for Payment of Remaining Invoices that Exceed Previously Established Purchase Order Amounts for FY 2023/24 RECOMMENDATION:
Approve purchase orders with Baker and Taylor for up to $135,000 for FY 2024/25 and for payment of remaining invoices that exceed previously established purchase order amounts for FY 2023/24.
BACKGROUND:
The Library works with several book distributors to purchase books and other Library materials.
Baker and Taylor is a discount distributor of published materials working directly with major publishers. The Library has frequently used Baker and Taylor as one of their purchasing channels for over thirty years to obtain high-demand books and other published materials at discounted prices.
DISCUSSION:
The Town’s Purchasing Policy requires that all purchase orders and agreements that exceed $100,000 be approved by the Town Council. The Library anticipates purchases up to $135,000 in FY 2024/25 with this vendor. The purchase order constitutes the agreement between the parties.
ITEM NO. 6.
PAGE 2 OF 2
SUBJECT: Library Purchase Order Authorization
DATE: August 20, 2024
DISCUSSION (continued):
Additionally, some FY 2023/24 invoices totaling approximately $4,000 were received and/or processed after a June adjustment to the FY 2023/24 Baker and Taylor purchase order (PO) and also necessitate Council approval at this time for payment. The previously approved PO amount for FY 2023/24 was not to exceed $115,800, which will need to be adjusted to a not exceed amount of $119,800.
FISCAL IMPACT:
There is no fiscal impact associated with this item. Funds are already budgeted in the appropriate line items to cover the changes in full.
ENVIRONMENTAL ASSESSMENT:
This is not a project defined under CEQA, and no further action is required.
ITEM NO. 6.
PREPARED BY: Clinton Tada
Support Services Captain
Reviewed by: Town Manager, Assistant Town Manager, Town Attorney, and Finance Director 110 E. Main Street Los Gatos, CA 95030 ● (408) 354-6832 www.losgatosca.gov
TOWN OF LOS GATOS
COUNCIL AGENDA REPORT
MEETING DATE: 08/20/2024
ITEM NO: 7
DATE: August 7, 2024
TO: Mayor and Town Council
FROM: Laurel Prevetti, Town Manager
SUBJECT: Authorize the Town Manager to Execute a Three-Year Agreement with Los Gatos-Saratoga Union High School District and Los Gatos Union Elementary School District for School Resource Officer Services for the Period August 21, 2024 through June 30, 2027, and Approve a FY 2024/25 Revenue Budget Increase in the Amount of $4,974.90 to Match the Proposed Agreement Term and Agreement Amount
RECOMMENDATION:
Authorize the Town Manager to execute a two-year agreement with Los Gatos-Saratoga Union High School District and Los Gatos Union Elementary School District for School Resource Officer services for the period August 21, 2024 through June 30, 2027, and approve a FY 2024/25 revenue budget increase in the amount of $4,974.90 to match the proposed agreement term and agreement amount.
BACKGROUND:
Since 2008, the Town of Los Gatos, the Los Gatos-Saratoga Union High School District (LGSUHSD), and Los Gatos Union School District (LGUSD) have participated in an agreement for one School Resource Officer (SRO) that works in the local schools with the costs shared between the two school districts and the Town.
In October of 2022, after further review and evaluation by all the involved parties, it was determined that a revision to the previous year agreement for SRO services was necessary to maintain efficiencies and priorities of the SRO Program. At that time, all parties agreed to a two-year cost sharing agreement of 50% Town of Los Gatos, 36% LGSUHSD District, and 14% LGUSD for SRO services.
ITEM NO. 7.
PAGE 2 OF 3
SUBJECT: Authorize the Town Manager to Execute a Three-Year Agreement with Los Gatos-Saratoga Union High School District and Los Gatos Union Elementary School District for School Resource Officer Services for the Period Starting August 21, 2024 through June 30, 2027
DATE: August 7, 2024
BACKGROUND (Continued):
The Los Gatos-Saratoga Union High School District Board of Trustees and Los Gatos Union School District Board of Trustees respectively unanimously approved a two-year SRO cost sharing agreement which expired on June 30, 2024. At the termination of the previous agreement, all parties mutually desired to enter into a revised SRO agreement with continued cost-sharing of SRO services for additional years using the same cost-sharing percentages.
DISCUSSION:
The Los Gatos-Monte Sereno Police Department and School Districts have maintained a strong community partnership through open communication with students, staff, and school administration. The Department continues to foster the tradition of the SRO program while being adaptable to change to ensure campus and student safety within the schools. The goals for the SRO program remain unchanged: to promote and focus on campus and student safety while building community relationships and maintaining a healthy learning environment.
As result of staff salary increases in accordance with Police Officers’ Association Memorandum of Understanding for FY 2024 through FY 2027, a new SRO agreement includes the increased cost-sharing amounts for all parties. Staff met with the School District Superintendents to discuss the newly proposed three-year SRO agreement with the cost-sharing increases. All parties agreed to bring the proposed agreement forward to their respective governing bodies for approval and execution authority.
On August 6, 2024, the Los Gatos-Saratoga Union High School District Board of Trustees unanimously approved the proposed SRO Services Agreement. The Los Gatos Union School District Board of Trustees will consider the new agreement on August 15, 2024. All parties anticipate full approval and authority with a prospective agreement start date of August 21, 2024.
CONCLUSION:
Staff recommends Town Council authorize the Town Manager to execute an agreement with Los Gatos-Saratoga Union High School District and Los Gatos Union Elementary School District for School Resource Officer Services for the period August 21, 2024 through June 30, 2027, and to approve a FY 2024/25 revenue budget increase in the amount of $4,974.90 to match the proposed agreement term and agreement amount.
ITEM NO. 7.
PAGE 3 OF 3
SUBJECT: Authorize the Town Manager to Execute a Three-Year Agreement with Los Gatos-Saratoga Union High School District and Los Gatos Union Elementary School District for School Resource Officer Services for the Period Starting August 21, 2024 through June 30, 2027
DATE: August 7, 2024
FISCAL IMPACT:
The fiscal impact is summarized in the table below. Based on the SRO restructured cost-sharing agreement, a FY 2024/25 budget adjustment of $4,974.90 in increased revenue is requested.
The Fiscal Year 2024/25 revenue is adjusted by two months of prorated costs based on an agreement start date of August 21, 2024, with updated Police Officer Association MOU salary compensation for the term of this agreement.
The agreement is for one full-time equivalent Sworn Officer position including salary and benefits. Anticipated SRO salary and benefit costs have already been included in the Town’s expenditure budget and will be offset by the cost-sharing revenues received under this agreement. Upon execution of this agreement and reimbursement from the Los GatosSaratoga Union High School District and the Los Gatos Union School District, the Town will be responsible for 50% of the one full-time equivalent SRO sworn officer position.
Below is a breakdown of the annual cost-sharing amounts for all parties:
FY 24/25 – FY 26/27 SRO TOTAL COST-SHARING CONTRIBUTIONS FY 24/25 FY 25/26 FY 26/27
HIGH SCHOOL
DISTRICT 36% $122,921.20 * $156,666.00 $164,817.72
LOS GATOS
UNION 14% $47,802.70 * $60,925.68 $64,095.84
TOWN Of LOS
GATOS 50% $239,013.34 ** $217,591.77 $228,914.00
Total $409,737.24 $435,183.45 $457,827.56
*Prorated amount based on 10 of 12 installment payments **Adjusted amount due to cost-sharing proration
ENVIRONMENTAL ASSESSMENT:
This is not a project defined under CEQA, and no further action is required.
Attachments:
1. SRO Services Agreement for August 21, 2024 Through June 30, 2027
2. SRO Scope of Work – “Exhibit A” to SRO Services Agreement
3. SRO Service Agreement FY 2022 – FY 2024 - Redlined
ITEM NO. 7.
School Resource Officer Services ATTACHMENT 1
AGREEMENT BETWEEN THE LOS GATOS-SARATOGA UNION HIGH SCHOOL DISTRICT, LOS GATOS
UNION ELEMENTARY SCHOOL DISTRICT, AND
THE TOWN OF LOS GATOS FOR SCHOOL RESOURCE OFFICER SERVICES This contract is dated for identification this 12th day of August 2024 and is made by and between the LOS GATOS-SARATOGA UNION HIGH SCHOOL DISTRICT, (hereinafter "HIGH SCHOOL DISTRICT"), the LOS GATOS UNION SCHOOL DISTRICT (hereinafter "LOS GATOS UNION") and the TOWN OF LOS GATOS (hereinafter "TOWN"), a California General Law City. HIGH SCHOOL DISTRICT, LOS GATOS UNION, and TOWN may be referred to as "Party" or "Parties'' in this Agreement. This agreement shall take effect on August 21, 2024 and remain in effect until June 30, 2027.
I. RECITALS
1.1 HIGH SCHOOL DISTRICT, LOS GATOS UNION, and TOWN desire to continue the formalized relationship and joint cooperative effort for a shared funding strategy between the participating entities for school resource officer services. The School Resource Officer Program (SRO) aims to foster an efficient and cohesive program building positive relationships between law enforcement and the youth of our community.
NOW, THEREFORE in consideration of the recitals and mutual promises contained herein, the Parties agree as follows:
II. AGREEMENTS
2.1 The Los Gatos-Monte Sereno Police Department shall assign one (1) sworn law enforcement officer to serve as SRO based on the “SRO Scope of Work” (contained in “Exhibit A”) and specified hours of service agreed upon within this agreement. The Los Gatos-Monte Sereno Police Department shall retain the exclusive right to exercise the customary functions of management. The Los Gatos-Monte Sereno Police Department reserves the right to remove the SRO at any time if Police Department staffing levels fall below acceptable norms.
2.2 The day-to-day operation and administrative control of the SRO Program will be the responsibility of the Police Department. Responsibility for the conduct of the SRO, both personally, and professionally, shall remain solely with the Los Gatos-Monte Sereno Police Department. The SRO is employed and retained by the Los Gatos-Monte Sereno Police Department, and in no event will be considered an employee of the respective entities.
2.3 The Police Department and the School District shall each name a contact person who will monitor the program. Each principal will designate a contact person for the school to facilitate communication.
2.4 Under this framework, the SRO is first and foremost a law enforcement officer for the providing law enforcement agency. The SRO shall be responsible for carrying out all duties and responsibilities of a law enforcement officer and shall always remain under the control, through the chain of command, of the law enforcement agency. All acts of commission or omission shall conform to the guidelines of the providing law enforcement agency directives.
ITEM NO. 7.
School Resource Officer Services ATTACHMENT 1
School officials should ensure that non-criminal student disciplinary matters remain the responsibility of school staff and not the SRO. Enforcement of the code of student conduct is the responsibility of teachers and administrators. The SRO shall refrain from being involved in the enforcement of disciplinary rules that do not constitute violations of law, except to support staff in maintaining a safe school environment.
2.5 The “SRO Scope of Work” is attached in “Exhibit A” of this agreement which covers specified SRO services provided, SRO hours of service, and SRO other duties and responsibilities while not serving under this agreement.
2.6 All Parties agree to provide funding for the school resource officer on an annual basis, to cover expenses including salary and benefits. Beginning September 1, 2024, Town shall invoice High School District and Los Gatos Union for SRO services in 12 monthly installments, annually. All invoices are due upon receipt. Fiscal year 2024/2025 is prorated two months based on the execution date of this new agreement.
All Parties shall contribute toward the total overall cost of the School Resource Officer as follows:
FY 24/25 & 25/26 SRO TOTAL COST SHARING AGREEMENT
FY 24/25 FY 25/26 FY 26/27
HIGH SCHOOL
DISTRICT 36%
$122,921.20 $156,666.00 $164,817.72
LOS GATOS UNION
14%
$47,802.70 $60,925.68 $64,095.84
TOWN Of LOS
GATOS 50%
$239,013.34 $217,591.77 $228,914.00
Total $409,737.24 $435,183.45 $457,827.56
SRO MONTHLY PAYMENT SCHEDULE FY 2024/2025 - FY 2026/2027 MONTH
HIGH
SCHOOL
DISTRICT
FY2024/2025
HIGH
SCHOOL
DISTRICT
FY2025/2026
HIGH
SCHOOL
DISTRICT
FY2026/2027
LOS GATOS
UNION
FY2024/2025
LOS GATOS
UNION
FY2025/2026
LOS GATOS
UNION
FY2026/2027
July N/A $13,055.50 $13,734.81 N/A $5,077.14 $5,341.32
August N/A $13,055.50 $13,734.81 N/A $5,077.14 $5,341.32 September $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32 October $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32 November $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32 December $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32 January $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32 February $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32 March $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32 April $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32 May $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32 June $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32 TOTAL $122,921.20 $156,666.00 $164,817.72 $47,802.70 $60,925.68 $64,095.84
ITEM NO. 7.
School Resource Officer Services ATTACHMENT 1
2.7 The TOWN will present an annual report to the Boards of Trustees of LOS GATOS UNION and the HIGH SCHOOL DISTRICT by the end of the school year, or as soon as possible following the school year. This report will inform the Boards about services provided to the LOS GATOS UNION and HIGH SCHOOL DISTRICT throughout the year, both on site at the elementary, middle school, High School and in the neighboring community. This report will be presented by the Chief of Police or Designee and the School Resource Officer.
III. INSURANCE AND INDEMNIFICATION
3.1 Mutual indemnification. Each Party agrees to indemnify, hold harmless, and defend the other Parties, their elected and appointed officials, employees, and agents, from any and all liabilities, claims, or losses of any nature, including attorney fees, to the extent caused by, arising out of, or in connection with, the indemnifying Party’s acts or omissions pursuant to this Agreement.
3.2 Each party to the agreement will hold all other parties harmless.
IV. TERM AND TERMINATION OF AGREEMENT
4.1 This Agreement shall take effect August 21, 2024 and remain in effect through June 30, 2027, unless terminated as set forth in this Agreement. At the termination date of this Agreement the parties authorize the Chief of Police or designee and High School District and Los Gatos Union School District Superintendents or designees to execute an amendment extending the term of this agreement until a new agreement is executed, but in no event shall the extension amendment exceed more than 90 days from the date of agreement termination.
4.2 All parties have the right to terminate this agreement, with or without cause.
The terminating party must give all other parties 60 days prior written notice thereof.
4.3 Notice of termination, in writing, may be issued by the Police Chief or Superintendents of the respective entities. If one or more schools terminate, each terminating school shall remain liable for any unpaid monthly obligation incurred prior to or after the termination through the end of that fiscal year for services rendered by the Town, pursuant to this Agreement.
4.4 This Agreement represents the entire agreement between High School District, Los Gatos Union, and Town. All prior or contemporaneous oral or written agreements by and between the parties and their agents and representatives with respect to the matters in this Agreement are revoked and extinguished by this Agreement.
4.5 No modification, waiver, mutual termination, or amendment of this Agreement is effective unless made in writing and signed by the Town and the Consultant.
4.6 In any dispute over any aspect of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, including costs of appeal.
ITEM NO. 7.
School Resource Officer Services ATTACHMENT 1
4.7 Any notices required pursuant to this Agreement shall be deemed to be properly given and mailed postage prepaid and addressed to:
TOWN OF LOS GATOS
Attn: Town Clerk
110 E. Main Street
Los Gatos, CA 95030
With a copy to:
Jamie Field, Police Chief
110 E. Main Street
Los Gatos, CA 95030
LOS GATOS-SARATOGA UNION SCHOOL DISTRICT
17421 Farley Road West
Los Gatos, CA 95032
LOS GATOS UNION SCHOOL DISTRICT
17010 Roberts Road
Los Gatos, CA 95032
ITEM NO. 7.
School Resource Officer Services ATTACHMENT 1
IN WITNESS WHEREOF, this Agreement is executed by LOS GATOS-SARATOGA HIGH SCHOOL DISTRICT, LOS GATOS UNION, and LOS GATOS.
APPROVED AS TO CONTENT:
___________________________________
Paul Johnson
Los Gatos Union School District
Superintendent
____________________________________
Bill Sanderson
Los Gatos-Saratoga Union High School District
Superintendent
FOR THE TOWN OF LOS GATOS:
Laurel Prevetti, Town Manger
Recommended by:
____________________________________
Jamie Field, Chief of Police
Approved as to Form:
Gabrielle Whelan, Town Attorney
Attest:
Wendy Wood, CMC, Town Clerk
ITEM NO. 7.
