Agenda packet — Murrieta City Council, April 16, 2024 (part 2 of 3)

7.6 Waiver. Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non -defaulting Party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either Party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any requirement of this Agreement imposes no additional obligations on City nor does it waive any rights hereunder. Payment to Consultant for work performed 330
pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant.

7.7 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party.

7.8 Legal Action. In addition to any other rights or remedies, either Party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. Notwithstanding any contrary provision herein, Consultant shall file a statutory claim pursuant to Government Code sections 905 et seq. and 910 et seq., in order to pursue a legal action under this Agreement.

7.9 Attorneys’ Fees. If either Party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorneys’ fees. Attorneys’ fees shall include attorneys’ fees on any appeal, and a Party entitled to attorneys’ fees shall be entitled to all other reasonable costs for investigating such action, consultants’ fees, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation. Such fees and costs shall be enforceable whether or not such action is prosecuted to judgment.

ARTICLE 8. INDIVIDUAL LIABILITY, CONFLICTS AND NON-DISCRIMINATION

8.1 Non-liability of City Officers and Employees. No officer or employee of City shall be personally liable to Consultant, or any successor in interest, in the event of any default or breach by City or for any amount which may become due to Consultant or to its successor, or for breach of any obligation of the terms of this Agreement.

8.2 Conflict of Interest. Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant’s performance of services under this Agreement. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of City. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement. City, in its sole discretion, shall determine the existence of a conflict of interest and may terminate this Agreement in the event such a conflict of interest exists upon sending Consultant written notice 331
describing the conflict. No officer or employee of City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to this Agreement which affects their financial interest or the financial interest of any corporation, partnership or association in which they are, directly or indirectly, interested, in violation of any State statute or regulation. Consultant warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement.

8.3 Covenant Against Discrimination. Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class in the performance of this Agreement. Consultant shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class.

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Notices. Any notice or other communication either Party desires or is required to give to the other Party or any other person in regards to this Agreement must be in writing and may be given either by (i) personal service, (ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, which provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, in the case of City addressed to City Clerk at City of Murrieta, 1 Town Square, Murrieta California 92562, and in the case of Consultant, to the person(s) at the address designated on the cover page of this Agreement. Either Party may change its address by notifying the other Party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy -two (72) hours from the time of mailing if mailed as provided in this Section.

9.2 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either Party by reason of the authorship of this Agreement, headings used, or any other rule of construction which might otherwise apply.

9.3 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, and such counterparts shall constitute one and the same instrument.

9.4 Integration; Amendment. This Agreement including the attachments hereto is the entire, complete and exclusive expression of the understanding of the Parties as to the Agreement. It is understood that there are no oral agreements between the Parties hereto affecting this Agreement, and this Agreement supersedes and cancels any and all prior and contemporaneous negotiations, arrangements, agreements and understandings, if any, between the Parties, concerning this Agreement, and none 332
shall be used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by Consultant and by City.

9.5 Severability. Should a portion of this Agreement be declared invalid or unenforceable by a judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining portions of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the Parties unless the invalid provision is so material that its invalidity deprives either Party of the basic benefit of their bargain or renders this Agreement meaningless.

9.6 No Undue Influence. Consultant declares and warrants that no undue influence or pressure was used against or in concert with any officer or employee of City in connection with the award, terms or implementation of this Agreement, including any method of coercion, confidential financial arrangement, or financial inducement. No officer or employee of City has or will receive compensation, directly or indirectly, from Consultant, or from any officer, employee or agent of Consultant, in connection with the award of this Agreement or any work to be conducted as a result of this Agreement. Violation of this Section shall be a material breach of this Agreement entitling City to remedies in Section 7.4 and any and all remedies at law or equity.

9.7 Corporate Authority. The persons executing this Agreement on behalf of the Parties hereto warrant that (i) such Party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said Party, (iii) by so executing this Agreement, such Party is formally bound to the provisions of this Agreement, and (iv) entering into this Agreement does not violate any provision of any other agreement to which said Party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the Parties.

9.8 Federal Funding. If federal funding is being utilized to fund any part of the Project, as indicated on the Cover Page of this Agreement, the terms of Exhibit F are hereby incorporated herein by this reference. If no federal funding is being utilized, Exhibit F may be omitted.

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

CITY:

CITY OF MURRIETA, a California municipal
corporation

ATTEST:

By:

Kim Summers, City Manager

Cristal McDonald, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP

Tiffany Israel, City Attorney

CONSULTANT:

Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairperson of the Board,
President or any Vice President; and 2) Secretary, any
Assistant Secretary, Chief Financial Officer or any
Assistant Treasurer. (Cal. Corp. Code § 313.) Appropriate attestations shall be included as may be required by the bylaws, articles of incorporation or other rules or
regulations applicable to Consultant’s business City.

, a

By:

Name:

Title:

By:

Name:

Title:
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EXHIBIT "A"

SCOPE OF SERVICES
I. Consultant will perform the following Services:

A. Plan Check Services
• BPR will provide assistance and examine building plans for compliance with the adopted version of the California Building Code, California Residential Code, California Green Building Code, California Mechanical Code, California Plumbing Code, California Electrical Code, Title 24, Americans with Disabilities Act, and all other State mandated ordinances and codes, including any local amendments, on an on-call, as-needed basis.
• BPR will, in addition to State and City code requirements, review application packages for other applicable requirements such as approvals required from other agencies and districts.
• BPR will, for purposes of working off-site, provide robust capability for electronic intake and distribution of plans and use Bluebeam Revu and Bluebeam sessions for plan reviews.
• BPR plans examiners are expert users of Bluebeam Revu and BPR maintains multiple Bluebeam Revu software licenses.
• BPR will only utilize plans examiners who are ICC certified plans examiners, registered civil engineers, structural engineers and architects, as needed for specific plan review assignments.
• Plan check services will include a review of any or all of the following design elements as determined by the City:
i. Architectural
ii. Green Building Standards (Interior & Exterior)
iii. Structural
iv. Energy Conservation Regulations (Title-24)
v. Solar
vi. Project Site Accessibility (Within Project Scope)
vii. Mechanical
viii. Project Site MEPs (Within Project Scope)
ix. Electrical
x. Disabled Access Regulations
xi. Plumbing
xii. City’s Procedural Requirements & Guidelines
xiii. Local Agency Requirements…DEH/Health Dept., AQMD, Water/Sewer Districts, Etc.
xiv. Special/Local Requirements… High Fire, Seismic, Flood, Mt. Palomar Ltg, Etc.

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B. Building Inspections
• BPR will provide ICC certified building inspector(s) to perform all building and safety inspections on an on-call, as-needed basis.
• BPR Inspectors will be fully qualified to perform residential, commercial and industrial inspections for compliance with approved plans and related documents. • BPR inspectors will perform inspections in accordance with the City’s adopted version of the California Building Code, California Residential Code, California Green Building Code, California Mechanical Code, California Plumbing Code, California Electrical Code, Title 24, and all other State mandated ordinances and codes as applicable.
• BPR inspectors will provide their own vehicle(s), with no additional vehicle - related charges to the City.
• BPR inspectors will review permit packages to verify that onsite conditions are consistent with the appropriate records for square footage, setbacks, heights, and other requirements that may be applicable. Inspections will be provided on the day they are assigned. Inspections will include issuance • Certificates of Occupancies as requested by the City.

C. General Office Support
• BPR will provide qualified, experienced on-call, as-needed building permit technician(s) and/or office clerk(s) to perform permit technician work and/or general office related duties.
• BPR will provide building permit technicians and/or office clerks who are qualified to perform general office duties, process and issue building permits, process building plans and related documents.

D. Additional Services
• BPR will provide Certified Access Specialist (CASp) services and miscellaneous general training, code update and adoption resources and support as needed and/or upon request.

E. In addition to any other requirements of this Agreement, during performance of the Services, Consultant will keep the City appraised of the status of performance by delivering the following status reports:
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A. Consultants should supply a yearly activity report for all services.

F. All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City.

G. Consultant will utilize the following personnel to accomplish the Services:

A. Andrew Krogh
B. Tanya Newport
C. Tiffany Liljestrom
D. Robert Tinsley
E. Matt Burnell
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EXHIBIT "B"

SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
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EXHIBIT “C”

SCHEDULE OF COMPENSATION

I. City will compensate Consultant for the Services performed upon submission of a valid invoice. Each invoice is to include
A. Line items for all personnel describing the work performed, the number of hours worked, and the hourly rate.

B. Line items for all materials and equipment properly charged to the Services.

C. Line items for all other approved reimbursable expenses claimed, with supporting documentation.

D. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services.

II. The total compensation for all Services shall not exceed the Contract Sum as provided in the Cover Page of this Agreement.

III. Consultant’s billing rates for Services are attached as Exhibit C-1. In connection with the services provided pursuant to the terms of this Agreement, City will pay Consultant upon City’s receipt of a written invoice provided by Consultant no more than monthly.

City will pay Consultant for work completed, billed in increments of six minutes (0.1 hours), not to exceed the Contract Sum. The City will reimburse the Consultant for reasonable out -of-pocket expenses related to performing services on behalf of the Client that are approved in advance in writing by the City such as mileage, copies, binding costs, postage, parking, travel, and lodging expenses as part of the not to exceed contract sum. To receive reimbursements, the Consultant must provide the City with a receipt and a description of the expense incurred along with the invoice. No mark up on expenses may be added.
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Exhibit C1

COMPENSATION SCHEDULE
PLAN REVIEW SERVICES : For complete plan review services for building projects reviewed in electronic format, we propose a fee equal to 65% of the plan review fees based on the City‘s adopted fee schedule. Plan review services will include an initial first review and two back check reviews of the plans. Any additional plan review services required beyond the third review will be billed at our hourly rates listed within the Schedule of Hourly Billing Rates shown below. Expedited plan checks will be billed at 150% of the standard rate.

For review of projects for which a fixed fee basis is not identified within the City’s Fee Schedule, for revisions to approved plans, review of deferred submittal items and similar reviews, we propose to provide these services on an hourly basis using the rates listed in our Schedule of Hourly Billing Rates shown below. There is no charge for shipping, supply, or material costs.

Plan reviews that are provided on an hourly basis will include minimal fees for our in -office Plan Coordinator/Technician services.

INSPECTION AND PERMIT TECHNICIAN SERVICES: Inspection and Permit Technician services will be provided at the hourly rates listed in our Schedule of Hourly Billing Rates.

SUPPORT SERVICES: For Building Official and other Community Development Department support services, we propose utilizing the hourly billing rates included in the Schedule of Hourly Billing Rates below for the specific labor classification utilized.

SCHEDULE OF HOURLY BILLING RATES
The rates displayed in the schedule below reflect BPR’s current hourly billing rates.

CLASSIFICATION HOURLY BILLING RATE
Licensed Plan Review Engineer (structural, civil, electrical, mechanical) ........................ $145 Building Official ................................................................................................................. $150 ICC Certified Plans Examiner ............................................................................................ $125 CASp Plans Examiner or Inspector .................................................................................... $130 ICC Certified Inspector* ............................................................................................ $95 to $115 Permit Technician/Plan Coordinator ..................................................................................... $75 Permit Technician Trainee/ Building Department Support Staff ......................................... $55 * Billing rate varies based on experience and qualifications Notes
▪ Shipping: There is no charge for courier or shipping services for plan reviews conducted off site. ▪ Overtime: Inspection services and other hourly services provided in excess of eight hours per day, nights, weekends and holidays will be charged at 150% of the regular billing rate. ▪ Mileage: Vehicle mileage utilized in the performance of inspection services is included in our proposed hourly rates for building inspection services. ▪ Expedited Plan Review: Expedited reviews can be provided upon request. Fees for expedited plan review services will be 150% of the above noted hourly rates. 340
Exhibit C1

▪ Minimum Daily Charge: There will be a minimum 8-hour daily charge for all on-call inspection, permit technician and support services provided within City offices

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EXHIBIT "D"

SCHEDULE OF PERFORMANCE

I. Consultant shall perform Services as set forth in Exhibit A.

II. Consultant shall deliver the following tangible work products to the City by the following dates.

TURNAROUND TIMES
Standard Plan Review Completion Timeframes
Complete all plan reviews within the timeframes shown below for both commercial and residential projects.

Project Type
Maximum Turn Around Time
(Working Days)

Initial Submittal

Backcheck Reviews
Expedited Review,
Initial and
Backcheck Reviews
Residential (Single Family)
New Construction 10 5 5
Addition 10 5 5
Remodel 10 5 5
Non-Residential
New Construction 10 5 5
Addition 10 5 5
Remodel, Tenant Improvement 10 5 5

III. The Department Contact may approve extensions for performance of the Services in accordance with Section 3.2.
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EXHIBIT E

INSURANCE REQUIREMENTS

Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, or employees.

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and 9 (non- owned), with limit no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (Not required if consultant provides written verification it has no employees)

4. Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant’s profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate.

5. Cyber: Vendor/Consultant shall procure and maintain for the duration of the contract insurance against claims for security breaches, system failures, injuries to persons, damages to software, or damages to property (including computer equipment) which may arise from or in connection with the performance of the work hereunder by the Vendor, its agents, representatives, or employees. Vendor shall procure and maintain for the duration of the contract insurance claims arising out of their services and including, but not limited to loss, damage, theft or other misuse of data, infringement of intellectual property, invasion of privacy and breach of data.

Cyber Liability Insurance, with limits not less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Vendor in this agreement and shall include, but not be limited to, claims involving security breach, system failure, data recovery, business interruption, 343
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cyber extortion, social engineering, infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, and alteration of electronic information. The policy shall provide coverage for breach response costs, regulatory fines and penalties as well as credit monitoring expenses.

6. Technology Professional Liability Errors & Omissions Technology Professional Liability Errors and Omissions Insurance appropriate to the Consultant’s profession and work hereunder, with limits not less than $2,000,000 per occurrence. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by the Vendor in this agreement and shall include, but not be limited to, claims involving security breach, system failure, data recovery, business interruption, cyber extortion, social engineering, infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, and alteration of electronic information. The policy shall provide coverage for breach response costs, regulatory fines and penalties as well as credit monitoring expenses.

a. The Policy shall include, or be endorsed to include property damage liability coverage for damage to, alteration of, loss of, or destruction of electronic data and/or information “property” of the Agency in the care, custody, or control of the Vendor.

If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.

Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:

Additional Insured Status
The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Consultant's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used).

Primary Coverage
For any claims related to this contract, the Consultant’s insurance coverage shall be primary and non-contributory and at least as broad as ISO CG 20 01 04 13 as respects the City, its 344
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officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant’s insurance and shall not contribute with it. This requirement shall also apply to any Excess or Umbrella liability policies.

Umbrella or Excess Policy
The Consultant may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Consultant’s primary and excess liability policies are exhausted.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City.

Waiver of Subrogation
Consultant hereby grants to City a waiver of any right to subrogation which any insurer of said Consultant may acquire against the City by virtue of the payment of any loss under such insurance.

Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer.

Self-Insured Retentions
Self-insured retentions must be declared to and approved by the City. The City may require the Consultant to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. The CGL and any policies, including Excess liability policies, may not be subject to a self-insured retention (SIR) or deductible that exceeds $25,000 [fill in the amount for your comfort level for the specific Consultant and job – it could be much higher, or in the case of a very small Consultant, you might want it lower] unless approved in writing by City. Any and all deductibles and SIRs shall be the sole responsibility of Consultant or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties. City may deduct from any amounts otherwise due Consultant to fund the SIR/deductible. Policies shall NOT contain any self-insured retention (SIR) provision that limits the satisfaction of the SIR to the Named. The policy must also provide that Defense costs, including the Allocated Loss Adjustment Expenses, will satisfy the SIR or deductible. City reserves the right to obtain a copy of any policies and endorsements for verification.Acceptability of Insurers Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City. 345
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Claims Made Policies (note – should be applicable only to professional liability, see below) If any of the required policies provide claims-made coverage:

1. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of work.

Verification of Coverage
Consultant shall furnish the City with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements and copies of the Declarations & Endorsements pages are to be received and approved by the City before work commences.

However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

Subcontractors
Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors.

Duration of Coverage
CGL & Excess liability policies for any construction related work, including, but not limited to, maintenance, service, or repair work, shall continue coverage for a minimum of 5 years for Completed Operations liability coverage. Such Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.
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Special Risks or Circumstances
City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. 347
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EXHIBIT F

FEDERAL REQUIREMENTS
(Only applicable if required on cover page of agreement) 348

AGREEMENT FOR PROFESSIONAL SERVICES
WITH THE CITY OF MURRIETA (“CITY”)
Project Name/Description (“Project”): Building and Safety Contract Services Contract Number:

Consultant Name (“Consultant”): Interwest
Consultant Address: 1 Jenner, Suite 160, Irvine, CA 92618 Consultant Representative Name and Title (“Consultant Representative”): Shelby Sieracki, Account Manager
Consultant Representative Work Phone and Email: 626-224-2055 [email protected] Effective Date: 6/1/24
Termination Date: 6/30/26
Total Not-To-Exceed Contract Amount (“Contract Sum”): Total compensation for all services provided by Consultant(s) combined shall not exceed $650,000 per year or available budgeted amount.

City Department Contact (“Department Contact”): Andrew Krogh & Tiffany Liljestrom Department Contact Work Phone and Email: 951-461-6126 [email protected] & 951-461- 6052 [email protected]
Is Federal Funding Being Used to Fund Any Part of The Project (Yes/No): No

RECITALS
A. The City desires to contract with a Consultant to provide professional services as more further set forth herein.

B. The City circulated a Request for Proposals for the above -described professional services.

C. Consultant submitted a proposal to City to provide the above -described professional services.

D. City Staff has reviewed all the proposals and after considering the demonstrated competence of Consultant, the professional qualifications of Consultant, and the fairness and reasonableness of Consultant’s proposed cost, staff has determined that an agreement to provide the required services should be awarded to Consultant.

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THIS AGREEMENT FOR SERVICES (“Agreement”) is made and entered into as of the Effective Date set forth above by and between CITY OF MURRIETA, a California municipal corporation (“City”) and (“Consultant”). City and Consultant may be referred to individually as “Party” or collectively as “Parties.” In consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the Parties agree as follows:

ARTICLE 1. SERVICES OF CONSULTANT

1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, Consultant shall provide those services specified in the “ Scope of Services ” attached hereto as Exhibit A and incorporated herein by this reference, which may be referred to herein as the “ services” or “ work” hereunder. As a material inducement to City entering into this Agreement, Consultant represents and warrants: a) it has the qualifications, experience, and facilities necessary to properly perform the Services required under this Agreement b) all services set forth in the Scope of Services will be performed in a competent and satisfactory manner; c) all materials used for services will be both of good quality as well as fit for the purpose intended; and, d) Consultant shall follow the highest professional standards and practices in performing the services required hereunder.

1.2 Consultant’s Proposal. The Scope of Services shall include the scope of services or work included in Consultant’s proposal or bid, which shall be incorporated herein by this reference as though fully set forth herein. In the event of any inconsistency between the terms of such proposal or bid, and this Agreement, the terms of this Agreement shall govern. No other terms and conditions from Consultant’s proposal or bid, other than description of scope of services or work, shall apply to this Agreement, unless specifically agreed to by City in writing.

1.3 Compliance with Law. All services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules and regulations of City and any federal, State or local governmental agency having jurisdiction in effect at the time services are rendered. City, and its officers, employees and agents, shall not be liable at law or in equity for failure of Consultant to comply with this Section.

1.4 Licenses, Permits, Fees and Assessments. Consultant shall obtain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the services required by this Agreement. Consultant shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for Consultant’s performance of the services required by this Agreement, and shall indemnify, defend and hold harmless City against any such fees, assessments, taxes, penalties or interest levied, assessed or imposed against City hereunder.

1.5 Familiarity with Work. By executing this Agreement, Consultant represents and warrants Consultant: a) has thoroughly investigated and considered services to be 350

performed, b) has carefully considered how services should be performed, and c) fully understands the facilities, difficulties and restrictions attending performance of services under this Agreement.

1.6 Software and Computer Services. If the Scope of Services includes the provision and/or installation of any software, computer system, or other computer technology, Consultant represents and warrants that it is familiar with and/or has inspected City’s current infrastructure, equipment, computer system and software and that the software, computer system, or other computer technology provided and/or installed by Consultant under this Agreement is compatible, and shall be fully functional, with such infrastructure, equipment, computer system and software of City. Consultant acknowledges that City is relying on this representation by Consultant as a material consideration in entering into this Agreement.

1.7 Prevailing Wages. If services include any “public work” or “maintenance work,” as those terms are defined in California Labor Code section 1720 et seq. and California Code of Regulations, Title 8, section 16000 et seq. , and if the total compensation is $1,000 or more, Consultant shall pay prevailing wages for such work and comply with the requirements in California Labor Code section 1770 et seq. and 1810 et seq., and all other applicable laws.

1.8 Special Requirements. Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the “Special Requirements” attached hereto as Exhibit B and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit B and any other provisions of this Agreement, the provisions of Exhibit B shall govern.

ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT

2.1 Contract Sum. Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the rates specified in the “Schedule of Compensation” attached hereto as Exhibit C and incorporated herein by this reference. The total compensation for all work, including reimbursement for actual expenses, shall not exceed the Contract Sum set forth above. Compensation may include reimbursement, for actual and necessary expenditures, if both are specified in the Schedule of Compensation, as well as approved by City in advance.

invoice in an approved form. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by City for any invoice provided by Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law. Each invoice is to include (unless otherwise specified by City): 1) line items for all personnel describing the work performed, the number of hours worked, and the hourly rate; 2) line items for all materials and equipment properly charged to the Services; 3) line items for all other approved reimbursable expenses claimed, with supporting documentation; and 4) line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services.

ARTICLE 3. PERFORMANCE SCHEDULE

3.0 Time of Essence. Time is of the essence in the performance of this Agreement.

3.1 Term. The Agreement shall commence upon the Effective Date set forth above and will continue until the Termination Date. This Agreement may be extended for up to two, additional one -year periods upon the mutual agreement in writing of both parties.

Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of any ongoing services, which shall be no later than the Termination Date set forth above.

Notwithstanding the foregoing, the Indemnification and Insurance provisions set forth in Article 5 shall survive the termination of this Agreement.

3.2 Schedule of Performance. Consultant shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed from City and shall perform all services within the time period(s) established in the “Schedule of Performance” attached hereto as Exhibit D and incorporated herein by this reference.

3.3 Force Majeure. The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of Consultant, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including City, if Consultant shall within ten (10) days of the commencement of such delay notify City in writing of the causes of the delay. City shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of City such delay is justified. City’s determination shall be final and conclusive upon the Parties to this Agreement. In no event shall Consultant be entitled to recover damages against City for any delay in the performance of this 352

Agreement, however caused, Consultant’s sole remedy being extension of this Agreement pursuant to this Section.