ATTACHMENT 2
“EXHIBIT A”
SCOPE OF WORK SCHOOL RESOURCE OFFICER (SRO)
MISSION:
The Los Gatos-Monte Sereno Police Department as part of the Town of Los Gatos (TOWN), HIGH SCHOOL DISTRICT, and LOS GATOS UNION, seeks to ensure an efficient and cohesive SRO program, building positive relationships between law enforcement, students, and school employees. The goal of the program is to create and maintain a safe school environment, while reducing crime and providing a law enforcement resource to school administrators, faculty, and students.
SRO ROLE AND RESPONSIBILITIES:
The SRO acts in accordance with the recommended National Association of School Resource Officers (NASRO) three roles of law enforcement officer, teacher, and informal counselor/mentor; however, they do not enforce academic school rules or policies or become involved with matters that are strictly related to school discipline issues. Los Gatos-Monte Sereno Police Department as part of the TOWN, HIGH SCHOOL DISTRICT, and LOS GATOS UNION have identified specific responsibilities of the SRO while serving at the schools to include:
Build collaborative working relationships with students, campus administrative staff and school faculty through positive interaction.
Provide formalized education to students and faculty on approved topics related to campus safety and preventative education related to illegal/criminal activity. Assist school administrators with the development and deployment of campus safety and emergency response plans.
Act as a law enforcement liaison and member of the HIGH SCHOOL DISTRICT Behavioral Intervention Team (BIT) program.
When requested, attend special activities, assemblies, or programs during school hours. Maintain law enforcement safety presence in and around school campuses related to crime deterrence and prevention, Safe Routes to School traffic safety, and promoting positive student, staff, and community interaction.
SERVICE HOURS:
SRO schedule will be defined in accordance with TOWN personnel rules and Police Officer’s Association Memorandum of Understanding.
SRO will work four days/week, 10 hour/days from 0700-1700 hours. SRO work week will be Tuesday to Friday, unless otherwise directed.
ITEM NO. 7.
ATTACHMENT 2
SRO will be assigned to dedicated SRO duties and presence at the schools in accordance with the School Districts’ Academic Attendance Calendar and during in-service academic hours. The remainder of the SRO daily shift hours will be allocated to the Investigations Division, where the SRO will be assigned to the investigation of Juvenile Crimes or as directed by his/her immediate supervisor.
Any additional work outside the allotted hours per week or special event presence needed by the SRO at a specific school or district function, will require HIGH SCHOOL DISTRICT and / or LOS GATOS UNION to reimburse TOWN at the special events officer rate per hour.
During the summer months and when there are extended breaks in the academic schedule, the SRO will be reassigned to the Patrol Division and not responsible for SRO functions.
Calls for service at the campuses of HIGH SCHOOL DISTRICT or LOS GATOS UNION requiring a police response when the SRO is not on campus or on duty, shall be referred to Police Dispatch for a patrol officer response.
SUPERVISION, EVALUATION, SELECTION:
The SRO position will be supervised by the Investigations Sergeant and will be assigned to the Investigations Division.
The SRO performance evaluations will be completed by the TOWN, SRO’s immediate supervisor, with input and feedback from HIGH SCHOOL DISTRICT and LOS GATOS UNION school representatives/liaisons.
The SRO position will be filled according to the Police Department selection process. The TOWN will make the final selection of any SRO, in consultation with the HIGH SCHOOL and LOS GATOS UNION.
TRAINING:
The SRO position is considered a specialized assignment within the Police Department, requiring specialized training.
The SRO is employed by the TOWN and is entitled to approved leaves of absence, required training, and other time off in accordance with TOWN personnel rules and POA MOU. Should there be an extended break in service by the SRO for any unforeseen circumstance, TOWN will identify a temporary or permanent replacement to fulfill SRO duties.
ITEM NO. 7.
ATTACHMENT 2
INFORMATION SHARING:
It is the understanding of the HIGH SCHOOL DISTRICT, LOS GATOS UNION, and TOWN that confidentiality and a student’s right to privacy are of the utmost importance in the administration of these services. Therefore, student records shall be kept confidential in accordance with all applicable laws and professional standards.
ITEM NO. 7.
School Resource Officer Services ATTACHMENT 3
AGREEMENT BETWEEN THE LOS GATOS-SARATOGA UNION HIGH SCHOOL DISTRICT, LOS GATOS
UNION ELEMENTARY SCHOOL DISTRICT, AND
THE TOWN OF LOS GATOS FOR SCHOOL RESOURCE OFFICER SERVICES This contract is dated for identification this 12th1
st day of October 2022August 2024 and is made by
and between the LOS GATOS-SARATOGA UNION HIGH SCHOOL DISTRICT, (hereinafter "HIGH SCHOOL DISTRICT"), the LOS GATOS UNION SCHOOL DISTRICT (hereinafter "LOS GATOS UNION") and the TOWN OF LOS GATOS (hereinafter "TOWN"), a California General Law City. HIGH SCHOOL DISTRICT, LOS GATOS UNION, and TOWN may be referred to as "Party" or "Parties'' in this Agreement. This agreement shall take effect on October 1, 2022August 21, 2024 and remain in effect until June 30, 20274.
I. RECITALS
1.1 HIGH SCHOOL DISTRICT, LOS GATOS UNION, and TOWN desire to continue the formalized relationship and joint cooperative effort for a shared funding strategy between the participating entities for school resource officer services. The School Resource Officer Program (SRO) aims to foster an efficient and cohesive program building positive relationships between law enforcement and the youth of our community.
NOW, THEREFORE in consideration of the recitals and mutual promises contained herein, the Parties agree as follows:
II. AGREEMENTS
2.1 The Los Gatos-Monte Sereno Police Department shall assign one (1) sworn law enforcement officer to serve as SRO based on the “SRO Scope of Work” (contained in “Exhibit A”) and specified hours of service agreed upon within this agreement. The Los Gatos-Monte Sereno Police Department shall retain the exclusive right to exercise the customary functions of management. The Los Gatos-Monte Sereno Police Department reserves the right to remove the SRO at any time if Police Department staffing levels fall below acceptable norms.
2.2 The day-to-day operation and administrative control of the SRO Program will be the responsibility of the Police Department. Responsibility for the conduct of the SRO, both personally, and professionally, shall remain solely with the Los Gatos-Monte Sereno Police Department. The SRO is employed and retained by the Los Gatos-Monte Sereno Police Department, and in no event will be considered an employee of the respective entities.
2.3 The Police Department and the School District shall each name a contact person who will monitor the program. Each principal will designate a contact person for the school to facilitate communication.
2.4 Under this framework, the SRO is first and foremost a law enforcement officer for the providing law enforcement agency. The SRO shall be responsible for carrying out all duties and responsibilities of a law enforcement officer and shall always remain under the control, through the chain of command, of the law enforcement agency. All acts of commission or
ITEM NO. 7.
School Resource Officer Services
omission shall conform to the guidelines of the providing law enforcement agency directives.
School officials should ensure that non-criminal student disciplinary matters remain the responsibility of school staff and not the SRO. Enforcement of the code of student conduct is the responsibility of teachers and administrators. The SRO shall refrain from being involved in the enforcement of disciplinary rules that do not constitute violations of law, except to support staff in maintaining a safe school environment.
2.5 The “SRO Scope of Work” is attached in “Exhibit A” of this agreement which covers specified SRO services provided, SRO hours of service, and SRO other duties and responsibilities while not serving under this agreement.
2.6 All Parties agree to provide funding for the school resource officer on an annual basis, to cover expenses including salary and benefits. Beginning September 1, 2024, Town shall invoice High School District and Los Gatos Union for SRO services in 12 monthly installments, annually. All invoices are due upon receipt. Fiscal year 20242/20253 is prorated three two months based on LOS GATOS UNION and HIGH SCHOOL DISTRICT payments beginning October 1, 2022.the execution date of this new agreement.
All Parties shall contribute toward the total overall cost of the School Resource Officer as follows:
FY 242/253 & 253/264 SRO TOTAL COST SHARING AGREEMENT
FY 242/253 FY 253/264 FY 26/27
HIGH SCHOOL
DISTRICT 36%
$89,504.46 (9
months)122,921.20
$119,339.28156,666.00 $164,817.72
LOS GATOS UNION
14%
$34,807.29 (9
months)47,802.70
$46,409.7260,925.68 $64,095.84
TOWN Of LOS
GATOS 50%
$207,186.25 (12
months)239,013.34
$165,749.00217,591.77 $228,914.00
Total $331,498.00409,737.24 $331,498.00435,183.45 $457,827.56 SRO MONTHLY PAYMENT SCHEDULE FY 2024/2025 - FY 2026/2027 MONTH
HIGH
SCHOOL
DISTRICT
FY2024/2025
HIGH
SCHOOL
DISTRICT
FY2025/2026
HIGH
SCHOOL
DISTRICT
FY2026/2027
LOS GATOS
UNION
FY2024/2025
LOS GATOS
UNION
FY2025/2026
LOS GATOS
UNION
FY2026/2027
July N/A $13,055.50 $13,734.81 N/A $5,077.14 $5,341.32
August N/A $13,055.50 $13,734.81 N/A $5,077.14 $5,341.32 September $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32 October $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32 November $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32 December $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32 January $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32 February $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32 March $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32 April $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32 May $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32
ITEM NO. 7.
School Resource Officer Services
June $12,292.12 $13,055.50 $13,734.81 $4,780.27 $5,077.14 $5,341.32 TOTAL $122,921.20 $156,666.00 $164,817.72 $47,802.70 $60,925.68 $64,095.84
2.7 The TOWN will present an annual report to the Boards of Trustees of LOS GATOS UNION and the HIGH SCHOOL DISTRICT by the end of the school year, or as soon as possible following the school year. This report will inform the Boards about services provided to the LOS GATOS UNION and HIGH SCHOOL DISTRICT throughout the year, both on site at the elementary, middle school, High School and in the neighboring community. This report will be presented by the Chief of Police or Designee and the School Resource Officer.
III. INSURANCE AND INDEMNIFICATION
3.1 Mutual indemnification. Each Party agrees to indemnify, hold harmless, and defend the other Parties, their elected and appointed officials, employees, and agents, from any and all liabilities, claims, or losses of any nature, including attorney fees, to the extent caused by, arising out of, or in connection with, the indemnifying Party’s acts or omissions pursuant to this Agreement..
3.2 Each party to the agreement will hold all other parties harmless.
IV. TERM AND TERMINATION OF AGREEMENT
4.1 This Agreement shall take effect October 1August 21, 20242 and remain in effect through June 30, 20274, unless terminated as set forth in this Agreement. At the termination date of this Agreement the parties authorize the Chief of Police or designee and High School District and Los Gatos Union School District Superintendents or designees to execute an amendment extending the term of this agreement until a new agreement is executed, but in no event shall the extension amendment exceed more than 90 days from the date of agreement termination.
4.2 All parties have the right to terminate this agreement, with or without cause.
The terminating party must give all other parties 60 days prior written notice thereof.
4.3 Notice of termination, in writing, may be issued by the Police Chief or Superintendents of the respective entities. If one or more schools terminate, each terminating school shall remain liable for any unpaid monthly obligation incurred prior to or after the termination through the end of that fiscal year for services rendered by the Town, pursuant to this Agreement.
4.4 This Agreement represents the entire agreement between High School District, Los Gatos Union, and Town. All prior or contemporaneous oral or written agreements by and between
ITEM NO. 7.
School Resource Officer Services
the parties and their agents and representatives with respect to the matters in this Agreement are revoked and extinguished by this Agreement.
4.5 No modification, waiver, mutual termination, or amendment of this Agreement is effective unless made in writing and signed by the Town and the Consultant.
4.6 In any dispute over any aspect of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, including costs of appeal.
4.7 Any notices required pursuant to this Agreement shall be deemed to be properly given and mailed postage prepaid and addressed to:
TOWN OF LOS GATOS
Attn: Town Clerk
110 E. Main Street
Los Gatos, CA 95030
With a copy to:
Jamie Field, Police Chief
110 E. Main Street
Los Gatos, CA 95030
LOS GATOS-SARATOGA UNION SCHOOL DISTRICT
17421 Farley Road West
Los Gatos, CA 95032
LOS GATOS UNION SCHOOL DISTRICT
17010 Roberts Road
Los Gatos, CA 95032
ITEM NO. 7.
School Resource Officer Services
IN WITNESS WHEREOF, this Agreement is executed by LOS GATOS-SARATOGA HIGH SCHOOL DISTRICT, LOS GATOS UNION, and LOS GATOS.
APPROVED AS TO CONTENT:
___________________________________
Paul Johnson
Los Gatos Union School District
Superintendent
____________________________________
Bill Sanderson
Los Gatos-Saratoga Union High School District
Superintendent
FOR THE TOWN OF LOS GATOS:
Laurel Prevetti, Town Manger
Recommended by:
____________________________________
Jamie Field, Chief of Police
Approved as to Form:
Gabrielle Whelan, Town Attorney
Attest:
Wendy Wood, CMC, Town Clerk
ITEM NO. 7.
PREPARED BY: Sai Kim
Chief Technology Officer
Reviewed by: Town Manager, Assistant Town Manager, Town Attorney, and Finance Director 110 E. Main Street Los Gatos, CA 95030 ● 406-354-6832
www.losgatosca.gov
TOWN OF LOS GATOS
COUNCIL AGENDA REPORT
MEETING DATE: 08/20/2024
ITEM NO: 8
8 DATE: August 12, 2024
TO: Mayor and Town Council
FROM: Laurel Prevetti, Town Manager
SUBJECT: Authorize the Town Manager to Execute a Third Amendment to the Agreement with Tyler Technologies to Increase Compensation by $25,930 for a Total Contract Amount Not to Exceed $1,320,991.
RECOMMENDATION:
Authorize the Town Manager to execute a third amendment (Attachment 1) to the agreement with Tyler Technologies to increase compensation by $25,930 for a total contract amount not to exceed $1,320,991.
BACKGROUND:
The Town of Los Gatos issued a Request for Proposal (RFP) to solicit responses from qualified firms offering proven, integrated solutions to replace the Town’s current CentralSquare FinancePlus Enterprise Resource Planning (ERP) system, specifically in the areas of Finance, Human Resources, Payroll, and Miscellaneous Billing.
Tyler Technologies was the only respondent to the Town’s RFP. The response to the RFP was reviewed by an inter-disciplinary Town team, evaluating the submittal based on enhanced reporting capabilities, streamlined process workflows, and self-service online services for residents, customers, and vendors.
The reviewers also assessed the proposer’s demonstration of organizational, functional, and technical capabilities, as well as the experience, expertise, and qualifications necessary to provide a fully integrated and proven ERP solution to include both implementation and ongoing maintenance and support. Based on staff’s overall assessment, it was decided to enter into an agreement with Tyler Technologies. Council approved this agreement at its June 21, 2022 meeting (see Attachment 2).
ITEM NO. 8.
PAGE 2 OF 2
SUBJECT: Authorize the Third Amendment to the Tyler Technologies Contract DATE: August 12, 2024
BACKGROUND (continued):
A first amendment was executed on August 17, 2022, to add language to the insurance section of the agreement at the Town Attorney’s request (see Attachment 3). A second amendment was executed on December 6th 2022, to include five years of historical data conversion (see Attachment 4).
DISCUSSION:
Staff has been working with Tyler Technologies on the implementation of the new ERP system.
During the process of completing various analysis on the current and future state of the new ERP system, staff went through a deeper dive into the available modules. Through this assessment, staff identified modules that did not fit the Town’s needs. The Town successfully outsourced the business license processing so there is no longer a need for the Business License module. The Contract and Bid Management modules were identified as solutions that did not fully meet the Town’s requirements. An alternative solution was identified for the managing contracts and bids which has since been implemented.
Additionally, the Town had to identify the online credit card processor solution as the implementation progressed further. This resulted in the addition of the Payment Processing module with third-party credit card processors which is included in this contract amendment.
The third-party credit processing fees will be passed to the customers and the fee schedule will be updated prior to go-live. The amendment includes the additional equipment required. As a result of the extended go-live date, additional project management time was also required.
Tyler Technologies has also provided a credit of $5,000 due to the challenges they are facing with the detailed General Ledger conversion.
This amendment will increase the total agreement amount $25,930. The breakdown of additional cost is shown on the next page.
ITEM NO. 8.
PAGE 3 OF 2
SUBJECT: Authorize the Third Amendment to the Tyler Technologies Contract DATE: August 12, 2024
DISCUSSION (continued):
CONCLUSION:
Authorize the Town Manager to execute a Second Amendment to the Agreement with Tyler Technologies to increase compensation by $25,930 for a total contract amount not to exceed $1,320,991.
FISCAL IMPACT:
Sufficient funds for this amendment are available in the project budget.
ENVIRONMENTAL ASSESSMENT:
This is not a project defined under CEQA, and no further action is required.