ARTICLE 4. COORDINATION OF WORK

4.1 Representative of Consultant. The Consultant Representative is authorized to act on Consultant’s behalf with respect to the work or services specified herein and to make all decisions in connection therewith. It is expressly understood that the experience, knowledge, capability and reputation of the representative was a substantial inducement for City to enter into this Agreement. Therefore, the representative shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the services hereunder. For purposes of this Agreement, the representative may not be replaced nor may their responsibilities be substantially reduced by Consultant without the express written approval of City.

4.2 Department Contact for City. The Department Contact (or other person designated by the City Manager) shall be the primary person on behalf of City responsible for the administration of the Agreement. It shall be Consultant’s responsibility to assure that the Department Contact is kept informed of both the progress of the performance of the services as well as any decisions which must be made by City.

4.3 Approvals from City. City approvals or actions, pursuant to the authority of this Agreement, are to be made (unless otherwise specified) either by the Contract Manager, City Manager or by their delegate as provided for in writing.

4.4 Independent Contractor. Neither City, nor any of its officers, employees or agents, shall have any control over the manner or means by which Consultant, or its officers, employees, agents or subcontractors, perform the services required herein, except as otherwise set forth herein. Consultant shall perform all services required herein as an independent contractor of City and shall remain under only such obligations as are consistent with that role. Consultant shall not at any time or in any manner represent that it, or any of its officers, employees, agents or subcontractors, are officers, employees or agents of City. City shall not in any way or for any purpose become or be deemed to be a partner of Consultant in its business or otherwise or a joint venturer or a member of any joint enterprise with Consultant.

Consultant shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. Consultant represents and warrants that the personnel used to provide services to City pursuant to this Agreement shall at all times be under Consultant’s exclusive control and direction.

No City employee benefits shall be available to Consultant, its officers, employees, agents or subcontractors, in connection with the performance of this Agreement.

competent jurisdiction, or the California Public Employees’ Retirement System, to be classified as other than an independent contractor for City, then except to the extent arising from requirements imposed by City, Consultant shall indemnify, defend, and hold harmless City for the payment of any and all assessed fines, penalties, judgments, employee and/or employer contributions, and any other damages and costs assessed to City as a consequence of, or in any way attributable to, the assertion that Consultant, or any officer, employee, agent, or subcontractor Consultant used to provide services under this Agreement, is/are employees of City.

4.5 Subcontracting or Assignment. The experience, knowledge, capability and reputation of Consultant, its principals and employees were a substantial inducement for City to enter into this Agreement. Therefore, without express written approval of City, Consultant shall not contract with any other City to perform in whole or in part services required hereunder without express written approval of City, Which shall not be unreasonably delayed or withheld and neither this Agreement nor any interest herein may be transferred or assigned. No approved transfer shall release Consultant, or any surety or insured of Consultant, of any liability hereunder without express written consent of City.

ARTICLE 5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages. Prior to commencement of any services under this Agreement, and without limiting Consultant’s indemnification obligation to City, Consultant shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, for the duration of the Agreement, primary policies of insurance of the type and amounts set forth in the “Insurance Requirements” attached hereto as Exhibit E and incorporated herein by this reference.

5.2 Indemnification.
(a) General Obligations. Consultant agrees, to the full extent permitted by law, to indemnify, defend and hold harmless City and its elected and appointed officers, employees and agents (each an “ Indemnitee” and collectively, “ Indemnitees”) against, and will hold and save them and each of them harmless from, whether actual or threatened, any and all third party actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities (herein “Claims or Liabilities”) that may be asserted or claimed by any person, firm or City to the extent arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or City for which Consultant is legally liable (each an “Indemnitor” and collectively, “Indemnitors”), or to the extent arising from Indemnitors’ reckless or willful misconduct, or to the extent arising from Indemnitors’ negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, and in connection therewith: 1) Consultant will defend any action or actions filed or threatened in connection with any such Claims or Liabilities, or at option of Indemnitee(s) and selected from Consultant’s insurance carrier’s panel counsel will reimburse and pay for all costs and expenses, including legal costs and attorneys’ fees, incurred by Indemnitee(s) in connection therewith; and, 2) Consultant will promptly pay any judgment rendered against Indemnitee(s) for any such Claims or Liabilities, and will save and hold Indemnitee(s) harmless 354

therefrom. Consultant’s o bligations under this agreement are contingent upon timely receipt of notice of the claim for which indemnification is sough, such that defense of the claim is not prejudiced, and the reasonable assistance of the indemnitee in connection with the defense of the claim.
(b) Further Provisions. The indemnity obligation herein shall be binding on successors, assigns and heirs of Consultant and shall survive termination of this Agreement.

Consultant shall incorporate similar indemnity agreements as provided herein with its subcontractors, and if Consultant fails to do so Consultant shall be fully responsible to indemnify City hereunder therefore. Failure of City and/or City Parties (collectively “City” for solely this Section 5.3(b)) to monitor compliance with any of the indemnification provisions herein shall not be a waiver hereof. The indemnification provisions herein do not apply to claims or liabilities occurring as a result of City’s sole negligence or willful misconduct, but, to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City’s sole or active negligence, except that design professionals’ indemnity hereunder shall be limited to third party claims and liabilities arising out of the passive negligence, recklessness or willful misconduct of the design professional. The indemnification provided herein includes Claims or Liabilities to the extent arising from any negligent or wrongful act, error or omission, or reckless or willful misconduct of Indemnitors in the performance of professional services hereunder. Payment of invoices by City is not a condition precedent to enforcement of the indemnity obligation herein.

In the event of any dispute between Consultant and City, as to whether liability arises from the negligence or willful misconduct of City, Consultant will be obligated to pay for City’s defense until such time as agreed by parties a final judgment has been entered adjudicating City as solely or actively negligent or responsible for willful misconduct. Consultant will not be entitled in the absence of such a determination to any reimbursement of defense costs including but not limited to attorney’s fees, expert fees and costs of litigation. (c) Pursuant to the full language of California Civil Code §2782, Design Professionals agrees to indemnify, including the cost to defend, City and its officers, officials, employees, and volunteers from and against any and all third party claims, demands, costs, or liability that to the extent arise out of, or pertain to, or relate to the negligence, recklessness, or willful misconduct of Design Professional and its employees or agents in the performance of services under this contract, but this indemnity does not apply to liability for damages to the extent arising from the sole , or active negligence, or willful acts of the City; and does not apply to any passive negligence of the City unless caused at least in part by the Design Professional. The City agrees that in no event shall the cost to defend charged to the Design Professional exceed that professional’s proportionate percentage of fault. This duty to indemnify shall not be waived or modified by contractual agreement or acts of the parties.

5.3 Professional Liability. When the law establishes a professional standard of care for Consultant’s services, to the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless Indemnitees against, and will hold and save them and each of them harmless from, whether actual or threatened, any and all third party Claims and Liabilities, consistent with all obligations provided for in this Section 5.3, to the extent same are caused by any negligent or wrongful act, 355

error or omission, or reckless or willful misconduct of Indemnitors in the performance of professional services under this Agreement.

ARTICLE 6. RECORDS, REPORTS AND RELEASE OF INFORMATION

5.1 Records. Consultant shall keep, and require subcontractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies or other documents relating to the disbursements charged to City and services performed hereunder (“books and records ”) as shall be necessary to perform the services required by this Agreement and enable City to evaluate the performance of such services. Any and all such books and records shall be maintained in accordance with generally accepted accounting principles, shall be complete and detailed, and shall be readily accessible. City shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts. Such books and records shall be maintained for a period of three (3) years following completion of the services hereunder. City shall have access to such books and records in the event any audit is required. Consultant shall fully cooperate with City in providing access to any and all Consultant records and documents if a public records request is made and disclosure is required by law including but not limited to the California Public Records Act.

5.2 Ownership of Documents. All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials (“ documents and materials ”) prepared by Consultant, its officers, employees, agents and subcontractors in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of City and/or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership, use, reuse, or assignment of the documents and materials hereunder. For the avoidance of doubt, nothing in this agreement shall be understood to grant City rights to pre -existing intellectual property of consultant, including consultant softwa re and licensed software, or to any improvements thereto. Consultant may retain copies of such documents and materials for its own use. Consultant shall have the right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents and materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. Moreover, with respect to any Consultant documents and materials that may qualify as “works made for hire” as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed “works made for hire” for City.

Consultant shall have no liability arising from the use of any documents and materials for any purpose or on any project other than that for which it was produced.

5.3 Confidentiality and Release of Information. All information gained or work product produced by Consultant in its performance of this Agreement shall be considered confidential, unless such information is in the public domain or already 356

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

ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.1 California Law. This Agreement shall be interpreted, construed and governed both as to validity and to performance of the Parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Consultant agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of Riverside, State of California.

7.2 Suspension, or Termination, Prior to Expiration of Term. This Section shall govern any termination of this Agreement except as specifically provided in Section

termination or suspension and for any services authorized by City thereafter in accordance with the Schedule of Compensation, or such as may be approved by City, except as provided in Section 7.5. In event of termination, or suspension, without cause pursuant to this Section, there is no need to provide opportunity to cure pursuant to Section 7.3.

7.3 Default of Consultant and Opportunity to Cure. In the event that Consultant is in default under the terms of this Agreement, City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default. This timeframe is presumptively ten (10) days, but may be extended, or reduced, if circumstances warrant, as determined by City. During the period of time that Consultant is in default, City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices, without liability for interest. In the alternative, City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default by conclusion of noticed timeframe, City may immediately both terminate this Agreement with notice to Consultant as well as pursue the remedy in Section 7.4, without prejudice to any other remedy to which City may be entitled at law, in equity or under this Agreement. Any failure on the part of City to give notice of Consultant’s default shall not be deemed to result in a waiver of City’s legal rights or any rights arising out of any provision of this Agreement.

7.4 Termination for Default of Consultant. If termination is due to the failure of Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.3, take over the work and prosecute the same to completion by contract or otherwise, and Consultant shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to Consultant for the purpose of set-off or partial payment of the amounts owed City therefor.

7.5 Retention of Funds. Consultant hereby authorizes City to deduct from any amount payable to Consultant (whether or not arising out of this Agreement) (i) any amounts the payment of which may be in dispute hereunder or which are necessary to compensate City for any losses, costs, liabilities, or damages suffered by City, and (ii) all amounts for which City may be liable to third parties, by reason of Consultant’s acts or omissions in performing or failing to perform Consultant’s obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Consultant, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the 358

obligations of Consultant to insure, indemnify, and protect City as elsewhere provided herein.

7.6 Waiver. Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non -defaulting Party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either Party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any requirement of this Agreement imposes no additional obligations on City nor does it waive any rights hereunder. Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant.

litigation. Such fees and costs shall be enforceable whether or not such action is prosecuted to judgment.

ARTICLE 8. INDIVIDUAL LIABILITY, CONFLICTS AND NON-DISCRIMINATION

8.2 Conflict of Interest. Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant’s performance of services under this Agreement. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of City. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement. City, in its sole discretion, shall determine the existence of a conflict of interest and may terminate this Agreement in the event such a conflict of interest exists upon sending Consultant written notice describing the conflict. No officer or employee of City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to this Agreement which affects their financial interest or the financial interest of any corporation, partnership or association in which they are, directly or indirectly, interested, in violation of any State statute or regulation. Consultant warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement.

ARTICLE 9. MISCELLANEOUS PROVISIONS

City addressed to City Clerk at City of Murrieta, 1 Town Square, Murrieta California 92562, and in the case of Consultant, to the person(s) at the address designated on the cover page of this Agreement. Either Party may change its address by notifying the other Party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy -two (72) hours from the time of mailing if mailed as provided in this Section.