Attachments:
1. Third Amendment to Tyler Technologies Agreement (Exhibit 1 Tyler Quote)
2. Original Agreement Tyler Technologies Agreement
3. First Amendment to Tyler Technologies
4. Second Amendment to Tyler Technologies
Third Amendment - Tyler Agreement Cost
Tyler Payment Implementation
Integration Fee (Annual FY 2024/25 - FY 2026/27)
Cashiering API $ 10,797
SnapLogic- Up to 5 Integrations $ 12,000
Additional Equipment
5 Printer (TM -S9000II) $ 8,115
5 Cash Drawers $ 1,300
5 Payments Lane 7000 Terminals $ 2,645
Annual PCI Service Fee ( FY 2024/25 - FY 2026/27)
5 Payments PCI Service Fee per Equipment $ 2,700
Professional Services
Project Managament $ 1,480
Remote Implementation $ 7,400
Removal of Modules Not Required
Annual Service Fee ( FY 2024/25 - FY 2026/27) Removed
Bid Management $ (6,726)
Contract Management $ (6,678)
Business License $ (13,203)
Data Conversion
General Ledger Conversion Credit $ (5,000)
Extended Project Timeline
Additional Project Management Hours $ 11,100
Total Additional Cost of the Third Amendment $ 25,930
ITEM NO. 8.
1 AMENDMENT
This amendment (“Amendment”) is effective as of the date of signature of the last party to sign as indicated below (“Amendment Effective Date”), by and between Tyler Technologies, Inc. with offices at One Tyler Drive, Yarmouth, Maine 04096 (“Tyler”) and the Town of Los Gatos, California, with offices at 110 E. Main Street, Los Gatos, California 95030 (“Client”).
WHEREAS, Tyler and Client are parties to an agreement dated June 30, 2022 (“Agreement”); and WHEREAS, Tyler and Client desire to amend the terms of the Agreement as provided herein.
NOW THEREFORE, in consideration of the mutual promises hereinafter contained, Tyler and Client agree as follows:
1. Bid Management, Contract Management, Business Licenses. a. The following Tyler Software as a Service (SaaS) are hereby removed from the Agreement as of July 1, 2024:
Bid Management ($2,242/year)
Contract Management ($2,226/year)
Business Licenses ($4,401/year)
b. As of such date, Client’s right to access the above-listed software is terminated, as are Tyler’s obligations to maintain, support, host and update such software. c. Additionally, Client’s SaaS fees payment obligation for the above-listed software ends on the same date.
2. Project Timeline. Exhibit E (Statement of Work), Section 11.1, is hereby amended as follows:
Phase 1, Financials
Start Date – July 2022
Go-Live Date – February 2025
Phase 2, Human Capital Management
Start Date – January 2023
Go-Live Date – February 2025
3. The items set forth in the sales quotations attached as Exhibit 1 to this Amendment are hereby added to the Agreement as of the first day of the first month following the Amendment Effective Date and, notwithstanding anything to the contrary in Exhibit 1, ending coterminous with the SaaS Term as defined in the Agreement. Payment of fees and costs for such items shall conform to the following terms:
ATTACHMENT 1
ITEM NO. 8.
2 a. SaaS Fees. As of the first day of the first month following the Amendment Effective Date, the annual SaaS fees payable under the Agreement shall be increased by $7,599, with a quarterly payment increase of $1,899.75. Subsequent SaaS Fees shall be invoiced in accordance with the terms of the Agreement.
b. Transaction Fees. Unless paid directly by an end user at the time of transaction, per transaction (call, message, etc.) fees are invoiced on a quarterly basis. Fees are indicated in the Investment Summary and may be increased by Tyler upon notice of no less than thirty (30) days.
c. Services Fees & Expenses. Services added to the Agreement pursuant to this Amendment, along with applicable expenses, shall be invoiced as provided and/or incurred.
d. Hardware Fees. Fees for Hardware are due on delivery of the respective Hardware. e. Hardware Maintenance Fees. The first year maintenance fee for Hardware is invoiced upon delivery of the hardware. Subsequent annual maintenance fees for hardware are invoiced annually, in advance, at then-current rates, upon each anniversary thereof.
4. The cost for the “5yr Detailed GL History Conversion” is hereby changed from $30,000 to $25,000.
5. This Amendment shall be governed by and construed in accordance with the terms and conditions of the Agreement.
6. Except as expressly indicated in this Amendment, all other terms and conditions of the Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the dates set forth below.
Tyler Technologies, Inc. Town of Los Gatos, California
By: By:
Name: Name:
Title: Title:
Date: Date:
ITEM NO. 8.
Exhibit 1
1 Exhibit 1
Amendment Investment Summary
The following Investment Summary details the software, products, and services to be delivered by us to you under the Agreement. This Investment Summary is effective as of the Effective Date, despite any expiration date in the Investment Summary that may have lapsed as of the Effective Date. Capitalized terms not otherwise defined will have the meaning assigned to such terms in the Agreement. In the event of conflict between the Agreement and terms in the Comments section of this Investment Summary, the language in the Agreement will prevail.
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
ITEM NO. 8.
2024-470348-L6Y4G3 CONFIDENTIAL Page 1
Quoted By: Jennifer Wahlbrink
Quote Expiration: 10/28/24
Quote Name: Town of Los Gatos - ERP - Tyler
Payments
Quote Description: Passing model
Saas Term 1.00
Sales Quotation For: Shipping Address:
Town of Los Gatos
110 E Main St Lbby
Los Gatos CA 95030-6945
Tyler SaaS and Related Services
Description Qty Imp. Hours Annual Fee
Integrations
Cashiering API 1 40 $ 3,599.00
SnapLogic - Up to 5 Integrations 1 0 $ 4,000.00
TOTAL 40 $ 7,599.00
Professional Services
Description Quantity Unit Price Ext Discount Extended Price Maintenance Project Management 8 $ 185.00 $ 0.00 $ 1,480.00 $ 0.00
Remote Implementation 40 $ 185.00 $ 0.00 $ 7,400.00 $ 0.00 TOTAL $ 8,880.00 $ 0.00
Payments
ITEM NO. 8.
2024-470348-L6Y4G3 CONFIDENTIAL Page 2
Use Case List Price Service % Min
Basis
Points Rate Cap POS Online IVR
Payments - Payer Card Cost - Service Fees
Enterprise ERP
Enterprise ERP Payments General Billing 3.95% $ 2.50 X X Tyler Enterprise Payments Code Enforcement 3.95% $ 2.50 X X Tyler Enterprise Payments Licenses 3.95% $ 2.50 X X
Tyler Enterprise Payments Planning 3.95% $ 2.50 X X
Tyler Enterprise Payments Permits 3.95% $ 2.50 X X
Payments - Other Fees
Enterprise ERP
Payer eCheck Cost $ 1.95
eCheck Rejects $ 5.00
Credit Card Chargebacks $ 15.00
Payer Card Cost Per card transaction with Visa, MasterCard, Discover, and American Express.
Payer eCheck Cost Per electronic check transaction.
eCheck Rejects When an eCheck transaction comes back as declined (e.g bounced check) Credit Card Chargebacks If a card payer disputes a transaction at the card issuing bank (e.g. stolen card) 3rd Party Hardware, Software and Services
Description Qty Unit Price
Unit
Discount Total Price
Unit
Maint/SaaS
Unit
Maint/SaaS
Discount
Total
Maint/SaaS
Payments Lane 7000 Terminal Purchase 1 $ 529.00 $ 0.00 $ 529.00 $ 0.00 $ 0.00 $ 0.00 Payments PCI Service Fee (Per Device) 1 $ 0.00 $ 0.00 $ 0.00 $ 180.00 $ 0.00 $ 180.00 TOTAL $ 529.00 $ 180.00
Summary One Time Fees Recurring Fees
Total Tyler License Fees $ 0.00 $ 0.00
Total SaaS $ 0.00 $ 7,599.00
ITEM NO. 8.
2024-470348-L6Y4G3 CONFIDENTIAL Page 3
Total Tyler Services $ 8,880.00 $ 0.00
Total Third-Party Hardware, Software, Services $ 529.00 $ 180.00 Summary Total $ 9,409.00 $ 7,779.00
Contract Total $ 17,188.00
Unless otherwise indicated in the contract or amendment thereto, pricing for optional items will be held For six (6) months from the Quote date or the Effective Date of the Contract, whichever is later.
Customer Approval: Date:
Print Name: P.O.#:
All Primary values quoted in US Dollars
Comments
Client agrees that items in this sales quotation are, upon Client's signature or approval of same, hereby added to the existing agreement ("Agreement") between the parties and subject to its terms. Additionally, payment for said items, as applicable but subject to any listed assumptions herein, shall conform to the following terms:
• License fees for Tyler and third party software are invoiced upon the earlier of (i) deliver of the license key or (ii) when Tyler makes such software available for download by the Client;
• Fees for hardware are invoiced upon delivery;
• Fees for year one of hardware maintenance are invoiced upon delivery of the hardware; • Annual Maintenance and Support fees, SaaS fees, Hosting fees, and Subscription fees are first payable when Tyler makes the software available for download by the Client (for Maintenance) or on the first day of the month following the date this quotation was signed (for SaaS, Hosting, and Subscription), and any such fees are prorated to align with the applicable term under the Agreement, with renewals invoiced annually thereafter in accord with the Agreement.
ITEM NO. 8.
2024-470348-L6Y4G3 CONFIDENTIAL Page 4
• Fees for services included in this sales quotation shall be invoiced as indicated below. • Implementation and other professional services fees shall be invoiced as delivered. • Fixed-fee Business Process Consulting services shall be invoiced 50% upon delivery of the Best Practice Recommendations, by module, and 50% upon delivery of custom desktop procedures, by module. • Fixed-fee conversions are invoiced 50% upon initial delivery of the converted data, by conversion module, and 50% upon Client acceptance to load the converted data into Live/Production environment, by conversion module. • Except as otherwise provided, other fixed price services are invoiced upon complete delivery of the service. For the avoidance of doubt, where "Project Planning Services" are provided, payment shall be invoiced upon delivery of the Implementation Planning document.
Dedicated Project Management services, if any, will be invoiced monthly in arrears, beginning on the first day of the month immediately following initiation of project planning.
• If Client has purchased any change management services, those services will be invoiced in accordance with the Agreement. • Notwithstanding anything to the contrary stated above, the following payment terms shall apply to services fees specifically for migrations: Tyler will invoice Client 50% of any Migration Fees listed above upon Client approval of the product suite migration schedule. The remaining 50%, by line item, will be billed upon the go-live of the applicable product suite. Tyler will invoice Client for any Project Management Fees listed above upon the go-live of the first product suite. Unless otherwise indicated on this Sales quotation, annual services will be invoiced in advance, for annual terms commencing on the date this sales quotation is signed by the Client. If listed annual service(s) is an addition to the same service presently existing under the Agreement, the first term of the added annual service will be prorated to expire coterminous with the existing annual term for the service, with renewals to occur as indicated in the Agreement.
• Expenses associated with onsite services are invoiced as incurred.
Tyler's quote contains estimates of the amount of services needed, based on our preliminary understanding of the scope, level of engagement, and timeline as defined in the Statement of Work (SOW) for your project. The actual amount of services required may vary, based on these factors.
Tyler's pricing is based on the scope of proposed products and services contracted from Tyler. Should portions of the scope of products or services be altered by the Client, Tyler reserves the right to adjust prices for the remaining scope accordingly.
Unless otherwise noted, prices submitted in the quote do not include travel expenses incurred in accordance with Tyler's then-current Business Travel Policy.
Tyler's prices do not include applicable local, city or federal sales, use excise, personal property or other similar taxes or duties, which you are responsible for determining and remitting. Installations are completed remotely but can be done onsite upon request at an additional cost.
In the event Client cancels services less than four (4) weeks in advance, Client is liable to Tyler for (i) all non-refundable expenses incurred by Tyler on Client's behalf; and (ii) daily fees associated with the cancelled services if Tyler is unable to re-assign its personnel.
The Implementation Hours included in this quote assume a work split effort of 70% Client and 30% Tyler.
ITEM NO. 8.
2024-470348-L6Y4G3 CONFIDENTIAL Page 5
Implementation Hours are scheduled and delivered in four (4) or eight (8) hour increments.
Tyler provides onsite training for a maximum of 12 people per class. In the event that more than 12 users wish to participate in a training class or more than one occurrence of a class is needed, Tyler will either provide additional days at then-current rates for training or Tyler will utilize a Train-the-Trainer approach whereby the client designated attendees of the initial training can thereafter train the remaining users.
Fees for year one of hardware maintenance will be invoiced as of the first day of the calendar month following the date the hardware is delivered and may be prorated to end coterminous with the Annual Support Maintenance term. Subsequent annual hardware maintenance fees shall be invoiced together with the Annual Support Maintenance term in accordance with the terms of the Agreement.
Your use of Payments and any related items included on this order is subject to the terms found at: https://www.tylertech.com/terms/paymentcard-processing-agreement. By signing this order or the agreement in which it is included, you agree you have read, understand, and agree to such terms. Please see attached Payments fee schedule.
Standard Project Management responsibilities include project plan creation, initial stakeholder presentation, bi-weekly status calls, updating of project plan task statuses, and go-live planning activities.
ITEM NO. 8.
2024-476312-T6V5M5 CONFIDENTIAL Page 1
Quoted By: Jennifer Wahlbrink
Quote Expiration: 12/01/24
Quote Name: Town of Los Gatos-EERPAdditional PM Days
Quote Description: 8-6-24 Town of Los Gatos, CA -
Additional PM Hours
Sales Quotation For: Shipping Address:
Town of Los Gatos
110 E Main St Lbby
Los Gatos CA 95030-6945
Professional Services
Description Quantity Unit Price Ext Discount Extended Price Maintenance Non-Billable PM Hours 16 $ 0.00 $ 0.00 $ 0.00 $ 0.00
Project Management 60 $ 185.00 $ 0.00 $ 11,100.00 $ 0.00 TOTAL $ 11,100.00 $ 0.00
Summary One Time Fees Recurring Fees
Total Tyler License Fees $ 0.00 $ 0.00
Total SaaS $ 0.00 $ 0.00
Total Tyler Services $ 11,100.00 $ 0.00
ITEM NO. 8.
2024-476312-T6V5M5 CONFIDENTIAL Page 2
Total Third-Party Hardware, Software, Services $ 0.00 $ 0.00 Summary Total $ 11,100.00 $ 0.00
Contract Total $ 11,100.00
Unless otherwise indicated in the contract or amendment thereto, pricing for optional items will be held For six (6) months from the Quote date or the Effective Date of the Contract, whichever is later.
Customer Approval: Date:
Print Name: P.O.#:
All Primary values quoted in US Dollars
Comments
Client agrees that items in this sales quotation are, upon Client's signature or approval of same, hereby added to the existing agreement ("Agreement") between the parties and subject to its terms. Additionally, payment for said items, as applicable but subject to any listed assumptions herein, shall conform to the following terms:
• License fees for Tyler and third party software are invoiced upon the earlier of (i) deliver of the license key or (ii) when Tyler makes such software available for download by the Client;
• Fees for hardware are invoiced upon delivery;
• Fees for year one of hardware maintenance are invoiced upon delivery of the hardware; • Annual Maintenance and Support fees, SaaS fees, Hosting fees, and Subscription fees are first payable when Tyler makes the software available for download by the Client (for Maintenance) or on the first day of the month following the date this quotation was signed (for SaaS, Hosting, and Subscription), and any such fees are prorated to align with the applicable term under the Agreement, with renewals invoiced annually thereafter in accord with the Agreement.
• Fees for services included in this sales quotation shall be invoiced as indicated below. • Implementation and other professional services fees shall be invoiced as delivered.
ITEM NO. 8.
2024-476312-T6V5M5 CONFIDENTIAL Page 3
• Fixed-fee Business Process Consulting services shall be invoiced 50% upon delivery of the Best Practice Recommendations, by module, and 50% upon delivery of custom desktop procedures, by module. • Fixed-fee conversions are invoiced 50% upon initial delivery of the converted data, by conversion module, and 50% upon Client acceptance to load the converted data into Live/Production environment, by conversion module. • Except as otherwise provided, other fixed price services are invoiced upon complete delivery of the service. For the avoidance of doubt, where "Project Planning Services" are provided, payment shall be invoiced upon delivery of the Implementation Planning document.
Dedicated Project Management services, if any, will be invoiced monthly in arrears, beginning on the first day of the month immediately following initiation of project planning.
• If Client has purchased any change management services, those services will be invoiced in accordance with the Agreement. • Notwithstanding anything to the contrary stated above, the following payment terms shall apply to services fees specifically for migrations: Tyler will invoice Client 50% of any Migration Fees listed above upon Client approval of the product suite migration schedule. The remaining 50%, by line item, will be billed upon the go-live of the applicable product suite. Tyler will invoice Client for any Project Management Fees listed above upon the go-live of the first product suite. Unless otherwise indicated on this Sales quotation, annual services will be invoiced in advance, for annual terms commencing on the date this sales quotation is signed by the Client. If listed annual service(s) is an addition to the same service presently existing under the Agreement, the first term of the added annual service will be prorated to expire coterminous with the existing annual term for the service, with renewals to occur as indicated in the Agreement.
• Expenses associated with onsite services are invoiced as incurred.
Tyler's quote contains estimates of the amount of services needed, based on our preliminary understanding of the scope, level of engagement, and timeline as defined in the Statement of Work (SOW) for your project. The actual amount of services required may vary, based on these factors.
Tyler's pricing is based on the scope of proposed products and services contracted from Tyler. Should portions of the scope of products or services be altered by the Client, Tyler reserves the right to adjust prices for the remaining scope accordingly.
Unless otherwise noted, prices submitted in the quote do not include travel expenses incurred in accordance with Tyler's then-current Business Travel Policy.
Tyler's prices do not include applicable local, city or federal sales, use excise, personal property or other similar taxes or duties, which you are responsible for determining and remitting. Installations are completed remotely but can be done onsite upon request at an additional cost.
In the event Client cancels services less than four (4) weeks in advance, Client is liable to Tyler for (i) all non-refundable expenses incurred by Tyler on Client's behalf; and (ii) daily fees associated with the cancelled services if Tyler is unable to re-assign its personnel.
The Implementation Hours included in this quote assume a work split effort of 70% Client and 30% Tyler.
Implementation Hours are scheduled and delivered in four (4) or eight (8) hour increments.
ITEM NO. 8.
2024-476312-T6V5M5 CONFIDENTIAL Page 4
Tyler provides onsite training for a maximum of 12 people per class. In the event that more than 12 users wish to participate in a training class or more than one occurrence of a class is needed, Tyler will either provide additional days at then-current rates for training or Tyler will utilize a Train-the-Trainer approach whereby the client designated attendees of the initial training can thereafter train the remaining users.
Standard Project Management responsibilities include project plan creation, initial stakeholder presentation, bi-weekly status calls, updating of project plan task statuses, and go-live planning activities.
ITEM NO. 8.
1 SOFTWARE AS A SERVICE AGREEMENT
This Software as a Service Agreement is made between Tyler Technologies, Inc. and Client.
WHEREAS, Client selected Tyler to provide certain products and services set forth in the Investment Summary, including providing Client with access to Tyler’s proprietary software products, and Tyler desires to provide such products and services under the terms of this Agreement; NOW THEREFORE, in consideration of the foregoing and of the mutual covenants and promises set forth in this Agreement, Tyler and Client agree as follows:
SECTION A – DEFINITIONS
“Agreement” means this Software as a Service Agreement. “Business Travel Policy” means our business travel policy. A copy of our current Business Travel Policy is attached as Schedule 1 to Exhibit B.
“Client” means the Town of Los Gatos, California.
“Data” means your data necessary to utilize the Tyler Software. “Data Storage Capacity” means the contracted amount of storage capacity for your Data identified in the Investment Summary.
“Defect” means a failure of the Tyler Software to substantially conform to the functional descriptions set forth in our written proposal to you, or their functional equivalent. Future functionality may be updated, modified, or otherwise enhanced through our maintenance and support services, and the governing functional descriptions for such future functionality will be set forth in our then-current Documentation.
“Defined Users” means the number of users that are authorized to use the SaaS Services. The Defined Users for the Agreement are as identified in the Investment Summary. If Exhibit A contains EnerGov labeled software, defined users mean the maximum number of named users that are authorized to use the EnerGov labeled modules as indicated in the Investment Summary.
“Developer” means a third party who owns the intellectual property rights to Third Party Software.
“Documentation” means any online or written documentation related to the use or functionality of the Tyler Software that we provide or otherwise make available to you, including instructions, user guides, manuals and other training or self-help documentation. “Effective Date” means the date by which both your and our authorized representatives have signed the Agreement.
“Force Majeure” means an event beyond the reasonable control of you or us, including, without limitation, governmental action, war, riot or civil commotion, fire, natural disaster, or any other cause that could not with reasonable diligence be foreseen or prevented by you or us. “Investment Summary” means the agreed upon cost proposal for the products and services attached as Exhibit A.
ATTACHMENT 2
ITEM NO. 8.
2 “Invoicing and Payment Policy” means the invoicing and payment policy. A copy of our current Invoicing and Payment Policy is attached as Exhibit B.
“Order Form” means an ordering document that includes a quote or investment summary and specifying the items to be provided by Tyler to Client, including any addenda and supplements thereto.
“SaaS Fees” means the fees for the SaaS Services identified in the Investment Summary. “SaaS Services” means software as a service consisting of system administration, system management, and system monitoring activities that Tyler performs for the Tyler Software, and includes the right to access and use the Tyler Software, receive maintenance and support on the Tyler Software, including Downtime resolution under the terms of the SLA, and Data storage and archiving. SaaS Services do not include support of an operating system or hardware, support outside of our normal business hours, or training, consulting or other professional services. “SLA” means the service level agreement. A copy of our current SLA is attached hereto as Exhibit C.
“Statement of Work” means the industry standard implementation plan describing how our professional services will be provided to implement the Tyler Software, and outlining your and our roles and responsibilities in connection with that implementation. The Statement of Work is attached as Exhibit E.
“Support Call Process” means the support call process applicable to all of our customers who have licensed the Tyler Software. A copy of our current Support Call Process is attached as Schedule 1 to Exhibit C.
“Third Party Hardware” means the third party hardware, if any, identified in the Investment Summary.
“Third Party Products” means the Third Party Software and Third Party Hardware. “Third Party SaaS Services” means software as a service provided by a third party, if any, identified in the Investment Summary.
“Third Party Services” means the third party services, if any, identified in the Investment Summary.
“Third Party Software” means the third party software, if any, identified in the Investment Summary.
“Third Party Terms” means, if any, the end user license agreement(s) or similar terms for the Third Party Products or other parties’ products or services, as applicable, and attached or indicated at Exhibit D.
“Tyler” means Tyler Technologies, Inc., a Delaware corporation. “Tyler Software” means our proprietary software, including any integrations, custom modifications, and/or other related interfaces identified in the Investment Summary and licensed by us to you through this Agreement.
“we”, “us”, “our” and similar terms mean Tyler.
“you” and similar terms mean Client.
SECTION B – SAAS SERVICES
1. Rights Granted. We grant to you the non-exclusive, non-assignable limited right to use the SaaS Services solely for your internal business purposes for the number of Defined Users only. The Tyler Software will be made available to you according to the terms of the SLA. You acknowledge that we have no delivery obligations and we will not ship copies of the Tyler Software as part of the SaaS Services. You may use the SaaS Services to access updates and enhancements to the Tyler Software,
ITEM NO. 8.
3 as further described in Section C(9). The foregoing notwithstanding, to the extent we have sold you perpetual licenses for Tyler Software, if and listed in the Investment Summary, for which you are receiving SaaS Services, your rights to use such Tyler Software are perpetual, subject to the terms and conditions of this Agreement including, without limitation, Section B(4). We will make any such software available to you for download.
2. SaaS Fees. You agree to pay us the SaaS Fees. Those amounts are payable in accordance with our Invoicing and Payment Policy. The SaaS Fees are based on the number of Defined Users and amount of Data Storage Capacity. You may add additional users or additional data storage capacity on the terms set forth in Section H(1). In the event you regularly and/or meaningfully exceed the Defined Users or Data Storage Capacity, we reserve the right to charge you additional fees commensurate with the overage(s).
3. Ownership.
3.1 We retain all ownership and intellectual property rights to the SaaS Services, the Tyler Software, and anything developed by us under this Agreement. You do not acquire under this Agreement any license to use the Tyler Software in excess of the scope and/or duration of the SaaS Services.
3.2 The Documentation is licensed to you and may be used and copied by your employees for internal, non-commercial reference purposes only.
3.3 You retain all ownership and intellectual property rights to the Data. You expressly recognize that except to the extent necessary to carry out our obligations contained in this Agreement, we do not create or endorse any Data used in connection with the SaaS Services.
4. Restrictions. You may not: (a) make the Tyler Software or Documentation resulting from the SaaS Services available in any manner to any third party for use in the third party’s business operations; (b) modify, make derivative works of, disassemble, reverse compile, or reverse engineer any part of the SaaS Services; (c) access or use the SaaS Services in order to build or support, and/or assist a third party in building or supporting, products or services competitive to us; or (d) license, sell, rent, lease, transfer, assign, distribute, display, host, outsource, disclose, permit timesharing or service bureau use, or otherwise commercially exploit or make the SaaS Services, Tyler Software, or Documentation available to any third party other than as expressly permitted by this Agreement.
5. Software Warranty. We warrant that the Tyler Software will perform without Defects during the term of this Agreement. If the Tyler Software does not perform as warranted, we will use all reasonable efforts, consistent with industry standards, to cure the Defect in accordance with the maintenance and support process set forth in Section C(9), below, the SLA and our then current Support Call Process.
6. SaaS Services.
6.1 Our SaaS Services are audited at least yearly in accordance with the AICPA’s Statement on Standards for Attestation Engagements (“SSAE”) No. 18. We have attained, and will maintain, SOC 1 and SOC 2 compliance, or its equivalent, for so long as you are timely paying for SaaS Services. The scope of audit coverage varies for some Tyler Software solutions. Upon execution of a mutually agreeable Non-Disclosure Agreement (“NDA”), we will provide you with a
ITEM NO. 8.
4 summary of our compliance report(s) or its equivalent. Every year thereafter, for so long as the NDA is in effect and in which you make a written request, we will provide that same information. If our SaaS Services are provided using a 3rd party data center, we will provide available compliance reports for that data center.
6.2 You will be hosted on shared hardware in a Tyler data center or in a third-party data center. In either event, databases containing your Data will be dedicated to you and inaccessible to our other customers.
6.3 Our Tyler data centers have fully-redundant telecommunications access, electrical power, and the required hardware to provide access to the Tyler Software in the event of a disaster or component failure. In the event of a data center failure, we reserve the right to employ our disaster recovery plan for resumption of the SaaS Services. In that event, we commit to a Recovery Point Objective (“RPO”) of 24 hours and a Recovery Time Objective (“RTO”) of 24 hours. RPO represents the maximum duration of time between the most recent recoverable copy of your hosted Data and subsequent data center failure. RTO represents the maximum duration of time following data center failure within which your access to the Tyler Software must be restored.
6.4 We conduct annual penetration testing of either the production network and/or web application to be performed. We will maintain industry standard intrusion detection and prevention systems to monitor malicious activity in the network and to log and block any such activity. We will provide you with a written or electronic record of the actions taken by us in the event that any unauthorized access to your database(s) is detected as a result of our security protocols. We will undertake an additional security audit, on terms and timing to be mutually agreed to by the parties, at your written request. You may not attempt to bypass or subvert security restrictions in the SaaS Services or environments related to the Tyler Software.
Unauthorized attempts to access files, passwords or other confidential information, and unauthorized vulnerability and penetration test scanning of our network and systems (hosted or otherwise) is prohibited without the prior written approval of our IT Security Officer.
6.5 We test our disaster recovery plan on an annual basis. Our standard test is not client-specific.
Should you request a client-specific disaster recovery test, we will work with you to schedule and execute such a test on a mutually agreeable schedule. At your written request, we will provide test results to you within a commercially reasonable timeframe after receipt of the request.
6.6 We will be responsible for importing back-up and verifying that you can log-in. You will be responsible for running reports and testing critical processes to verify the returned Data.
6.7 We provide secure Data transmission paths between each of your workstations and our servers.
6.8 Tyler data centers are accessible only by authorized personnel with a unique key entry. All other visitors to Tyler data centers must be signed in and accompanied by authorized personnel.
Entry attempts to the data center are regularly audited by internal staff and external auditors to ensure no unauthorized access.
6.9 Where applicable with respect to our applications that take or process card payment data, we
ITEM NO. 8.
5 are responsible for the security of cardholder data that we possess, including functions relating to storing, processing, and transmitting of the cardholder data and affirm that, as of the Effective Date, we comply with applicable requirements to be considered PCI DSS compliant and have performed the necessary steps to validate compliance with the PCI DSS. We agree to supply the current status of our PCI DSS compliance program in the form of an official Attestation of Compliance, which can be found at https://www.tylertech.com/aboutus/compliance, and in the event of any change in our status, will comply with applicable notice requirements.
SECTION C – PROFESSIONAL SERVICES
1. Professional Services. We will provide you the various implementation-related services itemized in the Investment Summary and described in the Statement of Work. After the Effective Date, and in coordination with the Project kickoff activities identified in the Statement of Work, we will make our project staffing assignments. Upon request, Tyler will provide you with project resumes that will demonstrate relevant experience with past projects for project team members that are allocated for onsite services. You agree that those resumes are for your information and planning purposes only.
Once our key project team members are assembled and your counterparts have been identified, both parties agree that, except for reasons outside of their control, the parties will not remove staff and personnel from their assigned project roles without reasonable advance notice and good cause, and that they will work together to mitigate project impacts after any such removal. The parties will also work together to manage the project impact resulting from the temporary unavailability of project staff from either party. We agree to use commercially reasonable efforts to maintain consistency of project personnel and commit to replacement resources having sufficient project knowledge, without additional cost to you, in order to render services in accordance with contractual requirements. If any staff turnover occurs on the Tyler project team, Client will not be responsible for any additional costs related to the aforesaid turnover.
In the event Tyler personnel are not providing services consistent with our services warranty or are otherwise negatively impacting the project, you will notify us of that deficiency and give us a reasonable opportunity to address the issue(s). In the event the deficiency persists, we will replace that project member, upon written request and demonstration of good cause. Replacement staff will be assigned following the same processes set forth above and shall have reasonably sufficient experience and project knowledge to fulfill applicable obligations under the Agreement. The foregoing notwithstanding, if the replacement personnel is providing services onsite, you shall remain liable for travel expenses incurred by such personnel, to be invoiced in accordance with the Business Travel Policy.
2. Professional Services Fees. You agree to pay us the professional services fees in the amounts set forth in the Investment Summary. Those amounts are payable in accordance with our Invoicing and Payment Policy. You acknowledge that the fees stated in the Investment Summary are good-faith estimates of the amount of time and materials required for your implementation. We will bill you the actual fees incurred based on the in-scope services provided to you. Any discrepancies in the total values set forth in the Investment Summary will be resolved by multiplying the applicable hourly rate by the quoted hours.
ITEM NO. 8.
6 3. Additional Services. The Investment Summary contains, and the Statement of Work describes, the scope of services and related costs (including programming and/or interface estimates) required for the project based on our understanding of the specifications you supplied. If additional work is required, or if you use or request additional services, we will provide you with an addendum or change order, as applicable, outlining the costs for the additional work. The price quotes in the addendum or change order will be valid for thirty (30) days from the date of the quote.
4. Cancellation. If travel is required, we will make all reasonable efforts to schedule travel for our personnel, including arranging travel reservations, at least two (2) weeks in advance of commitments. Therefore, if you cancel services less than two (2) weeks in advance (other than for Force Majeure or breach by us), you will be liable for all (a) non-refundable expenses incurred by us on your behalf, and (b) daily fees associated with cancelled professional services if we are unable to reassign our personnel. We will make all reasonable efforts to reassign personnel in the event you cancel within two (2) weeks of scheduled commitments.
5. Services Warranty. We will perform the services in a professional, workmanlike manner, consistent with industry standards. In the event we provide services that do not conform to this warranty, we will re-perform such services at no additional cost to you.
6. Site Access and Requirements. At no cost to us, you agree to provide us with full and free access to your personnel, facilities, and equipment as may be reasonably necessary for us to provide implementation services, subject to any reasonable security protocols or other written policies provided to us as of the Effective Date, and thereafter as mutually agreed to by you and us.
7. Background Checks. For at least the past twelve (12) years, all of our employees have undergone criminal background checks prior to hire. All employees sign our confidentiality agreement and security policies.