9.3 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, and such counterparts shall constitute one and the same instrument.

9.4 Integration; Amendment. This Agreement including the attachments hereto is the entire, complete and exclusive expression of the understanding of the Parties as to the Agreement. It is understood that there are no oral agreements between the Parties hereto affecting this Agreement, and this Agreement supersedes and cancels any and all prior and contemporaneous negotiations, arrangements, agreements and understandings, if any, between the Parties, concerning this Agreement, and none shall be used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by Consultant and by City.

(iii) by so executing this Agreement, such Party is formally bound to the provisions of this Agreement, and (iv) entering into this Agreement does not violate any provision of any other agreement to which said Party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the Parties.

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

CITY:

CITY OF MURRIETA, a California municipal
corporation

ATTEST:

By:

Kim Summers, City Manager

Cristal McDonald, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP

Tiffany Israel, City Attorney

CONSULTANT:

, a

By:

Name:

Title:

By:

Name:

Title:
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EXHIBIT "A"

SCOPE OF SERVICES
I. Consultant will perform the following Services:

A. SCOPE OF SERVICES
Provide building inspection and plan check services as requested by the City on an on-call, as-needed basis.

Such services shall include enforcement of the City’s building laws and codes (such as local amendments) and all applicable State statutes and regulations; review of construction drawings to ensure compliance with City and State adopted laws and codes; oversight of the Building & Safety Division operations; interfacing with permit applicants and City staff; and conducting inspections. Specific projects may include residential and/or non-residential projects. Any single job may require one or more subsequent reviews of submitted plans. Type of proposed plan check work may include but not limited to new construction, remodels, additions, green building, disabled access compliance, flood zone construction; enforcement of National Pollutant Discharge Elimination System (NPDES) general permit for storm water discharges; and public nuisance abatement. The City notes it provides plan check and inspection services using modern technology which requires vendor staff to proficiently operate computers and operating systems, specialized software for building permit and plan checking including Bluebeam, and Energov, and use other accessories such as iPads or laptops. Selected firm shall be required to provide their own laptops, iPads or other hardware accessories for their company staff use.

In addition to City code requirements, the selected firm(s) shall review application packages for other applicable requirements such as approvals required from other agencies and districts. For purposes of working off-site, capability for electronic intake and distribution of plans is required. The City uses Bluebeam REVU and Bluebeam sessions for plan reviews. Selected firm shall be familiar with the use of Bluebeam and shall maintain their own software licenses. All plans examiners shall be ICC Certified Plans Examiners, registered Civil Engineers, Structural Engineers and Architects, as needed. Plan check will include a review of any of the following design elements as determined by the City:

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• City’s Procedural Requirements & Guidelines
• Local Agency Requirements. DEH/Health Dept., AQMD, Water/Sewer Districts, Etc. • Special/Local Requirements. High Fire, Seismic, Flood, Mt. Palomar Ltg, Etc.

C. BUILDING INSPECTIONS
Provide ICC Certified Building Inspector(s) to perform all building and safety inspections on an on-call, as- needed basis. Inspectors shall be fully qualified to perform residential, commercial and industrial inspections for compliance with approved plans and related documents. The inspections will be performed in accordance with the City’s adopted version of the California Building Code, California Residential Code, California Green Building Code, California Mechanical Code, California Plumbing Code, California Electrical Code, Title 24, and all other State mandated ordinances and codes as applicable. It is required that consultant’s Building Inspectors provide their own vehicle(s), with no mileage or other vehicle-related charges to City unless explicitly noted on the vendor’s proposal.

Consultant’s inspectors will review permit packages to verify that onsite conditions are consistent with the appropriate records for square footage, setbacks, heights, and other requirements that may be applicable.

Inspections will generally be provided on a same day or next day basis. Inspections will include Certificates of Occupancies.

D. GENERAL OFFICE SUPPORT
Consultant will provide on-call, as-needed Building Permit Technician(s) and/or Office Clerk(s) to perform permit technician work and/or general office related duties. Building Permit Technicians and or Office Clerks shall be qualified to perform general office duties, process and issue building permits, process building plans and related documents.

E. ADDITIONAL SERVICES
Provide Certified Access Specialist (CASP) Services and miscellaneous general training, code update and adoption resource and support as needed and/or upon request.

II. In addition to any other requirements of this Agreement, during performance of the Services, Consultant will keep the City appraised of the status of performance by delivering the following status reports:

A. Consultants should supply a yearly activity report for all services.

III. All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City.

IV. Consultant will utilize the following personnel to accomplish the Services:
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A. Andrew Krogh
B. Tanya Newport
C. Tiffany Liljestrom
D. Robert Tinsley
E. Matt Burnell
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EXHIBIT "B"
01375.0001/902922.1 145610

SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
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EXHIBIT “C”
01375.0001/902922.1 145610

SCHEDULE OF COMPENSATION

B. Line items for all materials and equipment properly charged to the Services.

C. Line items for all other approved reimbursable expenses claimed, with supporting documentation.

D. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services.

II. The total compensation for all Services shall not exceed the Contract Sum as provided in the Cover Page of this Agreement.

III. Consultant’s billing rates for Services are attached as Exhibit C-1. 368

Exhibit C1

Fee Proposal
City of Murrieta | Proposal for Building Services
Interwest will provide Plan Check Services on a percentage of fee basis for the initial plan review and two successive reviews. After the third review, charges will be on an hourly basis. Separate fees for various levels and specific Plan Checkers and for Certified Building Inspectors has been included. We provide the additional administrative support of our in -office Plan Coordinators at no additional charge for the back -office support they provide out of the Irvine project office.

Personnel Hourly Rates Additional Fees or Other Charges Chief Building Official $160 150% for approved over-time Deputy Building Official $125 150% for approved over-time Permit Technician $75 150% for approved over-time
Licensed Plan Review Engineer (structural,
civil, electrical, mechanical) / Architect
$155 150% for approved over-time
Senior Plans Examiner $140 150% for approved over-time
ICC-Certified Plans Examiner $120 150% for approved over-time Building Inspector $90 - $110 150% for approved over-time Certified Access Specialist (CASp) $125 150% for approved over-time Administrative $75 150% for approved over-time
Expedited Plan Check is charged at 1.5x fixed % of fee, or 1.5x standard hourly rates.

Plan Check at 65% up to 3rd review, anything after is performed at an hourly rate per the rates above.

Additional Services

CLASSIFICATION HOURLY BILLING RATE

Building Safety Services
Supervising Structural Engineer ................................ ................................ ................................ ... $185 Senior Structural Engineer ................................ ................................ ................................ ........... $175 Fire Protection Engineer ................................ ................................ ................................ .............. $155 Senior Fire Plans Examiner ................................ ................................ ................................ .......... $130 Fire Plans Examiner / Fire Inspector ................................ ................................ ............................. $120 Senior Code Enforcement Officer ............................................................................................................ $135 Code Enforcement Officer ......................................................................................................................... $125 Trainee ................................ ................................ ................................ ................................ .......... $75

Beginning on the 1st anniversary of the Effective Date of the Agreement and annually thereafter, the hourly rates listed below shall be automatically increased based upon the annual increase in the Department of Labor, Bureau of Labor Statistics or successor thereof, Consumer Price Index (United States City Average, All Items (CPI -U), Not Seasonally adjusted, All Urban Consumers, referred to herein as the “CPI”), unless a mutually agreed upon rate increase is established. Such increase shall not exceed 5% per annum. The increase will become effective upon publication of the applicable CPI data. If the index decreases, the rates listed shall remain unchanged.

T H O U G H T F U L S O L U T I O N S . T H R I V I N G C O M M U N I T I E S . 369
EXHIBIT "D"
01375.0001/902922.1

SCHEDULE OF PERFORMANCE

I. Consultant shall perform Services as set forth in Exhibit A.

II. Consultant shall deliver the following tangible work products to the City by the following dates.

III. The Department Contact may approve extensions for performance of the Services in accordance with Section 3.2.
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01375.0001/902922.1

EXHIBIT E

INSURANCE REQUIREMENTS

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:

4. Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant’s profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate.

cyber extortion, social engineering, infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, and alteration of electronic information. The policy shall provide coverage for breach response costs, regulatory fines and penalties as well as credit monitoring expenses.

a. The Policy shall include, or be endorsed to include, property damage liability coverage for damage to, alteration of, loss of, or destruction of electronic data and/or information “property” of the Agency in the care, custody, or control of the Vendor.

Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:

Primary Coverage
For any claims related to this contract, the Consultant’s insurance coverage shall be primary and non-contributory and at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant’s insurance and shall not contribute with it. This requirement shall also apply to any Excess or Umbrella liability policies.
372
01375.0001/902922.1

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City.

Claims Made Policies (note – should be applicable only to professional liability, see below) If any of the required policies provide claims-made coverage:
373
01375.0001/902922.1

1. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

Special Risks or Circumstances
City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. 374
01375.0001/902922.1

EXHIBIT F

FEDERAL REQUIREMENTS
(Only applicable if required on cover page of agreement) 375

AGREEMENT FOR PROFESSIONAL SERVICES WITH THE CITY
OF MURRIETA (“CITY”)
Project Name/Description (“Project”): Building and Safety Contract Services Contract Number:

Consultant Name (“Consultant”): True North Compliance Services Consultant Address: 8369 Vickers St #207, San Diego, CA 92111 Consultant Representative Name and Title (“Consultant Representative”): Isam Hasenin,

MSCE, PE, CBO
Consultant Representative Work Phone and Email: 858-260-0495 [email protected] Effective Date: 6/1/24
Termination Date: 6/30/26
Total Not-To-Exceed Contract Amount (“Contract Sum”): Total compensation for all services provided by Consultant(s) combined shall not exceed $650,000 per year or available budgeted amount.

RECITALS
A. The City desires to contract with a Consultant to provide professional services as more further set forth herein.

B. The City circulated a Request for Proposals for the above -described professional services.

C. Consultant submitted a proposal to City to provide the above -described professional services.

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THIS AGREEMENT FOR SERVICES (“Agreement”) is made and entered into as of the Effective Date set forth above by and between CITY OF MURRIETA, a California municipal corporation (“City”) and (“Consultant”). City and Consultant may be referred to individually as “Party” or collectively as “Parties.” In consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the Parties agree as follows:

ARTICLE 1. SERVICES OF CONSULTANT

1.5 Familiarity with Work. By executing this Agreement, Consultant represents and warrants Consultant: a) has thoroughly investigated and considered services to be 377
performed, b) has carefully considered how services should be performed, and c) fully understands the facilities, difficulties and restrictions attending performance of services under this Agreement.

ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT

2.2 Invoices. Unless some other method of payment is specified in Exhibit C, Schedule of Compensation, in any month in which Consultant wishes to receive payment, no later than the first business day of such month, Consultant shall submit to City, in a form approved by City’s Finance Director, an invoice for services rendered prior to the date of the invoice. By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of this Agreement. Except as provided in Sections 7.3, 7.4 and 7.5, City shall pay Consultant for all expenses stated thereon which are approved by City pursuant to this Agreement generally within thirty (30) days, and City will use its best efforts to make payment no later than forty-five (45) days, from the submission of an 378
invoice in an approved form. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by City for any invoice provided by Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law. Each invoice is to include (unless otherwise specified by City): 1) line items for all personnel describing the work performed, the number of hours worked, and the hourly rate; 2) line items for all materials and equipment properly charged to the Services; 3) line items for all other approved reimbursable expenses claimed, with supporting documentation; and 4) line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services.

ARTICLE 3. PERFORMANCE SCHEDULE

3.0 Time of Essence. Time is of the essence in the performance of this Agreement.

Notwithstanding the foregoing, the Indemnification and Insurance provisions set forth in Article 5 shall survive the termination of this Agreement.

ARTICLE 4. COORDINATION OF WORK

No City employee benefits shall be available to Consultant, its officers, employees, agents or subcontractors, in connection with the performance of this Agreement.

City shall not be liable for compensation or indemnification to Consultant, its officers, employees, agents or subcontractors, for injury or sickness arising out of performing services hereunder. In the event that Consultant or any officer, employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a federal or state agency, a court of 380
competent jurisdiction, or the California Public Employees’ Retirement System, to be classified as other than an independent contractor for City, then Consultant shall indemnify, defend, and hold harmless City for the payment of any and all assessed fines, penalties, judgments, employee and/or employer contributions, and any other damages and costs assessed to City as a consequence of, or in any way attributable to, the assertion that Consultant, or any officer, employee, agent, or subcontractor Consultant used to provide services under this Agreement, is/are employees of City.

4.5 Subcontracting or Assignment. The experience, knowledge, capability and reputation of Consultant, its principals and employees were a substantial inducement for City to enter into this Agreement. Therefore, without express written approval of City, Consultant shall not contract with any other City to perform in whole or in part services required hereunder without express written approval of City, and neither this Agreement nor any interest herein may be transferred or assigned. No approved transfer shall release Consultant, or any surety or insured of Consultant, of any liability hereunder without express written consent of City.

ARTICLE 5. INSURANCE AND INDEMNIFICATION

5.2 Indemnification.
(a) General Obligations. Consultant agrees, to the full extent permitted by law, to indemnify, defend and hold harmless City and its elected and appointed officers, employees and agents (each an “ Indemnitee” and collectively, “ Indemnitees”) against, and will hold and save them and each of them harmless from, whether actual or threatened, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities (herein “ Claims or Liabilities”) that may be asserted or claimed by any person, firm or City arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or City for which Consultant is legally liable (each an “ Indemnitor” and collectively, “ Indemnitors”), or arising from Indemnitors’ reckless or willful misconduct, or arising from Indemnitors’ negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, and in connection therewith: 1) Consultant will defend any action or actions filed or threatened in connection with any such Claims or Liabilities, or at option of Indemnitee(s) will reimburse and pay for all costs and expenses, including legal costs and attorneys’ fees, incurred by Indemnitee(s) in connection therewith; and, 2) Consultant will promptly pay any judgment rendered against Indemnitee(s) for any such Claims or Liabilities, and will save and hold Indemnitee(s) harmless therefrom.
381
(b) Further Provisions. The indemnity obligation herein shall be binding on successors, assigns and heirs of Consultant and shall survive termination of this Agreement.

Consultant shall incorporate similar indemnity agreements as provided herein with its subcontractors, and if Consultant fails to do so Consultant shall be fully responsible to indemnify City hereunder therefor. Failure of City and/or City Parties (collectively “City” for solely this Section 5.3(b)) to monitor compliance with any of the indemnification provisions herein shall not be a waiver hereof. The indemnification provisions herein do not apply to claims or liabilities occurring as a result of City’s sole negligence or willful misconduct, but, to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City’s negligence, except that design professionals’ indemnity hereunder shall be limited to claims and liabilities arising out of the negligence, recklessness or willful misconduct of the design professional. The indemnification provided herein includes Claims or Liabilities arising from any negligent or wrongful act, error or omission, or reckless or willful misconduct of Indemnitors in the performance of professional services hereunder. Payment of invoices by City is not a condition precedent to enforcement of the indemnity obligation herein. In the event of any dispute between Consultant and City, as to whether liability arises from the sole negligence or willful misconduct of City, Consultant will be obligated to pay for City’s defense until such time as a final judgment has been entered adjudicating City as solely negligent or responsible for willful misconduct.

Consultant will not be entitled in the absence of such a determination to any reimbursement of defense costs including but not limited to attorney’s fees, expert fees and costs of litigation. (c) Pursuant to the full language of California Civil Code §2782, Design Professionals agrees to indemnify, including the cost to defend, City and its officers, officials, employees, and volunteers from and against any and all claims, demands, costs, or liability that arise out of, or pertain to, or relate to the negligence, recklessness, or willful misconduct of Design Professional and its employees or agents in the performance of services under this contract, but this indemnity does not apply to liability for damages arising from the sole negligence, active negligence, or willful acts of the City; and does not apply to any passive negligence of the City unless caused at least in part by the Design Professional. The City agrees that in no event shall the cost to defend charged to the Design Professional exceed that professional’s proportionate percentage of fault. This duty to indemnify shall not be waived or modified by contractual agreement or acts of the parties.

5.3 Professional Liability. When the law establishes a professional standard of care for Consultant’s services, to the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless Indemnitees against, and will hold and save them and each of them harmless from, whether actual or threatened, any and all Claims and Liabilities, consistent with all obligations provided for in this Section

5.3, to the extent same are caused in whole or in part by any negligent or wrongful act, error or omission, or reckless or willful misconduct of Indemnitors in the performance of professional services under this Agreement.

ARTICLE 6. RECORDS, REPORTS AND RELEASE OF INFORMATION

6.1 Records. Consultant shall keep, and require subcontractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies or other documents relating to the disbursements charged to City and services performed hereunder (“books and records”) as shall be necessary to perform the services 382
required by this Agreement and enable City to evaluate the performance of such services. Any and all such books and records shall be maintained in accordance with generally accepted accounting principles, shall be complete and detailed, and shall be readily accessible. City shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts. Such books and records shall be maintained for a period of three (3) years following completion of the services hereunder. City shall have access to such books and records in the event any audit is required. Consultant shall fully cooperate with City in providing access to any and all Consultant records and documents if a public records request is made and disclosure is required by law including but not limited to the California Public Records Act.

6.2 Ownership of Documents. All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials (“ documents and materials ”) prepared by Consultant, its officers, employees, agents and subcontractors in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of City and/or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership, use, reuse, or assignment of the documents and materials hereunder. Consultant may retain copies of such documents and materials for its own use. Consultant shall have the right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents and materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. Moreover, with respect to any Consultant documents and materials that may qualify as “works made for hire” as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed “works made for hire” for City.

6.3 Confidentiality and Release of Information. All information gained or work product produced by Consultant in its performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from City. Consultant, its officers, employees, agents or subcontractors, shall not, without prior written authorization from City or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered “voluntary” provided Consultant immediately gives City notice of such court order or subpoena. If Consultant, or any officer, employee, agent or subcontractor of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct. As concerning, regarding or related to, in any way, this Agreement and the work performed thereunder: a) Consultant shall immediately notify City should 383
Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party; b) City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding; and, c) Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant, however, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.

ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.2 Suspension, or Termination, Prior to Expiration of Term. This Section shall govern any termination of this Agreement except as specifically provided in Section

7.4 for termination for cause. City reserves the right to terminate or suspend this Agreement, or any portion hereof, at any time, for any reason, with or without cause, upon ten (10) days’ notice to Consultant, except that where termination or suspension is due to the fault of Consultant, the period of notice may be such shorter time as determined by City. Upon receipt of any notice of termination or suspension, Consultant shall immediately cease all services hereunder, unless the notice provides otherwise, or except such as specifically approved by City. Upon submittal of an invoice consistent with Section 2.2, Consultant shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination or suspension and for any services authorized by City thereafter in accordance with the Schedule of Compensation, or such as may be approved by City, except as provided in Section 7.5. In event of termination, or suspension, without cause pursuant to this Section, there is no need to provide opportunity to cure pursuant to Section 7.3.

7.3 Default of Consultant and Opportunity to Cure. In the event that Consultant is in default under the terms of this Agreement, City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default. This timeframe is presumptively ten (10) days, but may be extended, or reduced, if circumstances warrant, as determined by City. During the period of time that Consultant is in default, City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices, without liability 384
for interest. In the alternative, City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default by conclusion of noticed timeframe, City may immediately both terminate this Agreement with notice to Consultant as well as pursue the remedy in Section 7.4, without prejudice to any other remedy to which City may be entitled at law, in equity or under this Agreement. Any failure on the part of City to give notice of Consultant’s default shall not be deemed to result in a waiver of City’s legal rights or any rights arising out of any provision of this Agreement.

7.6 Waiver. Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non -defaulting Party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either Party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any requirement of this Agreement imposes no additional obligations on City nor does it waive any rights hereunder. Payment to Consultant for work performed 385
pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant.

ARTICLE 8. INDIVIDUAL LIABILITY, CONFLICTS AND NON-DISCRIMINATION

8.2 Conflict of Interest. Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant’s performance of services under this Agreement. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of City. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement. City, in its sole discretion, shall determine the existence of a conflict of interest and may terminate this Agreement in the event such a conflict of interest exists upon sending Consultant written notice 386
describing the conflict. No officer or employee of City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to this Agreement which affects their financial interest or the financial interest of any corporation, partnership or association in which they are, directly or indirectly, interested, in violation of any State statute or regulation. Consultant warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement.

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.3 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, and such counterparts shall constitute one and the same instrument.

9.4 Integration; Amendment. This Agreement including the attachments hereto is the entire, complete and exclusive expression of the understanding of the Parties as to the Agreement. It is understood that there are no oral agreements between the Parties hereto affecting this Agreement, and this Agreement supersedes and cancels any and all prior and contemporaneous negotiations, arrangements, agreements and understandings, if any, between the Parties, concerning this Agreement, and none 387
shall be used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by Consultant and by City.

[SIGNATURES ON FOLLOWING PAGE]
388
-14- 01375.0001/902922.1
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first-above written.

CITY:

CITY OF MURRIETA, a California municipal
corporation

ATTEST:

By:

Kim Summers, City Manager

Cristal McDonald, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP

Tiffany Israel, City Attorney

CONSULTANT:

, a

By:

Name:

Title:

By:

Name:

Title:
389
Exhibit A
16

Page 16 ends

17 EXHIBIT "A"

SCOPE OF SERVICES
I. Consultant will perform the following Services:

A. SCOPE OF SERVICES
Provide building inspection and plan check services as requested by the City on an on -call, as- needed basis. Such services shall include enforcement of the City’s building laws and codes (such as local amendments) and all applicable State statutes and regulations; review of construction drawings to ensure compliance with City and State adopted laws and codes; oversight of the Building & Safety Division operations; interfacing with permit applicants and City staff; and conducting inspections. Specific projects may include residential and/or non - residential projects. Any single job may require one or more subsequent reviews of submitted plans. Type of proposed plan check work may include but not limited to new construction, remodels, additions, green building, disabled access compliance, flood zone construction; enforcement of National Pollutant Discharge Elimination System (NPDES) general permit for storm water discharges; and public nuisance abatement. The City notes it provides plan check and inspection services using modern technology which requires vendor staff to proficiently operate computers and operating systems, specialized software for building permit and plan checking including Bluebeam, and Energov, and use other accessories such as iPads or laptops. Selected firm shall be required to provide their own laptops, iPads or other hardware accessories for their company staff use.