8. Client Assistance. You acknowledge that the implementation of the Tyler Software is a cooperative process requiring the time and resources of your personnel. You agree to use all reasonable efforts to cooperate with and assist us as may be reasonably required to meet the agreed upon project deadlines and other milestones for implementation. This cooperation includes at least working with us to schedule the implementation-related services outlined in this Agreement. We will not be liable for failure to meet any deadlines and milestones when such failure is due to Force Majeure or to the failure by your personnel to provide such cooperation and assistance (either through action or omission).
9. Maintenance and Support. For so long as you timely pay your SaaS Fees according to the Invoicing and Payment Policy, then in addition to the terms set forth in the SLA and the Support Call Process, we will:
9.1 perform our maintenance and support obligations in a professional, good, and workmanlike manner, consistent with industry standards, to resolve Defects in the Tyler Software (subject to any applicable release life cycle policy);
9.2 provide support during our established support hours;
9.3 maintain personnel that are sufficiently trained to be familiar with the Tyler Software and Third
ITEM NO. 8.
7 Party Software, if any, in order to provide maintenance and support services;
9.4 make available to you all releases to the Tyler Software (including updates and enhancements) that we make generally available without additional charge to customers who have a maintenance and support agreement in effect; and
9.5 provide non-Defect resolution support of prior releases of the Tyler Software in accordance with any applicable release life cycle policy.
We will use all reasonable efforts to perform support services remotely. Currently, we use a third-party secure unattended connectivity tool called Bomgar, as well as GotoAssist by Citrix. Therefore, you agree to maintain a high-speed internet connection capable of connecting us to your PCs and server(s). You agree to provide us with a login account and local administrative privileges as we may reasonably require to perform remote services. We will, at our option, use the secure connection to assist with proper diagnosis and resolution, subject to any reasonably applicable security protocols. If we cannot resolve a support issue remotely, we may be required to provide onsite services. In such event, we will be responsible for our travel expenses, unless it is determined that the reason onsite support was required was a reason outside our control. Either way, you agree to provide us with full and free access to the Tyler Software, working space, adequate facilities within a reasonable distance from the equipment, and use of machines, attachments, features, or other equipment reasonably necessary for us to provide the maintenance and support services, all at no charge to us. We strongly recommend that you also maintain your VPN for backup connectivity purposes.
For the avoidance of doubt, SaaS Fees do not include the following services: (a) onsite support (unless Tyler cannot remotely correct a Defect in the Tyler Software, as set forth above); (b) application design; (c) other consulting services; or (d) support outside our normal business hours as listed in our thencurrent Support Call Process. Requested services such as those outlined in this section will be billed to you on a time and materials basis at our then current rates. You must request those services with at least one (1) weeks’ advance notice.
SECTION D – THIRD PARTY PRODUCTS
1. Third Party Hardware. We will sell, deliver, and install onsite the Third Party Hardware, if you have purchased any, for the price set forth in the Investment Summary. Those amounts are payable in accordance with our Invoicing and Payment Policy.
2. Third Party Software. As part of the SaaS Services, you will receive access to the Third Party Software and related documentation for internal business purposes only. Your rights to the Third Party Software will be governed by the Third Party Terms.
3. Third Party Products Warranties.
3.1 We are authorized by each Developer to grant access to the Third Party Software.
3.2 The Third Party Hardware will be new and unused, and upon payment in full, you will receive free and clear title to the Third Party Hardware.
3.3 You acknowledge that we are not the manufacturer of the Third Party Products. We do not
ITEM NO. 8.
8 warrant or guarantee the performance of the Third Party Products. However, we grant and pass through to you any warranty that we may receive from the Developer or supplier of the Third Party Products.
4. Third Party Services. If you have purchased Third Party Services, those services will be provided independent of Tyler by such third-party at the rates set forth in the Investment Summary and in accordance with our Invoicing and Payment Policy.
SECTION E - INVOICING AND PAYMENT; INVOICE DISPUTES
1. Invoicing and Payment. We will invoice you the SaaS Fees and fees for other professional services in the Investment Summary per our Invoicing and Payment Policy, subject to Section E(2).
2. Invoice Disputes. If you believe any delivered software or service does not conform to the warranties in this Agreement, you will provide us with written notice within thirty (30) days of your receipt of the applicable invoice. The written notice must contain reasonable detail of the issues you contend are in dispute so that we can confirm the issue and respond to your notice with either a justification of the invoice, an adjustment to the invoice, or a proposal addressing the issues presented in your notice. We will work with you as may be necessary to develop an action plan that outlines reasonable steps to be taken by each of us to resolve any issues presented in your notice.
You may withhold payment of the amount(s) actually in dispute, and only those amounts, until we complete the action items outlined in the plan. If we are unable to complete the action items outlined in the action plan because of your failure to complete the items agreed to be done by you, then you will remit full payment of the invoice. We reserve the right to suspend delivery of all SaaS Services, including maintenance and support services, if you fail to pay an invoice not disputed as described above within fifteen (15) days of notice of our intent to do so.
SECTION F – TERM AND TERMINATION
1. Term. The initial term of this Agreement is five (5) years, commencing on the first day of the first month following the Effective Date, unless earlier terminated as set forth below. Upon expiration of the initial term, this Agreement will renew automatically for additional one (1) year renewal terms at our then-current SaaS Fees unless terminated in writing by either party at least sixty (60) days prior to the end of the then-current renewal term. Your right to access or use the Tyler Software and the SaaS Services will terminate at the end of this Agreement.
2. Termination. This Agreement may be terminated as set forth below. In the event of termination, you will pay us for all undisputed fees and expenses related to the software, products, and/or services you have received, or we have incurred or delivered, prior to the effective date of termination. Disputed fees and expenses in all terminations other than your termination for cause must have been submitted as invoice disputes in accordance with Section E(2).
2.1 Failure to Pay SaaS Fees. You acknowledge that continued access to the SaaS Services is contingent upon your timely payment of SaaS Fees. If you fail to timely pay the SaaS Fees, we may discontinue the SaaS Services and deny your access to the Tyler Software. We may also terminate this Agreement if you don’t cure such failure to pay within forty-five (45) days of receiving written notice of our intent to terminate.
ITEM NO. 8.
9 2.2 For Cause. If you believe we have materially breached this Agreement, you will invoke the Dispute Resolution clause set forth in Section H(3). You may terminate this Agreement for cause in the event we do not cure, or create a mutually agreeable action plan to address, a material breach of this Agreement within the thirty (30) day window set forth in Section H(3).
2.3 Force Majeure. Either party has the right to terminate this Agreement if a Force Majeure event suspends performance of the SaaS Services for a period of forty-five (45) days or more.
2.4 Lack of Appropriations. If you should not appropriate or otherwise make available funds sufficient to utilize the SaaS Services, you may unilaterally terminate this Agreement upon thirty (30) days written notice to us. You will not be entitled to a refund or offset of previously paid, but unused SaaS Fees. You agree not to use termination for lack of appropriations as a substitute for termination for convenience.
SECTION G – INDEMNIFICATION, LIMITATION OF LIABILITY AND INSURANCE
1. Intellectual Property Infringement Indemnification.
1.1 We will defend you against any third party claim(s) that the Tyler Software or Documentation infringes that third party’s patent, copyright, or trademark, or misappropriates its trade secrets, and will pay the amount of any resulting adverse final judgment (or settlement to which we consent). You must notify us promptly in writing of the claim and give us sole control over its defense or settlement. You agree to provide us with reasonable assistance, cooperation, and information in defending the claim at our expense.
1.2 Our obligations under this Section G(1) will not apply to the extent the claim or adverse final judgment is based on your use of the Tyler Software in contradiction of this Agreement, including with non-licensed third parties, or your willful infringement.
1.3 If we receive information concerning an infringement or misappropriation claim related to the Tyler Software, we may, at our expense and without obligation to do so, either: (a) procure for you the right to continue its use; (b) modify it to make it non-infringing; or (c) replace it with a functional equivalent, in which case you will stop running the allegedly infringing Tyler Software immediately. Alternatively, we may decide to litigate the claim to judgment, in which case you may continue to use the Tyler Software consistent with the terms of this Agreement.
1.4 If an infringement or misappropriation claim is fully litigated and your use of the Tyler Software is enjoined by a court of competent jurisdiction, in addition to paying any adverse final judgment (or settlement to which we consent), we will, at our option, either: (a) procure the right to continue its use; (b) modify it to make it non-infringing; or (c) replace it with a functional equivalent. This section provides your exclusive remedy for third party copyright, patent, or trademark infringement and trade secret misappropriation claims.
2. General Indemnification.
2.1 We will indemnify and hold harmless you and your agents, officials, and employees from and against any and all third-party claims, losses, liabilities, damages, costs, and expenses (including reasonable attorney's fees and costs) for (a) personal injury or property damage to the extent
ITEM NO. 8.
10 caused by our negligence or willful misconduct; or (b) our violation of PCI-DSS requirements or a law applicable to our performance under this Agreement. You must notify us promptly in writing of the claim and give us sole control over its defense or settlement. You agree to provide us with reasonable assistance, cooperation, and information in defending the claim at our expense.
2.2 To the extent permitted by applicable law, you will indemnify and hold harmless us and our agents, officials, and employees from and against any and all third-party claims, losses, liabilities, damages, costs, and expenses (including reasonable attorney's fees and costs) for personal injury or property damage to the extent caused by your negligence or willful misconduct; or (b) your violation of a law applicable to your performance under this Agreement.
We will notify you promptly in writing of the claim and will give you sole control over its defense or settlement. We agree to provide you with reasonable assistance, cooperation, and information in defending the claim at your expense.
3. DISCLAIMER. EXCEPT FOR THE EXPRESS WARRANTIES PROVIDED IN THIS AGREEMENT AND TO
THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE HEREBY DISCLAIM ALL OTHER
WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT
NOT LIMITED TO, ANY IMPLIED WARRANTIES, DUTIES, OR CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. CLIENT UNDERSTANDS AND AGREES THAT TYLER DISCLAIMS ANY LIABILITY FOR ERRORS THAT RELATE TO USER ERROR.
4. LIMITATION OF LIABILITY. EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN THIS AGREEMENT,
OUR LIABILITY FOR DAMAGES ARISING OUT OF THIS AGREEMENT, WHETHER BASED ON A THEORY
OF CONTRACT OR TORT, INCLUDING NEGLIGENCE AND STRICT LIABILITY, SHALL BE LIMITED TO
YOUR ACTUAL DIRECT DAMAGES, NOT TO EXCEED (A) DURING THE INITIAL TERM, AS SET FORTH IN SECTION F(1), TOTAL FEES PAID AS OF THE TIME OF THE CLAIM; OR (B) DURING ANY RENEWAL TERM, THE THEN-CURRENT ANNUAL SAAS FEES PAYABLE IN THAT RENEWAL TERM. THE PARTIES
ACKNOWLEDGE AND AGREE THAT THE PRICES SET FORTH IN THIS AGREEMENT ARE SET IN
RELIANCE UPON THIS LIMITATION OF LIABILITY AND TO THE MAXIMUM EXTENT ALLOWED UNDER
APPLICABLE LAW, THE EXCLUSION OF CERTAIN DAMAGES, AND EACH SHALL APPLY REGARDLESS OF THE FAILURE OF AN ESSENTIAL PURPOSE OF ANY REMEDY. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO CLAIMS THAT ARE SUBJECT TO SECTIONS G(1) AND G(2).
5. EXCLUSION OF CERTAIN DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW,
IN NO EVENT SHALL WE BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR
CONSEQUENTIAL DAMAGES WHATSOEVER, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
6. Insurance. During the course of performing services under this Agreement, we agree to maintain the following levels of insurance: (a) Commercial General Liability of at least $1,000,000; (b) Automobile Liability of at least $1,000,000; (c) Professional Liability of at least $1,000,000; (d) Workers Compensation complying with applicable statutory requirements; and (e) Excess/Umbrella Liability of at least $5,000,000. We will add you as an additional insured to our Commercial General Liability and Automobile Liability policies, which will automatically add you as an additional insured to our Excess/Umbrella Liability policy as well. We will provide you with copies of certificates of insurance upon your written request.
ITEM NO. 8.
11 SECTION H – GENERAL TERMS AND CONDITIONS
1. Additional Products and Services. You may purchase additional products and services at the rates set forth in the Investment Summary for twelve (12) months from the Effective Date by executing a mutually agreed addendum. If no rate is provided in the Investment Summary, or those twelve (12) months have expired, you may purchase additional products and services at our then-current list price, also by executing a mutually agreed addendum. The terms of this Agreement will control any such additional purchase(s), unless otherwise specifically provided in the addendum.
2. Optional Items. Pricing for any listed optional products and services in the Investment Summary will be valid for twelve (12) months from the Effective Date.
3. Dispute Resolution. You agree to provide us with written notice within thirty (30) days of becoming aware of a dispute. You agree to cooperate with us in trying to reasonably resolve all disputes, including, if requested by either party, appointing a senior representative to meet and engage in good faith negotiations with our appointed senior representative. Senior representatives will convene within thirty (30) days of the written dispute notice, unless otherwise agreed. All meetings and discussions between senior representatives will be deemed confidential settlement discussions not subject to disclosure under Federal Rule of Evidence 408 or any similar applicable state rule. If we fail to resolve the dispute, then the parties shall participate in non-binding mediation in an effort to resolve the dispute. If the dispute remains unresolved after mediation, then either of us may assert our respective rights and remedies in a court of competent jurisdiction. Nothing in this section shall prevent you or us from seeking necessary injunctive relief during the dispute resolution procedures.
4. Taxes. The fees in the Investment Summary do not include any taxes, including, without limitation, sales, use, or excise tax. If you are a tax-exempt entity, you agree to provide us with a tax-exempt certificate. Otherwise, we will pay all applicable taxes to the proper authorities and you will reimburse us for such taxes. If you have a valid direct-pay permit, you agree to provide us with a copy. For clarity, we are responsible for paying our income taxes, both federal and state, as applicable, arising from our performance of this Agreement.
5. Nondiscrimination. We will not discriminate against any person employed or applying for employment concerning the performance of our responsibilities under this Agreement. This discrimination prohibition will apply to all matters of initial employment, tenure, and terms of employment, or otherwise with respect to any matter directly or indirectly relating to employment concerning race, color, religion, national origin, age, sex, sexual orientation, ancestry, disability that is unrelated to the individual's ability to perform the duties of a particular job or position, height, weight, marital status, or political affiliation. We will post, where appropriate, all notices related to nondiscrimination as may be required by applicable law.
6. E-Verify. We have complied, and will comply, with the E-Verify procedures administered by the U.S.
Citizenship and Immigration Services Verification Division for all of our employees assigned to your project.
7. Subcontractors. We will not subcontract any services under this Agreement without your prior written consent, not to be unreasonably withheld.
ITEM NO. 8.
12 8. Binding Effect; No Assignment. This Agreement shall be binding on, and shall be for the benefit of, either your or our successor(s) or permitted assign(s). Neither party may assign this Agreement without the prior written consent of the other party; provided, however, your consent is not required for an assignment by us as a result of a corporate reorganization, merger, acquisition, or purchase of substantially all of our assets.
9. Force Majeure. Except for your payment obligations, neither party will be liable for delays in performing its obligations under this Agreement to the extent that the delay is caused by Force Majeure; provided, however, that within ten (10) business days of the Force Majeure event, the party whose performance is delayed provides the other party with written notice explaining the cause and extent thereof, as well as a request for a reasonable time extension equal to the estimated duration of the Force Majeure event.
10. No Intended Third Party Beneficiaries. This Agreement is entered into solely for the benefit of you and us. No third party will be deemed a beneficiary of this Agreement, and no third party will have the right to make any claim or assert any right under this Agreement. This provision does not affect the rights of third parties under any Third Party Terms.
11. Entire Agreement; Amendment. This Agreement represents the entire agreement between you and us with respect to the subject matter hereof, and supersedes any prior agreements, understandings, and representations, whether written, oral, expressed, implied, or statutory. Purchase orders submitted by you, if any, are for your internal administrative purposes only, and the terms and conditions contained in those purchase orders will have no force or effect. This Agreement may only be modified by a written amendment signed by an authorized representative of each party.
12. Severability. If any term or provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement will be considered valid and enforceable to the fullest extent permitted by law.
13. No Waiver. In the event that the terms and conditions of this Agreement are not strictly enforced by either party, such non-enforcement will not act as or be deemed to act as a waiver or modification of this Agreement, nor will such non-enforcement prevent such party from enforcing each and every term of this Agreement thereafter.