B. PLAN CHECK SERVICES
Provide assistance and examine building plans for compliance with the adopted version of the California Building Code, California Residential Code, California Green Building Code, California Mechanical Code, California Plumbing Code, California Electrical Code, Title 24, Americans with Disabilities Act, and all other State mandated ordinances and codes, including any local amendments, on an on -call, as-needed basis. In addition to City code requirements, the selected firm(s) shall review application packages for other applicable requirements such as approvals required from other agencies and districts. For purposes of working off-site, capability for electronic intake and distribution of plans is required. The City uses Bluebeam REVU and Bluebeam sessions for plan reviews. Selected firm shall be familiar with the use of Bluebeam and shall maintain their own software licenses. All plans examiners shall be ICC Certified Plans Examiners, registered Civil Engineers, Structural Engineers and Architects, as needed. Plan check will include a review of any of the following design elements as determined by the City:

• Architectural
• Green Building Standards (Interior & Exterior)
• Structural
• Energy Conservation Regulations (Title-24)
• Solar
• Project Site Accessibility (Within Project Scope)
• Mechanical
• Project Site MEPs (Within Project Scope)
• Electrical
• Disabled Access Regulations
• Plumbing
390
01375.0001/902922.1 145610
Exhibit A
17 • City’s Procedural Requirements & Guidelines
• Local Agency Requirements. ....... DEH/Health Dept., AQMD, Water/Sewer Districts, Etc.
• Special/Local Requirements. ......................... High Fire, Seismic, Flood, Mt. Palomar Ltg,
Etc.

C. BUILDING INSPECTIONS
Provide ICC Certified Building Inspector(s) to perform all building and safety inspections on an on -call, as -needed basis. Inspectors shall be fully qualified to perform residential, commercial and industrial inspections for compliance with approved plans and related documents. The inspections will be performed in accordance with the City’s adopted version of the California Building Code, California Residential Code, California Green Building Code, California Mechanical Code, California Plumbing Code, California Electrical Code, Title 24, and all other State mandated ordinances and codes as applicable. It is required that consultant’s Building Inspectors provide their own vehicle(s), with no mileage or other vehicle-related charges to City unless explicitly noted on the vendor’s proposal.

The selected firm’s inspectors will review permit packages to verify that onsite conditions are consistent with the appropriate records for square footage, setbacks, heights, and other requirements that may be applicable. Inspections will generally be provided on a same day or next day basis. Inspections will include Certificates of Occupancies.

D. GENERAL OFFICE SUPPORT
Provide on-call, as-needed Building Permit Technician(s) and/or Office Clerk(s) to perform permit technician work and/or general office related duties. Building Permit Technicians and or Office Clerks shall be qualified to perform general office duties, process and issue building permits, process building plans and related documents.

E. ADDITIONAL SERVICES
Provide Certified Access Specialist (CASP) Services and miscellaneous general training, code update and adoption resource and support as needed and/or upon request.

A. Consultants should supply a yearly activity report for all services.

III. All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City.

IV. Consultant will utilize the following personnel to accomplish the Services:

A. Andrew Krogh
391
01375.0001/902922.1 145610
Exhibit A
18 B. Tanya Newport
C. Tiffany Liljestrom
D. Robert Tinsley
E. Matt Burnell
392
01375.0001/902922.1 145610
19 EXHIBIT "B"

SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
393
01375.0001/902922.1 145610
20 EXHIBIT “C”

SCHEDULE OF COMPENSATION

B. Line items for all materials and equipment properly charged to the Services.

C. Line items for all other approved reimbursable expenses claimed, with supporting documentation.

D. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services.

II. The total compensation for all Services shall not exceed the Contract Sum as provided in the Cover Page of this Agreement.

City will pay Consultant for work completed, billed in increments of six minutes (0.1 hours), not to exceed the contract sum . The City will reimburse the Consultant for reasonable out -of-pocket expenses related to performing services on behalf of the Client that are approved in advance in writing by the City such as mileage, copies, binding costs, postage, parking, travel, and lodging expenses as part of the not to exceed the contract sum. To receive reimbursements, the Consultant must provide the City with a receipt and a description of the expense incurred along with the invoice. No mark up on expenses may be added.
394

EXHIBIT C-1
RATES and FEES

PLAN REVIEW SERVICES
• We propose to charge 65% of the City’s total plan check fees for our review. • Our fee includes initial review and all subsequent rechecks. • Our fee includes shipping and delivery of plans to/from City Hall. • Expedited Plan Services: 1.4 x the plan check fees.
• Revisions/Deferred Submittals/RFI: use Hourly Rate Table below.

Additional Services: The following hourly rate table applies to additional services included in our Scope of Services that may be required by the City of Murrieta.

Hourly Rates for Additional Services

Position Hourly Rate
Interim Certified Building Official $150.00
Plan Review Engineer $125.00
Senior Plan Review Engineer $140.00
Certified Plans Examiner I $105.00
Certified Plans Examiner II $115.00
Building/Housing Inspector I $95.00
Building/Housing Inspector II $105.00
395

Senior Building/Housing Inspector $115.00
Code Enforcement Officer $100.00
CASp Plan Reviewer/Inspector $125.00
Fire Plan Reviewer/Inspector I $120.00
Fire Plan Reviewer/Inspector II $135.00
Grading/Public Improvements Plan Review Engineer I $140.00 Grading/Public Improvements Plan Review Engineer
II
$155.00
Planner $145.00
Senior Planner $160.00
Permit Technician I $70.00
Permit Technician II $85.00
Administrative Assistant $65.00

- On-Site services (plan review, permit technician, inspections) will be provided in eight (8) hour segments.
- Overtime for on-site staffing will be charged at 140% of the rates above. - Mileage for tasks related to requested scope such as inspections or site visits will be charged at the current IRS mileage rate measured from City Hall. - Inspections outside of the City’s business hours will be charged at 140% of rates above with a 3-hour minimum.
- Incidental expenses will be charged at cost.
396
01375.0001/902922.1
21 EXHIBIT "D"

SCHEDULE OF PERFORMANCE

I. Consultant shall perform Services as set forth in Exhibit A.

II. Consultant shall deliver the following tangible work products to the City by the following dates.

III. The Department Contact may approve extensions for performance of the Services in accordance with Section 3.2.
397
01375.0001/902922.1
22 EXHIBIT E

INSURANCE REQUIREMENTS

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:

4. Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant’s profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate.

Cyber Liability Insurance, with limits not less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Vendor in this agreement and shall include, but not be limited to, claims involving security breach, system failure, data recovery, business interruption, 398
01375.0001/902922.1
23 cyber extortion, social engineering, infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, and alteration of electronic information. The policy shall provide coverage for breach response costs, regulatory fines and penalties as well as credit monitoring expenses.

7. Aviation Liability Insurance: On an “occurrence” basis, including products and completed operations, property damage, bodily injury with limits no less than $1,000,000 per occurrence, and $2,000,000 in the aggregate. This coverage may also be provided by endorsement to a Commercial General Liability policy.

Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:

Primary Coverage
For any claims related to this contract, the Consultant’s insurance coverage shall be primary and non-contributory and at least as broad as ISO CG 20 01 04 13 as respects the City, its 399
01375.0001/902922.1
24 officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant’s insurance and shall not contribute with it. This requirement shall also apply to any Excess or Umbrella liability policies.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City.

Self-Insured Retentions
Self-insured retentions must be declared to and approved by the City. The City may require the Consultant to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. The CGL and any policies, including Excess liability policies, may not be subject to a self-insured retention (SIR) or deductible that exceeds $25,000 [fill in the amount for your comfort level for the specific Consultant and job – it could be much higher, or in the case of a very small Consultant, you might want it lower] unless approved in writing by City. Any and all deductibles and SIRs shall be the sole responsibility of Consultant or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties. City may deduct from any amounts otherwise due Consultant to fund the SIR/deductible. Policies shall NOT contain any self-insured retention (SIR) provision that limits the satisfaction of the SIR to the Named. The policy must also provide that Defense costs, including the Allocated Loss Adjustment Expenses, will satisfy the SIR or deductible. City reserves the right to obtain a copy of any policies and endorsements for verification.Acceptability of Insurers Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City. 400
01375.0001/902922.1
25 Claims Made Policies (note – should be applicable only to professional liability, see below) If any of the required policies provide claims-made coverage:

1. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

Duration of Coverage
CGL & Excess liability policies for any construction related work, including, but not limited to, maintenance, service, or repair work, shall continue coverage for a minimum of 5 years for Completed Operations liability coverage. Such Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.
401
01375.0001/902922.1
26 Special Risks or Circumstances
City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. 402
01375.0001/902922.1
27 EXHIBIT F

FEDERAL REQUIREMENTS
(Only applicable if required on cover page of agreement) 403

CITY OF MURRIETA
City Council Meeting Agenda
Report
4/16/2024
Agenda Item No. 4.

TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: Scott Agajanian, Director of Economic Development PREPARED BY: Martha Samaniego, Management Analyst
SUBJECT:

Professional Services Agreement - Market Research and Analysis

RECOMMENDATION
Authorize the City Manager to enter into a two-year agreement for market research and analysis services with up to three one-year optional extensions with The Retail Coach, LLC, in a form acceptable to the City Attorney.

The total contract sum shall not exceed $137,500.00 over the entire contract term.

PRIOR ACTION/VOTE
None.

CITY COUNCIL GOAL
Aggressively pursue economic development.

BACKGROUND
The City of Murrieta (City) released a Request for Proposals (RFP) for Market Research and Analysis on February 5, 2024. This RFP closed at 2 p.m. on March 7, 2024, and the City received three (3) proposals. Of the proposals received, the lowest and most responsive proposal was selected. The Retail Coach, LLC., has provided professional services in this capacity for the City, and the City has been satisfied with the services provided.

Proposal Received -
Company Name
Cost Proposal Total Cost
ECOnorthwest Consisted of a per-year fee range Range from $133,500 - $220,000
Retail Strategies 1st Year - $82,000 2nd Year - $80,000 $183,500 for 2 years The Retail Coach Annual cost - $25,000 (plus $2,500 in
reimbursable expenses)
$55,000 for 2 years

FISCAL IMPACT
Funding for this Agreement is available in General Ledger Account 1114100-63120 in the Fiscal Year 2023/24 CITY OF MURRIETA Printed on 4/11/2024Page 1 of 2
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4/16/2024
Agenda Item No. 4.

Funding for this Agreement is available in General Ledger Account 1114100-63120 in the Fiscal Year 2023/24 and 2024/25 Operating Budgets. The cost for future years of the Agreement will be included in subsequent Biennial budgets. The Retail Coach proposal's annual cost is $25,000 (plus $2,500 in reimbursable expenses) for a total of $55,000 for a two-year period.

ATTACHMENTS

1. The Retail Coach Agreement
CITY OF MURRIETA Printed on 4/11/2024Page 2 of 2
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AGREEMENT BETWEEN THE CITY OF MURRIETA AND
The Retail Coach, LLC

This Agreement (“Agreement”), made this 1st day of May, 2024, by and between the CITY OF MURRIETA, a Municipal Corporation, duly organized and existing under and by virtue of the laws of the State of California ("CITY"), and The Retail Coach, LLC, a Mississippi limited liability company ("CONSULTANT") with reference to the following facts which are acknowledged by each party as true and correct:

RECITALS

A. CITY is a general law city, formed and existing pursuant to the provisions of the California Government Code.

B. CITY is authorized to enter into consultant agreements under the provisions of California Government Code section 53060.

C. On January 26, 2024, City and Consultant entered into an amended agreement (“Agreement”) for retail data and recruitment services (‘Services’).

D. The Agreement is set to terminate on April 30, 2024.

E. The City of Murrieta released an RFP for professional services on Market Research and Analysis on February 5, 2024. The RFP closed at 2 pm on March 7, 2024, and the City received 3 proposals. Of the proposals received, the Retail Coach submitted the lowest and most responsive bid.