14. Independent Contractor. We are an independent contractor for all purposes under this Agreement.
15. Notices. All notices or communications required or permitted as a part of this Agreement, such as notice of an alleged material breach for a termination for cause or a dispute that must be submitted to dispute resolution, must be in writing and will be deemed delivered upon the earlier of the following: (a) actual receipt by the receiving party; (b) upon receipt by sender of a certified mail, return receipt signed by an employee or agent of the receiving party; (c) upon receipt by sender of proof of email delivery; or (d) if not actually received, five (5) days after deposit with the United States Postal Service authorized mail center with proper postage (certified mail, return receipt requested) affixed and addressed to the other party at the address set forth on the signature page hereto or such other address as the party may have designated by proper notice. The consequences for the failure to receive a notice due to improper notification by the intended receiving party of a change in address will be borne by the intended receiving party.
ITEM NO. 8.
13 16. Client Lists. You agree that we may identify you by name in client lists, marketing presentations, and promotional materials.
17. Confidentiality. Both parties recognize that their respective employees and agents, in the course of performance of this Agreement, may be exposed to confidential information and that disclosure of such information could violate rights to private individuals and entities, including the parties.
Confidential information is nonpublic information that a reasonable person would believe to be confidential and includes, without limitation, personal identifying information (e.g., social security numbers) and trade secrets, each as defined by applicable state law. To the extent permitted by the state Public Records Act, eachparty agrees that it will not disclose any confidential information of the other party and further agrees to take all reasonable and appropriate action to prevent such disclosure by its employees or agents. The confidentiality covenants contained herein will survive the termination or cancellation of this Agreement. This obligation of confidentiality will not apply to information that:
(a) is in the public domain, either at the time of disclosure or afterwards, except by breach of this Agreement by a party or its employees or agents;
(b) a party can establish by reasonable proof was in that party's possession at the time of initial disclosure;
(c) a party receives from a third party who has a right to disclose it to the receiving party; or (d) is the subject of a legitimate disclosure request under the open records laws or similar applicable public disclosure laws governing this Agreement; provided, however, that in the event you receive an open records or other similar applicable request, you will give us prompt notice and otherwise perform the functions required by applicable law.
18. Quarantining of Client Data. Some services provided by Tyler require us to be in possession of your Data. In the event we detect malware or other conditions associated with your Data that are reasonably suspected of putting Tyler resources or other Tyler clients’ data at risk, we reserve the absolute right to move your Data from its location within a multi-tenancy Tyler hosted environment to an isolated “quarantined” environment without advance notice. Your Data will remain in such quarantine for a period of at least six (6) months during which time we will review the Data, and all traffic associated with the Data, for signs of malware or other similar issues. If no issues are detected through such reviews during the six (6) month period of quarantine, we will coordinate with you the restoration of your Data to a non-quarantined environment. In the event your Data must remain in quarantine beyond this six (6) month period through no fault of Tyler’s, we reserve the right to require payment of additional fees for the extended duration of quarantine. We will provide an estimate of what those costs will be upon your request.
19. Business License. In the event a local business license is required for us to perform services hereunder, you will promptly notify us and provide us with the necessary paperwork and/or contact information so that we may timely obtain such license.
20. Governing Law and Venue. This Agreement will be governed by and construed in accordance with the laws of your state of domicile, without regard to its rules on conflicts of law. In the event of litigation, venue will be in the state or federal courts located in County of Santa Clara.
21. Multiple Originals and Authorized Signatures. This Agreement may be executed in multiple originals, any of which will be independently treated as an original document. Any electronic, faxed, scanned, photocopied, or similarly reproduced signature on this Agreement or any amendment
ITEM NO. 8.
14 hereto will be deemed an original signature and will be fully enforceable as if an original signature.
Each party represents to the other that the signatory set forth below is duly authorized to bind that party to this Agreement.
22. Cooperative Procurement. To the maximum extent permitted by applicable law, we agree that this Agreement may be used as a cooperative procurement vehicle by eligible jurisdictions. We reserve the right to negotiate and customize the terms and conditions set forth herein, including but not limited to pricing, to the scope and circumstances of that cooperative procurement.
23. Socrata Solution Terms. Your use of certain Tyler solutions includes Tyler’s Socrata data platform.
Your rights, and the rights of any of your end users, to use Tyler’s Socrata data platform is subject to the Socrata SaaS Services Terms of Service, available at https://www.tylertech.com/terms/socratasaas-services-terms-of-service. By signing a Tyler Agreement or Order Form, or accessing, installing, or using any of the Tyler solutions listed at the linked terms, you certify that you have reviewed, understand, and agree to said terms.
24. Contract Documents. This Agreement includes the following exhibits:
Exhibit A Investment Summary
Exhibit B Invoicing and Payment Policy
Schedule 1: Business Travel Policy
Exhibit C Service Level Agreement
Schedule 1: Support Call Process
Exhibit D Third Party Terms
Schedule 1: Hyperlinked Terms
Schedule 2: DocOrigin Terms
Exhibit E Statement of Work
IN WITNESS WHEREOF, a duly authorized representative of each party has executed this Agreement as of the date(s) set forth below.
Tyler Technologies, Inc. Town of Los Gatos, CA
By: By:
Name: Name:
Title: Title:
Date: Date:
Address for Notices: Address for Notices:
Tyler Technologies, Inc. Town of Los Gatos
One Tyler Drive 110 E Main St
Yarmouth, ME 04096 Los Gatos, CA 95030
Attention: Chief Legal Officer Attention: ______________________________
ITEM NO. 8.
Exhibit A
1 Exhibit A
Investment Summary
The following Investment Summary details the software and services to be delivered by us to you under the Agreement. This Investment Summary is effective as of the Effective Date. Capitalized terms not otherwise defined will have the meaning assigned to such terms in the Agreement.
Tyler sales quotation to be inserted prior to Agreement execution.
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
ITEM NO. 8.
2021-312326-M4W7L6 CONFIDENTIAL Page 1
Quoted By: Jennifer Wahlbrink
Quote Expiration: 06/17/22
Quote Name: Town of Los Gatos-ERP-Munis
Quote Description: 4-5-22 Town of Los Gatos, CA v.5
Saas Term 5.00
Sales Quotation For:
Town of Los Gatos
110 E Main St Lbby
Los Gatos CA 95030-6945
Phone: +1 (408) 354-6828
Tyler SaaS and Related Services
Description Qty Imp. Hours Annual Fee
Financial Management
Accounting 1 136 $ 22,798.00
Accounts Payable 1 40 $ 6,306.00
Bid Management 1 32 $ 2,491.00
Budgeting 1 56 $ 6,306.00
Capital Assets 1 48 $ 5,262.00
Cash Management 1 40 $ 3,943.00
Contract Management 1 32 $ 2,473.00
Project & Grant Accounting 1 40 $ 4,297.00
Purchasing 1 100 $ 9,350.00
Vendor Access 1 32 $ 3,898.00
Human Resources Management
Advanced Scheduling 1 56 $ 10,362.00
Advanced Scheduling Mobile Access 1 0 $ 2,352.00
Employee Expense Reimbursement 1 40 $ 2,662.00
Human Resources & Talent Management 1 88 $ 4,843.00
Payroll w/ESS 1 168 $ 5,921.00
Exhibit A
ITEM NO. 8.
2021-312326-M4W7L6 CONFIDENTIAL Page 2
Time & Attendance 1 80 $ 7,014.00
Time & Attendance Mobile Access 1 0 $ 2,553.00
Revenue Management
Accounts Receivable 1 80 $ 4,646.00
Business Licenses 1 128 $ 4,890.00
Cashiering 1 48 $ 8,394.00
Central Property File 1 8 $ 1,518.00
General Billing 1 40 $ 3,019.00
Civic Services
Resident Access 1 52 $ 4,646.00
Content Management
Content Manager Core 1 40 $ 8,865.00
Data Insights
Enterprise Analytics and Reporting w Executive Insights 1 88 $ 13,186.00 Additional
Enterprise Forms Processing (including Common Form Set) 1 0 $ 4,818.00 Sub-Total: $ 156,813.00
Less Discount: $ 15,682.00
TOTAL 1472 $ 141,131.00
Professional Services
Description Quantity Unit Price Extended Price Maintenance 40/60 Work Split - Tyler 40%, Remote 474 $ 185.00 $ 87,690.00 $ 0.00 Enterprise Forms Processing Configuration 1 $ 2,000.00 $ 2,000.00 $ 0.00 Project Management 240 $ 185.00 $ 44,400.00 $ 0.00
Conversions $ 21,700.00 $ 0.00
Onsite Implementation 400 $ 210.00 $ 84,000.00 $ 0.00
Remote Implementation 1072 $ 185.00 $ 198,320.00 $ 0.00 Exhibit A
ITEM NO. 8.
2021-312326-M4W7L6 CONFIDENTIAL Page 3
TOTAL $ 438,110.00 $ 0.00
3rd Party Hardware, Software and Services
Description Qty Unit Price
Unit
Discount Total Price
Unit
Maint/SaaS
Unit
Maint/SaaS
Discount
Total
Maint/SaaS
Cash Drawer 1 $ 260.00 $ 0.00 $ 260.00 $ 0.00 $ 0.00 $ 0.00 Hand Held Scanner - Model 1950GSR 1 $ 450.00 $ 0.00 $ 450.00 $ 0.00 $ 0.00 $ 0.00 Hand Held Scanner Stand 1 $ 30.00 $ 0.00 $ 30.00 $ 0.00 $ 0.00 $ 0.00 Printer (TM-S9000II) 1 $ 1,623.00 $ 0.00 $ 1,623.00 $ 0.00 $ 0.00 $ 0.00 Secure Signature System with 2 Keys 1 $ 1,650.00 $ 0.00 $ 1,650.00 $ 0.00 $ 0.00 $ 0.00 TOTAL $ 4,013.00 $ 0.00
Summary One Time Fees Recurring Fees
Total Tyler Software $ 0.00 $ 0.00
Total Annual $ 0.00 $ 141,131.00
Total Tyler Services $ 438,110.00 $ 0.00
Total Third-Party Hardware, Software, Services $ 4,013.00 $ 0.00 Summary Total $ 442,123.00 $ 141,131.00
Contract Total $ 1,147,778.00
Estimated Travel Expenses excl in Contract Total $ 25,500.00 Unless otherwise indicated in the contract or amendment thereto, pricing for optional items will be held For six (6) months from the Quote date or the Effective Date of the Contract, whichever is later.
Customer Approval: Date:
Print Name: P.O.#:
All Primary values quoted in US Dollars
Exhibit A
ITEM NO. 8.
2021-312326-M4W7L6 CONFIDENTIAL Page 4
Detailed Breakdown of Conversions (Included in Summary Total) Description Qty Unit Price Unit Discount Extended Price Accounts Payable
AP - Checks up to 5 years 1 $ 2,600.00 $ 0.00 $ 2,600.00 AP - Invoice up to 5 years 1 $ 3,400.00 $ 0.00 $ 3,400.00 AP Standard Master 1 $ 1,600.00 $ 0.00 $ 1,600.00
Capital Assets
CA - History 1 $ 1,800.00 $ 0.00 $ 1,800.00
CA Std Master 1 $ 3,000.00 $ 0.00 $ 3,000.00
General Billing
GB Std CID 1 $ 1,500.00 $ 0.00 $ 1,500.00
Payroll
PR Payroll - Accumulators up to 5 years 1 $ 1,400.00 $ 0.00 $ 1,400.00 PR Payroll - Check History up to 5 years 1 $ 1,200.00 $ 0.00 $ 1,200.00 PR Payroll - Earning/Deduction Hist up to 5 years 1 $ 2,500.00 $ 0.00 $ 2,500.00 Purchasing
Purchasing - Standard 1 $ 2,700.00 $ 0.00 $ 2,700.00
TOTAL $ 21,700.00
Optional Tyler SaaS and Related Services
Description Qty Imp. Hours Annual Fee
Data Insights
Capital Projects Explorer 1 0 $ 6,400.00
Open Finance 1 0 $ 12,800.00
Subscription Fees
ACFR Statement Builder 1 32 $ 6,280.00
Exhibit A
ITEM NO. 8.
2021-312326-M4W7L6 CONFIDENTIAL Page 5
TOTAL: 32 $ 25,480.00
Optional Professional Services
Description Quantity Unit Price Extended Price Maintenance 50/50 Work Spilt - Added to the proposed 40%, Remote 474 $ 185.00 $ 87,690.00 $ 0.00 Install Fee - Capital Projects Explorer 1 $ 2,800.00 $ 2,800.00 $ 0.00 Install Fee - Open Finance 1 $ 5,600.00 $ 5,600.00 $ 0.00 Conversion $ 16,100.00 $ 0.00
Onsite Implementation 8 $ 210.00 $ 1,680.00 $ 0.00
Remote Implementation 24 $ 185.00 $ 4,440.00 $ 0.00
TOTAL $ 118,310.00 $ 0.00
Optional 3rd Party Hardware, Software and Services
Description Qty Unit Price
Unit
Discount
Total Price
Unit
Maint/SaaS
Unit
Maint/SaaS
Discount
Total
Maint/SaaS
Koa Hills - Chart of Accounts (COA) Design Leadership 1 $ 40,680.00 $ 0.00 $ 40,680.00 $ 0.00 $ 0.00 $ 0.00 Pattern Stream Automated Document System -
Implementation 48 $ 185.00 $ 0.00 $ 8,880.00 $ 0.00 $ 0.00 $ 0.00 Pattern Stream Automated Document System - SaaS 1 $ 0.00 $ 0.00 $ 0.00 $ 16,740.00 $ 0.00 $ 16,740.00 TOTAL $ 49,560.00 $ 16,740.00
Optional Conversion Details (Prices Reflected Above)
Description Quantity Unit Price Discount Total
Business License
Business Licenses Opt 1 - Bills 1 $ 4,400.00 $ 0.00 $ 4,400.00 Business Licenses Std Master 1 $ 5,000.00 $ 0.00 $ 5,000.00 Exhibit A
ITEM NO. 8.
2021-312326-M4W7L6 CONFIDENTIAL Page 6
General Billing
GB - Bills up to 5 years 1 $ 4,000.00 $ 0.00 $ 4,000.00 GB - Recurring Invoices 1 $ 2,700.00 $ 0.00 $ 2,700.00
TOTAL $ 16,100.00
Tyler Annual Discount Detail (Excludes Optional Products) Description Annual Fee
Annual Fee
Discount Annual Fee Net
Financial Management
Accounting $ 22,798.00 $ 2,280.00 $ 20,518.00
Accounts Payable $ 6,306.00 $ 631.00 $ 5,675.00
Bid Management $ 2,491.00 $ 249.00 $ 2,242.00
Budgeting $ 6,306.00 $ 631.00 $ 5,675.00
Capital Assets $ 5,262.00 $ 526.00 $ 4,736.00
Cash Management $ 3,943.00 $ 394.00 $ 3,549.00
Contract Management $ 2,473.00 $ 247.00 $ 2,226.00
Project & Grant Accounting $ 4,297.00 $ 430.00 $ 3,867.00 Purchasing $ 9,350.00 $ 935.00 $ 8,415.00
Vendor Access $ 3,898.00 $ 390.00 $ 3,508.00
Human Resources Management
Advanced Scheduling $ 10,362.00 $ 1,036.00 $ 9,326.00
Advanced Scheduling Mobile Access $ 2,352.00 $ 235.00 $ 2,117.00 Employee Expense Reimbursement $ 2,662.00 $ 266.00 $ 2,396.00 Human Resources & Talent Management $ 4,843.00 $ 484.00 $ 4,359.00 Payroll w/ESS $ 5,921.00 $ 592.00 $ 5,329.00
Time & Attendance $ 7,014.00 $ 701.00 $ 6,313.00
Time & Attendance Mobile Access $ 2,553.00 $ 255.00 $ 2,298.00 Revenue Management
Accounts Receivable $ 4,646.00 $ 465.00 $ 4,181.00
Business Licenses $ 4,890.00 $ 489.00 $ 4,401.00
Cashiering $ 8,394.00 $ 839.00 $ 7,555.00
Central Property File $ 1,518.00 $ 152.00 $ 1,366.00
General Billing $ 3,019.00 $ 302.00 $ 2,717.00
Exhibit A
ITEM NO. 8.
2021-312326-M4W7L6 CONFIDENTIAL Page 7
Civic Services
Resident Access $ 4,646.00 $ 465.00 $ 4,181.00
Content Management
Content Manager Core $ 8,865.00 $ 887.00 $ 7,978.00
Data Insights
Enterprise Analytics and Reporting w Executive Insights $ 13,186.00 $ 1,319.00 $ 11,867.00 Additional
Enterprise Forms Processing (including Common Form Set) $ 4,818.00 $ 482.00 $ 4,336.00 TOTAL
$
156,813.00 $ 15,682.00 $ 141,131.00
Exhibit A
ITEM NO. 8.