F. CITY desires or is in need of retail data and recruitment services.

G. CONSULTANT has special knowledge, experience, and facilities for accomplishing the above services.

H. CITY now desires to retain CONSULTANT to accomplish the above services, and CONSULTANT is willing to be so retained pursuant to the terms and conditions of this Agreement.

AGREEMENT
NOW, THEREFORE, it is agreed by and between the parties as follows:

OPERATIVE PROVISIONS

1. RESPONSIBILITIES OF CONSULTANT

1.1 CONSULTANT shall undertake to carry on the scope of services as listed in the attached Scope of Services (refer to Exhibit “A”), which is attached to and made a part of this Agreement. To the extent the provisions of Exhibit “A” are ambiguous in relation to the provisions of this Agreement, inconsi stent with the provisions of this Agreement, or expand upon the provisions of this Agreement, the provisions of this Agreement shall take precedence and the provisions of Exhibit “A” shall not apply.

These duties may be adjusted from time to time as agreed upon in writing by 406

CONSULTANT and CITY. Any additional services authorized by CITY shall be subject to all terms and conditions of this Agreement, except as modified in writing in accordance with Section 24.

1.2 Representations. CONSULTANT will perform the services set out in this Agreement, as contemplated herein, in an efficient, timely, and professional manner, and in accordance with generally accepted standards for performing similar services.

It is understood that CITY, in entering into this Agreement, i s relying on CONSULTANT’s representations for quality and professional work performed in a timely manner, and CONSULTANT shall perform in accordance with those representations and standards.

1.3 Monthly Written Reports. The Project Director of CONSULTANT shall prepare and submit to the designated CITY representative a monthly written report specifying the activities of CONSULTANT pursuant to this Agreement. CONSULTANT shall prepare the monthly written report in a format acceptable to the CITY.

CONSULTANT shall submit the monthly written report to the CITY by the second Friday of each month.

2. ADMINISTRATION OF AGREEMENT

2.1 CITY appoints its City Manager, or his designee, to administer CITY’s rights under this Agreement, and to review the work performed by CONSULTANT pursuant to the scope of services.

2.2 CONSULTANT shall keep the City Manager, CITY’s representative, or his designee or designees, fully informed as to the progress of the work and shall submit to CITY such oral and written reports as CITY may specify.

2.3 This Agreement shall be administered on behalf of the parties hereto, and any notice desired or required to be sent to a party hereunder shall be addressed, as follows:

For CITY: City of Murrieta
Address: One Town Square 24601 Jefferson Avenue
Murrieta, CA 92562
Phone: (951) 461-6010
Facsimile: (951) 461-6430
For CONSULTANT: C. Kelly Cofer
CONSULTANT: The Retail Coach, LLC
Address: P.O. Box 7272
Tupelo, MS 38802
Phone: (662) 844-2155
Facsimile: (662) 844-2738

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3. TERM

3.1 The term of this Agreement shall be from 05/01/24 until 04/30/2026. The Agreement may be extended for additional 12-month terms (up to 3 one-year optional extensions) upon the written agreement of both parties.

3.2 Time is of the essence for this Agreement and each provision of this Agreement unless otherwise specified in this Agreement.

4. PAYMENT TO CONSULTANT

4.1 Not-to-Exceed Consideration. In consideration of the services to be performed by CONSULTANT for the CITY as set forth in Section 1, the CITY agrees to pay CONSULTANT the following amounts:

4.1.1 CITY agrees to pay CONSULTANT the sum of Twenty Five Thousand Dollars and No/100 ($ 25,000.00) annually for the performance of services set forth in Exhibit A.

4.1.2 CITY further agrees to pay CONSULTANT a maximum amount of Two Thousand Five Hundred Dollars and No/100 ($2,500.00) annually for any reimbursable expenses set forth in Exhibit A that may be incurred by CONSULTANT in the performance of services under this Agreement.

CONSULTANT shall submit any receipts and invoices to CITY on a monthly basis for reimbursement of any allowable expenses.

4.1.3 The total contract sum shall not exceed One Hundred and Thirty Seven Thousand, Five Hund red Dollars ($137,500.00) over the entire contract term.

4.2 Additional Services. If CITY desires any additional services (“Additional Services”), CONSULTANT may, upon written request by the CITY, furnish a proposal including an itemized statement of the estimated cost of the Additional Services thereof, and the CITY may modify or alter the proposal, or may reject the proposal in its entirety, at its sole discretion, or may direct the submission of a new proposal which may be accepted, altered or rejected. Upon the written approval of any Additional Services including costs by CONSULTANT and CITY, CONSULTANT shall perform the Additional Services and CITY will pay to CONSULTANT the cost of the Additional Services as agreed in writing. All money due for Additional Services shall be supported by a detailed statement of CONSULTANT showing the basis of said claims, and certified by proper officers of CONSULTANT.

4.3 Payments. Payment of CONSULTANT’s fee shall be made in accordance with CITY’s normal schedule for issuance of checks.

CONSULTANT agrees and acknowledges that it is CONSULTANT’s sole responsibility to report as income all compensation received from CITY, and to make the requisite tax filings and payments to the appropriate federal, state and local tax authorities.

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5. STATUS OF CONSULTANT

5.1 Independent Contractor . It is understood and agreed that CITY is interested only in the results obtained from service hereunder and that CONSULTANT shall perform as an independent contractor with sole control of the manner and means of performing the services required under this Agreement. CONSULTANT shall complete this Agreement according to its own methods of work which shall be in the exclusive charge and control of CONSULTANT and which shall not be subject to control or supervision by the CITY, except as to the results of the work. CONSULTANT is, for all purposes arising out of this Agreement, an independent contractor, and neither CONSULTANT, nor its employees, agents and representatives shall be deemed an employee of the CITY for any purpose.

5.2 Employee Benefits. CONSULTANT shall be responsible for all salaries, payments, insurance and benefits for all of its officers, agents, representatives and employees in performing services pursuant to this Agreement. It is expres sly understood and agreed that CONSULTANT and its employees, agents, and representatives shall in no event be entitled to any CITY benefits to which CITY employees are entitled, including, but not limited to, overtime, retirement benefits, insurance, vacation, worker's compensation, sick or injury leave or other benefits.

5.3 Workers' Compensation Insurance . CONSULTANT agrees to procure and maintain in full force and effect Workers' Compensation Insurance covering its employees and agents while these persons are participating in the activities hereunder, as provided in Section

6.1.2 of this Agreement.

5.4 Prevailing Wages. Pursuant to the provisions of section 1773 of the Labor Code of the State of California, the City Council has obtained the general prevailing rate of per diem wages and the general rate for holiday and overtime work in this locality for each craft, classification, or type of workman needed to execute this Agreement, from the Director of the Department of Industrial Relations. These rates are on file with the City Clerk. Copies may be obtained at cost at the City Clerk's office.

CONSULTANT shall post a copy of such rates at their office and shall pay the adopted prevailing wage rates as a minimum. If applicable, CONSULTANT shall comply with the provisions of sections 1773.8, 1775, 1776, 1777.5, 1777.6, and 1813 of the Labor Code and any other applicable laws.

Pursuant to the provisions of section 1775 of the Labor Code, CONSULTANT shall forfeit to CITY, as a penalty, the sum of fifty dollars ($50.00) for each calendar day, or portion thereof, for each laborer, worker, or mechanic employed, paid less than the stipulated prevailing rates for any work done under this Agreement, by him or by any sub -consultant under him, in violation of the provis ions of this Agreement.

6. INSURANCE

CONSULTANT shall not begin the services under this Agreement until it has: (a) obtained, and upon the CITY's request, provided to the CITY, insurance certificates reflecting evidence of all insurance, including a copy of the Declarations and Endorsement Page as required in this Section 6; however, CITY reserves the right to 409

request, and CONSULTANT shall submit, complete copies of any policy upon reasonable request by CITY; (b) obtained CITY approval of each company or companies as required by Section 6; and (c) confirmed that all policies contain the specific provisions required in Section 6.

6.1 Types of Insurance. At all times during the term of this Agreement, CONSULTANT shall maintain insurance coverage as follows:

6.1.1 Commercial General Liability. Commercial General Liability (CGL) Insurance written on an occurrence basis to protect CONSULTANT and CITY against liability or claims of liability which may arise out of this Agreement in the amount of Two Million Dollars ($2,000,000) per occurrence and subject to an annual aggregate of Four Million Dollars ($4,000,000). There shall be no endorsement or modification of the CGL limiting the scope of coverage for either insured vs. insured claims or contractual liability. Gen eral liability coverage can be provided in the form of an endorsement to the Consultant’s insurance (at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37).

6.1.2 Workers' Compensation. For all of CONSULTANT’s employees who are subject to this Agreement and to the extent required by applicable state or federal law, CONSULTANT shall keep in full force and effect a Workers' Compensation policy. That policy shall provide employers' liability coverage as required by applicable state and/or federal Workers’ Compensation laws, and CONSULTANT shall provide an endorsement that the insurer waives the right of subrogation against the CITY and its respective elected officials, officers, employees, agents and representatives. In the event a claim under the provisions of the California Workers' Compensation Act is filed against CITY by a bona fide employee of CONSULTANT participating under this Agreement, CONSULTANT agrees to defend and indemnify the CITY from such claim.

6.1.3 Professional Liability. For all of CONSULTANT’s employees who are subject to this Agreement, CONSULTANT shall keep in full force and effect Professional Liability coverage for professional liability with a limit of Two Million Dollars ($2,000,000)
per claim and Four Million Dollars ($4,000,000) annual aggregate.

CONSULTANT shall ensure both that: (1) the policy retroactive date is on or before the date of commencement of services under this Agreement; and (2) the policy will be maintained in force for a period of four years after termination of this Agreement or substantial completion of services under this Agreement, whichever occurs last. CONSULTANT agrees that for the time period defined above, there will be no changes or endorsements to the policy that increase the CITY's exposure to loss.

6.1.4 Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 per accident for bodily injury and property damage.

6.2 Insurer Requirements. All insurance required by express provision of 410

this Agreement shall be carried only by responsible insurance companies that are rated “A-” and “V” or better by the A.M. Best Key Rat ing Guide, and are licensed to do business in the State of California. CITY will accept insurance provided by non-admitted “surplus lines” carriers only if the carrier is authorized to do business in the State of California.

6.3 Deductibles. All deductibles on any policy shall be the responsibility of CONSULTANT and shall be disclosed to CITY at the time the evidence of insurance is provided.

6.4 Specific Provisions Required. Each policy required under this Section 6 shall expressly provide, and an endorsement shall be submitted to CITY, that: (a) the policies are primary and non-contributory to any insurance that may be carried by CITY; and (b) CITY is entitled to thirty (30) days’ prior written notice (10 days for cancellation due to non-payment of premium) of cancellation, material reduction, or non-renewal of the policy or policies. Additionally, the CGL policy shall expressly provide, and an endorsement shall be submitted to CITY, that the City of Murrieta and its respective officers and employees are additional insureds under the policy.

6.5 Indemnity Not Limited by Insurance. CONSULTANT’s liabilities, including, but not limited to, CONSULTANT’s indemnity and defense obligations under this Agreement, shall not be deemed limited in any way to the insurance coverage required herein. Maintenance of specified insurance coverage is a material element of this Agreement, and CONSULTANT’s failure to maintain or renew coverage or to provide evidence of renewal during the term of this Agreement may be treated as a material breach of contract by CITY.

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

7. AUDIT AND INSPECTION OF RECORDS
At any time during CONSULTANT’s normal business hours and as often as CITY may deem necessary, and upon reasonable notice, CONSULTANT shall make available to CITY, or any of its duly authorized representatives, for examination, audit, excerpt, copying or transcribing, all data, records, investigation reports and all other materials respecting matters covered by this Agreement. CONSULTANT will permit CITY to audit and to make audits of all invoices, materials, payrolls, records of personnel and other data related to all matters covered by this Agreement.