2021-312326-M4W7L6 CONFIDENTIAL Page 8
Comments
Tyler's quote contains estimates of the amount of services needed, based on our preliminary understanding of the scope, level of engagement, and timeline as defined in the Statement of Work (SOW) for your project. The actual amount of services required may vary, based on these factors.
Tyler's pricing is based on the scope of proposed products and services contracted from Tyler. Should portions of the scope of products or services be altered by the Client, Tyler reserves the right to adjust prices for the remaining scope accordingly.
Unless otherwise noted, prices submitted in the quote do not include travel expenses incurred in accordance with Tyler's then-current Business Travel Policy.
Tyler's prices do not include applicable local, city or federal sales, use excise, personal property or other similar taxes or duties, which you are responsible for determining and remitting. Installations are completed remotely but can be done onsite upon request at an additional cost.
In the event Client cancels services less than two (2) weeks in advance, Client is liable to Tyler for (i) all non-refundable expenses incurred by Tyler on Client's behalf; and (ii) daily fees associated with the cancelled services if Tyler is unable to re-assign its personnel.
The Implementation Hours included in this quote assume a work split effort of 70% Client and 30% Tyler.
Implementation Hours are scheduled and delivered in four (4) or eight (8) hour increments.
Tyler provides onsite training for a maximum of 12 people per class. In the event that more than 12 users wish to participate in a training class or more than one occurrence of a class is needed, Tyler will either provide additional days at then-current rates for training or Tyler will utilize a Train-theTrainer approach whereby the client designated attendees of the initial training can thereafter train the remaining users.
As a new Tyler client, you are entitled to a 30-day trial of the Tyler Detect cybersecurity service. Please reference https://www.tylertech.com/services/tyler-detect for more information on the service and contact [email protected] to initiate the trial.
Tyler Content Manager SE includes up to 1TB of storage. Should additional storage be needed it may be purchased as needed at an annual fee of $5,000 per TB.
The SaaS fees for products that are not named users are based on 50 concurrent users. Should the number of concurrent users be exceeded, Tyler reserves the right to re-negotiate the SaaS fees based upon any resulting changes in the pricing categories.
Exhibit A
ITEM NO. 8.
2021-312326-M4W7L6 CONFIDENTIAL Page 9
Financial library includes: standard A/P check, standard EFT/ACH, standard Purchase order, standard Contract, 1099M, 1099INT, 1099S, 1099NEC and 1099G.
Business license library includes: standard business license and standard renewal application.
General Billing library includes: standard invoice, standard statement, standard general billing receipt and standard miscellaneous receipt.
Personnel Actions Forms Library includes: standard Personnel Action form - New and standard Personnel Action Form - Change.
Payroll library includes: standard PR check, standard direct deposit, standard vendor from payroll check, standard vendor from payroll direct deposit, W2, W2c, ACA 1095B, ACA 1095C and 1099 R.
Standard Project Management responsibilities include project plan creation, initial stakeholder presentation, bi-weekly status calls, updating of project plan task statuses, and go-live planning activities.
Your rights, and the rights of any of your end users, to use Tyler’s Data & Insights SaaS Services, or certain Tyler solutions which include Tyler’s Data & Insights data platform, are subject to the Terms of Services, available at https://www.tylertech.com/terms/socrata-saas-services-terms-of-service. By signing this sales quotation, or accessing, installing, or using any of the Tyler solutions listed at the linked terms, you certify that you have reviewed, understand, and agree to said terms.
In the event Client acquires from Tyler any edition of Tyler Content Manager software other than Enterprise Edition, the license for Content Manager is restricted to use with Tyler applications only. If Client wishes to use Tyler Content Manager software with non-Tyler applications, Client must purchase or upgrade to Tyler Content Manager Enterprise Edition.
Tyler's form library prices are based on the actual form quantities listed, and assume the forms will be provided according to the standard Enterprise ERP form template. Any forms in addition to the quoted amounts and types, including custom forms or forms that otherwise require custom programming, are subject to an additional fee. Please also note that use of the Tyler Forms functionality requires the use of approved printers as well.
You may contact Tyler's support team for the most current list of approved printers. Any forms included in this quote are based on the standard form templates provided. Custom forms, additional forms and any custom programming are subject to additional fees not included in this quote. The additional fees would be quoted at the time of request, generally during the implementation of the forms. Please note that the form solution provided requires the use of approved printers. You may contact Tyler's support team for the most current list of approved printers.
Tyler Secure Signature System includes digitizing two signatures, additional charges will apply for additional signatures.
Exhibit A
ITEM NO. 8.
2021-312326-M4W7L6 CONFIDENTIAL Page 10
Exhibit A
ITEM NO. 8.
Payer Electronic Payment Costs
If passing transaction costs to the payer
Payer Card Cost – Service Fee - per card transaction with Visa, MasterCard, Discover, and American Express for transactions.
Applied to:
• Munis – online and over the counter
o Business License
o Miscellaneous
o Rental Mediation
3.50%
$2.50 minimum
Payer eCheck Cost – per electronic check transaction $1.95 Miscellaneous Costs
Credit Card Chargebacks – if a card payer disputes a transaction at the card issuing bank (e.g. stolen card)
$15.00
eCheck Rejects – when an eCheck transaction comes back as declined (e.g. bounced check) $5.00 Card Terminal Rental – Annual recurring fee per device. Covers cost of PCI compliance, service, maintenance, real-time integration and support Lane 3000: $396 (annual recurring)
Lane 5000: $456 (annual recurring)
Card Terminal Purchase – Maintenance fee is an annual fee per device. Covers cost of PCI compliance, service, maintenance, real-time integration and support Lane 3000: $419 (one-time fee)
Lane 5000: $529 (one-time fee)
Plus $180 Device Annual Support
IVR - per transaction on top of Card fee passed to the payer or absorbed $0.50 Exhibit A
ITEM NO. 8.
Exhibit B
1 Exhibit B
Invoicing and Payment Policy
We will provide you with the software and services set forth in the Investment Summary of the Agreement. Capitalized terms not otherwise defined will have the meaning assigned to such terms in the Agreement.
Invoicing: We will invoice you for the applicable software and services in the Investment Summary as set forth below. Your rights to dispute any invoice are set forth in the Agreement.
1. SaaS Fees. Your annual Saas Fees for the initial five (5) year term are set forth in the Investment Summary and shall be due in the amounts as set forth below.
Payment
Due
SaaS Fee Payment
Amount
7/1/2022 $27,391.61
10/1/2022 $27,391.61
1/1/2023 $31,271.92
4/1/2023 $31,271.92
7/1/2023 $33,137.17
10/1/2023 $35,282.73
1/1/2024 $35,282.73
4/1/2024 $35,282.73
7/1/2024 $141,131.00
7/1/2025 $141,131.00
7/1/2026 $141,131.00
Upon expiration of the initial term, your annual SaaS Fees will be paid annually, in advance, at our then-current rates, subject to the following annualized caps on increases to the annual SaaS fees for the time periods indicated:
Year 6 – 3%
Year 7 – 4%
Year 8 – 5%
Year 9 – 5%
Year 10 – 5%
Thereafter, your annual SaaS Fees will be at our then-current rates.
2. Other Tyler Software and Services.
2.1 VPN Device: The fee for the VPN device will be invoiced upon installation of the VPN.
ITEM NO. 8.
Exhibit B
2 2.2 Implementation and Other Professional Services (including training): Implementation and other professional services (including training) are billed and invoiced as delivered, at the rates set forth in the Investment Summary.
2.3 Consulting Services: If you have purchased any Business Process Consulting services, if they have been quoted as fixed-fee services, they will be invoiced 50% upon your acceptance of the Best Practice Recommendations, by module, and 50% upon your acceptance of custom desktop procedures, by module. If you have purchased any Business Process Consulting services and they are quoted as an estimate, then we will bill you the actual services delivered on a time and materials basis.
2.4 Conversions: Fixed-fee conversions are invoiced 50% upon initial delivery of the converted Data, by conversion option, and 50% upon Client acceptance to load the converted Data into Live/Production environment, by conversion option. Where conversions are quoted as estimated, we will bill you the actual services delivered on a time and materials basis.
2.5 Requested Modifications to the Tyler Software: Requested modifications to the Tyler Software are invoiced 50% upon delivery of specifications and 50% upon delivery of the applicable modification. You must report any failure of the modification to conform to the specifications within thirty (30) days of delivery; otherwise, the modification will be deemed to be in compliance with the specifications after the 30-day window has passed. You may still report Defects to us as set forth in this Agreement.
2.6 Other Fixed Price Services: Other fixed price services are invoiced as delivered, at the rates set forth in the Investment Summary. For the avoidance of doubt, where “Project Planning Services” are provided, payment will be due upon delivery of the Implementation Planning document.
3. Third Party Products.
3.1 Third Party Software License Fees: License fees for Third Party Software, if any, are invoiced when we make it available to you for downloading.
3.2 Third Party Software Maintenance: The first year maintenance for the Third Party Software is invoiced when we make it available to you for downloading.
3.3 Third Party Hardware: Third Party Hardware costs, if any, are invoiced upon delivery.
3.4 Third Party Services: Fees for Third Party Services, if any, are invoiced as delivered, along with applicable expenses, at the rates set forth in the Investment Summary.
3.5 Third Party SaaS: Third Party SaaS Services fees, if any, are invoiced annually, in advance, commencing with availability of the respective Third Party SaaS Services. Pricing for the first year of Third Party SaaS Services is indicated in the Investment Summary. Pricing for subsequent years will be at the respective third party’s then-current rates.
4. Transaction Fees. Unless paid directly by an end user at the time of transaction, per transaction (call, message, etc.) fees are invoiced on a quarterly basis. Fees are indicated in Schedule A and
ITEM NO. 8.
Exhibit B
3 may be increased by Tyler upon notice of no less than thirty (30) days.
5. Expenses. The service rates in the Investment Summary do not include travel expenses.
Expenses for Tyler delivered services will be billed as incurred and only in accordance with our then-current Business Travel Policy, plus a 10% travel agency processing fee. Our current Business Travel Policy is attached to this Exhibit B as Schedule 1. Copies of receipts will be provided upon request; we reserve the right to charge you an administrative fee depending on the extent of your requests. Receipts for miscellaneous items less than twenty-five dollars and mileage logs are not available.
Payment. Payment for undisputed invoices is due within forty-five (45) days of the invoice date. We prefer to receive payments electronically. Our electronic payment information is available by contacting [email protected].
ITEM NO. 8.
Exhibit B
Schedule 1
1 Exhibit B
Schedule 1
Business Travel Policy
1. Air Travel
A. Reservations & Tickets
The Travel Management Company (TMC) used by Tyler will provide an employee with a direct flight within two hours before or after the requested departure time, assuming that flight does not add more than three hours to the employee’s total trip duration and the fare is within $100 (each way) of the lowest logical fare. If a net savings of $200 or more (each way) is possible through a connecting flight that is within two hours before or after the requested departure time and that does not add more than three hours to the employee’s total trip duration, the connecting flight should be accepted.
Employees are encouraged to make advanced reservations to take full advantage of discount opportunities. Employees should use all reasonable efforts to make travel arrangements at least two (2) weeks in advance of commitments. A seven (7) day advance booking requirement is mandatory. When booking less than seven (7) days in advance, management approval will be required.
Except in the case of international travel where a segment of continuous air travel is six (6) or more consecutive hours in length, only economy or coach class seating is reimbursable. Employees shall not be reimbursed for “Basic Economy Fares” because these fares are non-refundable and have many restrictions that outweigh the cost-savings.
B. Baggage Fees
Reimbursement of personal baggage charges are based on trip duration as follows:
• Up to five (5) days = one (1) checked bag
• Six (6) or more days = two (2) checked bags
Baggage fees for sports equipment are not reimbursable.
ITEM NO. 8.
Exhibit B
Schedule 1
2 2. Ground Transportation
A. Private Automobile
Mileage Allowance – Business use of an employee’s private automobile will be reimbursed at the current IRS allowable rate, plus out of pocket costs for tolls and parking. Mileage will be calculated by using the employee's office as the starting and ending point, in compliance with IRS regulations.
Employees who have been designated a home office should calculate miles from their home.
B. Rental Car
Employees are authorized to rent cars only in conjunction with air travel when cost, convenience, and the specific situation reasonably require their use. When renting a car for Tyler business, employees should select a “mid-size” or “intermediate” car. “Full” size cars may be rented when three or more employees are traveling together. Tyler carries leased vehicle coverage for business car rentals; except for employees traveling to Alaska and internationally (excluding Canada), additional insurance on the rental agreement should be declined.
C. Public Transportation
Taxi or airport limousine services may be considered when traveling in and around cities or to and from airports when less expensive means of transportation are unavailable or impractical. The actual fare plus a reasonable tip (15-18%) are reimbursable. In the case of a free hotel shuttle to the airport, tips are included in the per diem rates and will not be reimbursed separately.
D. Parking & Tolls
When parking at the airport, employees must use longer term parking areas that are measured in days as opposed to hours. Park and fly options located near some airports may also be used. For extended trips that would result in excessive parking charges, public transportation to/from the airport should be considered. Tolls will be reimbursed when receipts are presented.
3. Lodging
Tyler’s TMC will select hotel chains that are well established, reasonable in price, and conveniently located in relation to the traveler's work assignment. Typical hotel chains include Courtyard, Fairfield Inn, Hampton Inn, and Holiday Inn Express. If the employee has a discount rate with a local hotel, the hotel reservation should note that discount and the employee should confirm the lower rate with the hotel upon arrival. Employee memberships in travel clubs such as AAA should be noted in their travel profiles so that the employee can take advantage of any lower club rates.
“No shows” or cancellation fees are not reimbursable if the employee does not comply with the hotel’s cancellation policy.
Tips for maids and other hotel staff are included in the per diem rate and are not reimbursed separately.
ITEM NO. 8.
Exhibit B
Schedule 1
3 Employees are not authorized to reserve non-traditional short-term lodging, such as Airbnb, VRBO, and HomeAway. Employees who elect to make such reservations shall not be reimbursed.
4. Meals and Incidental Expenses
Employee meals and incidental expenses while on travel status within the continental U.S. are in accordance with the federal per diem rates published by the General Services Administration.
Incidental expenses include tips to maids, hotel staff, and shuttle drivers and other minor travel expenses. Per diem rates are available at www.gsa.gov/perdiem.
Per diem for Alaska, Hawaii, U.S. protectorates and international destinations are provided separately by the Department of State and will be determined as required.
A. Overnight Travel
For each full day of travel, all three meals are reimbursable. Per diems on the first and last day of a trip are governed as set forth below.
Departure Day
Depart before 12:00 noon Lunch and dinner
Depart after 12:00 noon
Return Day
Dinner
Return before 12:00 noon Breakfast
Return between 12:00 noon & 7:00 p.m. Breakfast and lunch Return after 7:00 p.m.* Breakfast, lunch and dinner
*7:00 p.m. is defined as direct travel time and does not include time taken to stop for dinner.
The reimbursement rates for individual meals are calculated as a percentage of the full day per diem as follows:
Breakfast 15%
Lunch 25%
Dinner 60%
B. Same Day Travel
Employees traveling at least 100 miles to a site and returning in the same day are eligible to claim lunch on an expense report. Employees on same day travel status are eligible to claim dinner in the event they return home after 7:00 p.m.*
*7:00 p.m. is defined as direct travel time and does not include time taken to stop for dinner.
ITEM NO. 8.
Exhibit B
Schedule 1
4 5. Internet Access – Hotels and Airports
Employees who travel may need to access their e-mail at night. Many hotels provide free high speed internet access and Tyler employees are encouraged to use such hotels whenever possible. If an employee’s hotel charges for internet access it is reimbursable up to $10.00 per day. Charges for internet access at airports are not reimbursable.
6. International Travel
All international flights with the exception of flights between the U.S. and Canada should be reserved through TMC using the “lowest practical coach fare” with the exception of flights that are six (6) or more consecutive hours in length. In such event, the next available seating class above coach shall be reimbursed.
When required to travel internationally for business, employees shall be reimbursed for photo fees, application fees, and execution fees when obtaining a new passport book, but fees related to passport renewals are not reimbursable. Visa application and legal fees, entry taxes and departure taxes are reimbursable.
The cost of vaccinations that are either required for travel to specific countries or suggested by the U.S. Department of Health & Human Services for travel to specific countries, is reimbursable.
Section 4, Meals & Incidental Expenses, and Section 2.b., Rental Car, shall apply to this section.
ITEM NO. 8.
Exhibit C
1 Exhibit C
Service Level Agreement
I. Agreement Overview
This SLA operates in conjunction with, and does not supersede or replace any part of, the Agreement. It outlines the information technology service levels that we will provide to you to ensure the availability of the application services that you have requested us to provide. This SLA does not apply to any Third Party SaaS Services. All other support services are documented in the Support Call Process.
II. Definitions. Except as defined below, all defined terms have the meaning set forth in the Agreement.
Actual Attainment: The percentage of time the Tyler Software is available during a calendar quarter, calculated as follows: (Service Availability – Downtime) ÷ Service Availability.
Client Error Incident: Any service unavailability resulting from your applications, content or equipment, or the acts or omissions of any of your service users or third-party providers over whom we exercise no control.
Downtime: Those minutes during Service Availability, as defined below, when all users cannot launch, login, search or save primary data in the Tyler Software. Downtime does not include those instances in which only a Defect is present.
Emergency Maintenance: (1) maintenance that is required to patch a critical security vulnerability; (2) maintenance that is required to prevent an imminent outage of Service Availability; or (3) maintenance that is mutually agreed upon in writing by Tyler and the Client.
Planned Downtime: Downtime that occurs during a Standard or Emergency Maintenance window.
Service Availability: The total number of minutes in a calendar quarter that the Tyler Software is capable of receiving, processing, and responding to requests, excluding Planned Downtime, Client Error Incidents, denial of service attacks and Force Majeure.
Standard Maintenance: Routine maintenance to the Tyler Software and infrastructure. Standard Maintenance is limited to five (5) hours per week.
III. Service Availability
a. Your Responsibilities
Whenever you experience Downtime, you must make a support call according to the procedures outlined in the Support Call Process. You will receive a support case number. b. Our Responsibilities
When our support team receives a call from you that Downtime has occurred or is occurring, we will work with you to identify the cause of the Downtime (including whether it may be the result of Planned
ITEM NO. 8.
Exhibit C
2 Downtime, a Client Error Incident, Denial of Service attack or Force Majeure). We will also work with you to resume normal operations.
c. Client Relief
Our targeted Attainment Goal is 100%. You may be entitled to credits as indicated in the Client Relief Schedule found below. Your relief credit is calculated as a percentage of the SaaS fees paid for the calendar quarter.
In order to receive relief credits, you must submit a request through one of the channels listed in our Support Call Process within fifteen days (15) of the end of the applicable quarter. We will respond to your relief request within thirty (30) day(s) of receipt.
The total credits confirmed by us will be applied to the SaaS Fee for the next billing cycle. Issuing of such credit does not relieve us of our obligations under the Agreement to correct the problem which created the service interruption.
Client Relief Schedule
Actual Attainment Client Relief
99.99% - 99.50% Remedial action will be taken
99.49% - 98.50% 2%
98.49% - 97.50% 4%
97.49% - 96.50% 6%
96.49% - 95.50% 8%
Below 95.50% 10%
* Notwithstanding language in the Agreement to the contrary, Recovery Point Objective is one (1) hour.
IV. Maintenance Notifications
We perform Standard Maintenance during limited windows that are historically known to be reliably low-traffic times. If and when maintenance is predicted to occur during periods of higher traffic, we will provide advance notice of those windows and will coordinate to the greatest extent possible with you.
Not all maintenance activities will cause application unavailability. However, if Tyler anticipates that activities during a Standard or Emergency Maintenance window may make the Tyler Software unavailable, we will provide advance notice, as reasonably practicable that the Tyler Software will be unavailable during the maintenance window.
ITEM NO. 8.
Exhibit C
Schedule 1
1 Exhibit C
Schedule 1
Support Call Process
Support Channels
Tyler Technologies, Inc. provides the following channels of software support for authorized users*:
(1) On-line submission (portal) – for less urgent and functionality-based questions, users may create support incidents through the Tyler Customer Portal available at the Tyler Technologies website.
A built-in Answer Panel provides users with resolutions to most “how-to” and configurationbased questions through a simplified search interface with machine learning, potentially eliminating the need to submit the support case.
(2) Email – for less urgent situations, users may submit emails directly to the software support group.
(3) Telephone – for urgent or complex questions, users receive toll-free, telephone software support.
* Channel availability may be limited for certain applications.
Support Resources
A number of additional resources are available to provide a comprehensive and complete support experience:
(1) Tyler Website – www.tylertech.com – for accessing client tools, documentation, and other information including support contact information.
(2) Tyler Search -a knowledge based search engine that lets you search multiple sources simultaneously to find the answers you need, 24x7.
(3) Tyler Community –provides a venue for all Tyler clients with current maintenance agreements to collaborate with one another, share best practices and resources, and access documentation. (4) Tyler University – online training courses on Tyler products.
Support Availability
Tyler Technologies support is available during the local business hours of 8 AM to 5 PM (Monday – Friday) across four US time zones (Pacific, Mountain, Central and Eastern). Tyler’s holiday schedule is outlined below. There will be no support coverage on these days.
New Year’s Day Labor Day
Martin Luther King, Jr. Day Thanksgiving Day
Memorial Day Day after Thanksgiving
Independence Day Christmas Day
For support teams that provide after-hours service, we will provide you with procedures for contacting support staff after normal business hours for reporting Priority Level 1 Defects only. Upon receipt of
ITEM NO. 8.
Exhibit C
Schedule 1
2 such a Defect notification, we will use commercially reasonable efforts to meet the resolution targets set forth below.
We will also make commercially reasonable efforts to be available for one pre-scheduled Saturday of each month to assist your IT staff with applying patches and release upgrades, as well as consulting with them on server maintenance and configuration of the Tyler Software environment.
Incident Handling
Incident Tracking
Every support incident is logged into Tyler’s Customer Relationship Management System and given a unique case number. This system tracks the history of each incident. The case number is used to track and reference open issues when clients contact support. Clients may track incidents, using the case number, through Tyler’s Customer Portal or by calling software support directly.
Incident Priority
Each incident is assigned a priority level, which corresponds to the Client’s needs. Tyler and the Client will reasonably set the priority of the incident per the chart below. This chart is not intended to address every type of support incident, and certain “characteristics” may or may not apply depending on whether the Tyler software has been deployed on customer infrastructure or the Tyler cloud. The goal is to help guide the Client towards clearly understanding and communicating the importance of the issue and to describe generally expected response and resolution targets in the production environment only.
References to a “confirmed support incident” mean that Tyler and the Client have successfully validated the reported Defect/support incident.
Priority
Level Characteristics of Support Incident Resolution Targets* 1 Critical
Support incident that causes (a)
complete application failure or
application unavailability; (b)
application failure or unavailability in
one or more of the client’s remote
location; or (c) systemic loss of
multiple essential system functions.
Tyler shall provide an initial response to Priority Level 1 incidents within one (1) business hour of receipt of
the incident. Once the incident has been confirmed,
Tyler shall use commercially reasonable efforts to
resolve such support incidents or provide a
circumvention procedure within one (1) business
day. For non-hosted customers, Tyler’s responsibility
for lost or corrupted data is limited to assisting the
Client in restoring its last available database.
ITEM NO. 8.
Exhibit C
Schedule 1
3 Priority
Level Characteristics of Support Incident Resolution Targets* 2 High
Support incident that causes (a)
repeated, consistent failure of
essential functionality affecting more
than one user or (b) loss or corruption
of data.
Tyler shall provide an initial response to Priority Level 2 incidents within four (4) business hours of receipt of the incident. Once the incident has been confirmed,
Tyler shall use commercially reasonable efforts to
resolve such support incidents or provide a
circumvention procedure within ten (10) business
days. For non-hosted customers, Tyler’s
responsibility for loss or corrupted data is limited to assisting the Client in restoring its last available
database.
3 Medium
Priority Level 1 incident with an
existing circumvention procedure, or
a Priority Level 2 incident that affects
only one user or for which there is an
existing circumvention procedure.
Tyler shall provide an initial response to Priority Level 3 incidents within one (1) business day of receipt of
the incident. Once the incident has been confirmed,
Tyler shall use commercially reasonable efforts to
resolve such support incidents without the need for a
circumvention procedure with the next published
maintenance update or service pack, which shall
occur at least quarterly. For non-hosted customers,
Tyler’s responsibility for lost or corrupted data is
limited to assisting the Client in restoring its last
available database.
4 Noncritical
Support incident that causes failure of
non-essential functionality or a
cosmetic or other issue that does not
qualify as any other Priority Level.
Tyler shall provide an initial response to Priority Level 4 incidents within two (2) business days of receipt of
the incident. Once the incident has been confirmed,
Tyler shall use commercially reasonable efforts to
resolve such support incidents, as well as cosmetic
issues, with a future version release.
*Response and Resolution Targets may differ by product or business need Incident Escalation
If Tyler is unable to resolve any priority level 1 or 2 defect as listed above or the priority of an issue has elevated since initiation, you may escalate the incident to the appropriate resource, as outlined by each product support team. The corresponding resource will meet with you and any Tyler staff to establish a mutually agreeable plan for addressing the defect.
Remote Support Tool
Some support calls may require further analysis of the Client’s database, processes or setup to diagnose a problem or to assist with a question. Tyler will, at its discretion, use an industry-standard remote support tool. Tyler’s support team must have the ability to quickly connect to the Client’s system and view the site’s setup, diagnose problems, or assist with screen navigation. More information about the remote support tool Tyler uses is available upon request.
ITEM NO. 8.
Exhibit D
1 Exhibit D
Third Party Terms
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
ITEM NO. 8.
Exhibit D
Schedule 1
1 Exhibit D
Schedule 1
Hyperlinked Terms
Pattern Stream Terms. Your use of Pattern Stream software and services is subject to the terms found here: https://www.tylertech.com/terms/finite-matters-ltd-consolidated-terms. By signing a Tyler Agreement or Order Form, or accessing, installing, or using Pattern Stream software or services, you agree that you have read, understood, and agree to such terms.
Quatred Terms. Your use of Quatred solutions is subject to the End User License Agreement terms found here: https://www.quatred.com/eula. By signing a Tyler Agreement or Order Form, or accessing, installing, or using Quatred solutions provided to you by Tyler, you agree that you have read, understood, and agree to such terms.
ThinPrint Terms. Your use of Tyler Forms software and forms is subject to the End User License Agreement terms for ThinPrint Engine, ThinPrint License Server, and Connected Gateway found here: https://www.thinprint.com/en/legal-notes/eula/. By signing a Tyler Agreement or Order Form, or accessing, installing, or using Tyler Forms software or forms, you agree that you have read, understood, and agree to such terms.
Twilio Acceptable Use Policy. Your use of the Tyler solutions listed below includes functionality provided by a Third Party Developer, Twilio. Your rights, and the rights of any of your end users, to use said functionality are subject to the terms of the Twilio Acceptable Use Policy, available at http://www.twilio.com/legal/aup. By signing a Tyler Agreement or Order Form, or accessing, installing, or using any such Tyler solution, you certify that you have reviewed, understand and agree to said terms. Tyler hereby disclaims any and all liability related to your or your end user’s failure to abide by the terms of the Twilio Acceptable Use Policy. Any liability for failure to abide by said terms shall rest solely with the person or entity whose conduct violated said terms. Electronic Warrants
Modria
Odyssey Notifications Add On (text notifications)
ReadySub
Tyler Notify
Tyler Jury Manager
Tyler Supervision
Virtual Court
ITEM NO. 8.
Exhibit D
Schedule 2
1 Exhibit D
Schedule 2
DocOrigin Terms
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
ITEM NO. 8.
Exhibit D
Schedule 2
2 Page 141
ITEM NO. 8.
Exhibit D
Schedule 2
3 Page 142
ITEM NO. 8.
Exhibit D
Schedule 2
4 Page 143
ITEM NO. 8.
Exhibit D
Schedule 2
5 Page 144
ITEM NO. 8.
Exhibit D
Schedule 2
6 Page 145
ITEM NO. 8.
Exhibit E
1 Exhibit E
Statement of Work
Statement of Work to be inserted prior to Agreement execution.
ITEM NO. 8.
Tow of Los Gatos
SOW from Tyler Technologies, Inc.
1/11/2022
Presented to:
110 E Main St Lbby
Los Gatos, CA 5030-6945
Contact:
Katharina Howard
Email: [email protected]
One Tyler Drive, Yarmouth, ME 04096
Exhibit E
ITEM NO. 8.
Tow of Los Gatos
Tyler Technologies, Inc. Page | i
Table of Contents
PART 1: EXECUTIVE SUMMARY ............................................................................................................... 1 Project Overview ............................................................................................................................. 1 Introduction ........................................................................................................................................ 1 Project Goals ....................................................................................................................................... 1 Methodology ....................................................................................................................................... 1 PART 2: PROJECT FOUNDATION ............................................................................................................. 3 Project Governance ......................................................................................................................... 3 Project Scope Control ...................................................................................................................... 4 Managing Scope and Project Change ................................................................................................. 4 Change Control ................................................................................................................................... 4 Change Request Management ............................................................................................................ 4 Acceptance Process ......................................................................................................................... 6 Roles and Responsibilities ................................................................................................................ 6 Tyler Roles & Responsibilities ............................................................................................................. 6 Tyler Executive Manager ............................................................................................................. 7 Tyler Implementation Manager .................................................................................................. 7 Tyler Project Manager ................................................................................................................. 7 Tyler Implementation Consultant ............................................................................................... 8 Tyler Sales ................................................................................................................................... 8 Tyler Technical Services .............................................................................................................. 8 Tyler SaaS Technicians ................................................................................................................ 9 Los Gatos Roles & Responsibilities ...................................................................................................... 9 Los Gatos Executive Sponsor ...................................................................................................... 9 Los Gatos Steering Committee.................................................................................................... 9 Los Gatos Project Manager ....................................................................................................... 10 Los Gatos Functional Leads ....................................................................................................... 11 Los Gatos Power Users .............................................................................................................. 12 Los Gatos End Users .................................................................................................................. 12 Los Gatos Technical Lead .......................................................................................................... 12 Los Gatos Change Management Lead ....................................................................................... 13 PART 3: PROJECT PLAN ........................................................................................................................... 14 Project Stages ................................................................................................................................. 14 Initiate and Plan ................................................................................................................................ 15 Initial Coordination ................................................................................................................... 15 Project/Phase Planning ............................................................................................................. 16 Exhibit E
ITEM NO. 8.
Tow of Los Gatos
Tyler Technologies, Inc. Page | ii
Infrastructure Planning ............................................................................................................. 17 Stakeholder Meeting ................................................................................................................. 18 Intentionally left blank. ............................................................................................................. 19 Control Point 1: Initiate & Plan Stage Acceptance .................................................................... 19 Assess & Define ................................................................................................................................. 19 Solution Orientation.................................................................................................................. 19 Current & Future State Analysis ................................................................................................ 20 Conversion Assessment ............................................................................................................ 21 Intentionally left blank. ............................................................................................................. 22 Intentionally left blank. ............................................................................................................. 22 Control Point 2: Assess & Define Stage Acceptance ................................................................. 22 Prepare Solution ............................................................................................................................... 23 Initial System Deployment ........................................................................................................ 23 Configuration ............................................................................................................................ 24 Process Refinement .................................................................................................................. 25 Conversion Delivery .................................................................................................................. 27 Intentionally left blank. ............................................................................................................. 28 Intentionally left blank. ............................................................................................................. 28 Control Point 3: Prepare Solution Stage Acceptance ................................................................ 28 Production Readiness ....................................................................................................................... 29 Solution Validation .................................................................................................................... 29 Go-Live Readiness ..................................................................................................................... 30 End User Training ...................................................................................................................... 31 Control Point 4: Production Readiness Stage Acceptance ........................................................ 32 Production ......................................................................................................................................... 32 Go-Live ...................................................................................................................................... 32 Transition to Client Services ...................................................................................................... 34 Post Go-Live Activities ............................................................................................................... 35 Control Point 5: Production Stage Acceptance ......................................................................... 35 Close .................................................................................................................................................. 36 Phase Closeout .......................................................................................................................... 36 Project Closeout ........................................................................................................................ 37 Control Point 6: Close Stage Acceptance .................................................................................. 38 General Assumptions ...................................................................................................................... 38 Project ............................................................................................................................................... 38 Organizational Change Management ............................................................................................... 39 Resources and Scheduling ................................................................................................................ 39 Data ................................................................................................................................................... 39 Facilities............................................................................................................................................. 40 Glossary ......................................................................................................................................... 41 PART 4: APPENDICES ............................................................................................................................... 44 Conversion ..................................................................................................................................... 44 Exhibit E