All material referenced in this Section, including all pertinent cost accounting, financial records, and proprietary data, must be kept and maintained by CONSULTANT for a period of at least four
(4) years, or for the period required by law, whichever is greater, after completion of CONSULTANT’s performance hereunder, unless CITY’s written permission is given to dispose of same prior to that time.

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8. CONFIDENTIALITY AND USE OF INFORMATION

8.1 Except as otherwise provided by law, all reports, communications, documents and information obtained or prepared by CONSULTANT respecting matters covered by this Agreement shall not be published without prior written consent of City Manager or his designees, nor shall CONSULTANT issue any news releases or publish information relating to its services hereunder without the prior written consent of the City Manager. CONSULTANT shall hold in trust for the CITY, and shall not disclose to any person, any confidential information. Confidential information is information which is related to the CITY's research, development, trade secrets and business affairs, but does not include information which is generally known or easily ascertainable by nonparties through available public documentation.

8.2 CONSULTANT shall advise CITY of any and all materials used, or recommended for use, by CONSULTANT to achieve the project goals that are subject to any copyright restrictions or requirements. In the event CONSULTANT shall fail to so advise CITY and, as a result of the use of any programs or materials developed by CONSULTANT under this Agreement, CITY should be found in violation of any copyright restrictions or requirements, CONSULTANT agrees to indemnify and hold harmless CITY against any action or claim brought by the copyright holder.

8.3 Ownership of Records. All records created by the CONSULTANT shall become the property of the CITY and shall be subject to state law and CITY policies governing privacy and access to files. The CITY shall have access to and the right to examine all books, documents, papers and records of the CONSULTANT involving transactions and work related to this Agreement. The CONSULTANT shall retain all copies of records for a period of five (5) years from the date of final payment.

9. NOTICE

All notices or demands to be given under this Agreement by either party to the other shall be in writing and given either by: (a) personal service, (b) by U.S. Mail, mailed either by certified mail, return receipt requested, with postage prepaid and addressed to the party to whom the notice is directed, or (c) via facsimile transmission (with proof of confirmation by sender). Service shall be considered given when received if personally served or, if mailed, two days after deposit in the United States Mail by certified mail, return receipt requested. The address to which notices or demands may be given by either party may be changed by written notice given in accordance with the notice provisions of this section. At the date of this Agreement, the addresses of the parties are as set forth in Section 2 above.

10. TERMINATION FOR CAUSE

10.1 CITY may terminate this Agreement upon giving of written notice of intention to terminate for cause. Cause shall include: (a) a material violation of any of the covenants, agreements, or stipulations of this Agreement by CONSULTANT, (b) CONSULTANT, through any cause, failing to fulfill in a timely and proper manner its obligations under this Agreement, (c) any
act by CONSULTANT exposing CITY to liability to others for personal injury or property damage, or (d) if CONSULTANT is adjudged bankrupt, CONSULTANT makes a 412

general assignment for the benefit of creditors, or a receiver is appointed on account of CONSULTANT’s insolvency. Written notice by CITY of termination for cause shall contain the reasons for such intention to terminate and shall specify the effective date thereof. Unless prior to the effective date of the termination for cause the condition or violation shall cease, or satisfactory arrangements for the correction thereof be made, this Agreement shall cease and terminate on the effective date specified in the written notice by CITY.

10.2 In the event of such termination, CONSULTANT shall be paid the reasonable value of satisfactory services rendered up to the date of receipt of the notice of termination in accordance with this Agreement, less any payments theretofore made, as determined by CITY, not to exceed the amount payable herein, and CONSULTANT expressly waives any and all claims for damages or compensation arising under this Agreement in the event of such termination, except as set forth herein.

11. TERMINATION FOR CONVENIENCE OF CITY

11.1 CITY may terminate this Agreement at any time and for any reason by giving written notice to CONSULTANT of such termination, and specifying the effective date thereof, at least fifteen (15) days prior to the effective date.

11.2 If the Agreement is terminated as provided in this Section, CONSULTANT shall be entitled to receive compensation f or any satisfactory work completed up to the receipt by CONSULTANT of notice of termination, less any payments theretofore made and not to exceed the amount payable herein, and for satisfactory work completed between the receipt of notice of termination an d the effective date of termination pursuant to a specific request by CITY for the performance of such work.

12. PERFORMANCE AFTER TERMINATION

Upon termination of this Agreement as provided herein, CONSULTANT shall, within such reasonable time period as may be directed by City Manager, complete those items of work which are in various stages of completion and which City Manager determines are necessary to be completed by CONSULTANT to allow the project to be completed in a timely, logical, and orderly manner. Upon termination, all finished or unfinished documents, data, studies, surveys, drawings, models, photographs, reports, and other materials prepared by CONSULTANT shall be delivered to the City Manager, upon his request, as property of CITY.

13. DEFENSE AND INDEMNIFICATION

13.1 CONSULTANT shall, to the fullest extent permitted by law, hold harmless, protect, defend (with attorneys approved by CITY) and indemnify the CITY, its council, and each member thereof, its officers, agents, employees, representatives, and their successors and assigns, from and against any and all losses, liabilities, claims, suit damage, expenses and costs including reasonable attorney's fees and costs, and expert costs and investigation expenses (“Claims”), which arise out of or are in any way connected to the performance under this Agreement or any negligent or wrongful act or omission by CONSULTANT, its officers, employees, representatives, subcontractors, or agents regardless of whether or not such claim, loss or liability is 413

caused in p art by a party indemnified hereunder. CONSULTANT shall have no obligation, however, to defend or indemnify CITY if it is determined by a court of competent jurisdiction that such Claim was caused by the sole negligence or willful misconduct of CITY.

13.2 General Indemnity Provisions. This indemnity is in addition to any other rights or remedies which CITY may have under the law or this Agreement. In the event of any claim or demand made against any party which is entitled to be indemnified hereunder, CITY may, at its sole discretion, reserve, retain or apply any monies due to CONSULTANT under this Agreement for the purpose of resolving such claims; provided however, that CITY may release such funds if CONSULTANT provides CITY with reasonable assurances of protection of the CITY's interest. The CITY shall, in its sole discretion determine whether such assurances are reasonable.

CONSULTANT agrees that its duty to defend the indemnities arises upon an allegation of liability based upon the performance of services under this Agreement by CONSULTANT, its officers, agents, representatives, employees, sub -consultants, or anyone for whom CONSULTANT is liable and that an adjudication of CONSULTANT's liability is not a condition precedent to CONSULTANT's duty to defend.

14. CONFLICT OF INTEREST

14.1 CONSULTANT shall be bound by the requirements of the FPPC (Fair Political Practice Commission) and state law with regard to disclosure of financial interests and prohibited conflicts of interest.

14.2 Prior to execution of this Ag reement, CONSULTANT shall disclose in writing to CITY any and all compensation, actual or potential, which CONSULTANT may receive in any form from a party other than CITY as a result of performance of this Agreement by CONSULTANT. If CONSULTANT becomes aware of the potential for such compensation subsequent to the execution of this Agreement, CONSULTANT shall disclose such compensation within three (3) working days of becoming aware of the potential for such compensation.

14.3 Prior to or concurrent with making any recommendation of any products or service for purchase by the CITY, CONSULTANT shall disclose any financial interest that CONSULTANT may have in any manufacturer or provider of the recommended products or services. The term “financial interest” includes, but is not limited to, employment (current or prospective) or ownership interest of any kind and degree.

14.4 CONSULTANT shall not conduct business for third parties which may be in conflict with CONSULTANT’s responsibilities under this Agreement. CONSULTANT may not solicit any business during the term of this Agreement which conflicts with its responsibilities under this Agreement. CONSULTANT shall provide no services for any private client within the corporate boundaries or sphere of influence of CITY during the period of this Agreement which may constitute a conflict of interest.

15. ASSIGNMENT
No portion of this Agreement or any of the work to be performed hereunder may be assigned or delegated (including hiring and retaining use of any other person or 414

entity for any purpose, except for those certain subconsultants specifically included in the a ttached “Scope of Services”) by CONSULTANT without the express written consent of CITY, nor may any interest in this Agreement be transferred (whether by assignment or novation) by CONSULTANT without the express written consent of CITY, and without such consent all services hereunder are to be performed by CONSULTANT, its officers, agents and employees. However, claims for money due or to become due to CONSULTANT from CITY under this Agreement may be assigned to a bank, trust company, or other financial i nstitution without such approval. Notice of such assignment or transfer shall be furnished promptly to CITY.

Any assignment requiring approval may not be further assigned without CITY approval.

16. SURVIVAL

CONSULTANT’s representations, insurance and indemnity obligations, and performance obligations post-termination shall survive termination of this Agreement.

17. COMPLIANCE WITH APPLICABLE LAWS

CONSULTANT agrees to comply with all federal, state and local laws, rules, regulations and ordinances that are now or may in the future become applicable to CONSULTANT, CONSULTANT’s business, equipment and personnel engaged in activities covered by this Agreement or arising out of the performance of such activities.

18. PERMITS/LICENSES

CONSULTANT and all of CONSULTANT’s emp loyees or agents shall secure and maintain in force such permits and licenses as are required by law in connection with the furnishing of services pursuant to this Agreement.

19. NONDISCRIMINATION IN EMPLOYMENT

CONSULTANT agrees that it will not engage in unlawful discrimination in employment and shall comply with all applicable laws and regulations of CITY and/or all other relevant government agencies, including, but not limited to, the California Department of Fair Employment and Housing and the Federal Equal Employment Opportunity Commission. Also, CONSULTANT certifies and agrees that all persons employed by CONSULTANT, its affiliates, subsidiaries and related entities, if any, will be treated equally by CONSULTANT, without unlawful discrimination based upon creed, sex, race, national origin, or any other classification prohibited by state or federal law. If CITY finds that any of the provisions of this Section have been violated, such violation shall constitute a material breach of this Agreement, upon w hich CITY may determine to cancel, terminate, or suspend this Agreement. While CITY reserves the right to determine independently that the anti -discrimination provisions of the Agreement have been violated, in addition, a determination by the California Fair Employment Practices Commission or California Department of Fair Employment and Housing, or successor agency, or the Federal Equal Employment Opportunity Commission, or successor agency, that CONSULTANT has violated state or federal anti-discrimination laws relative to this Agreement shall constitute a finding by CITY that CONSULTANT has violated the anti-discrimination provisions of this Agreement.

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20. NON-WAIVER
The failure of CITY or CONSULTANT to seek redress for violation of, or to insist upon, the strict performance of any term or condition of this Agreement shall not be deemed a waiver by that party of such term or condition, or prevent a subsequent similar act from again constituting a violation of such term or condition. Payment to CONSULTANT of compensation under this Agreement shall not be deemed to waive CITY’s rights or CONSULTANT’s rights contained in this Agreement.

21. SEVERABILITY

If any term, condition or provision of this Agreement is held by a court of competent jurisdiction to be unenforceable, invalid, or void, the remaining provisions will nevertheless continue in full force and effect and shall not be affected, impaired or invalidated in any way.

22. DISPUTES

In the event that any action is brought by either party to construe this Agreement or enforce any of its terms, the prevailing party shall be entitled to recover its reasonable attorneys’ fees and costs incurred, whether or not the matter proceeds to judgment.

23. REMEDIES

The rights and remedies of the CITY provided in this Agreement are not intended to be exclusive, and are in addition to any other rights and remedies permitted by law.

24. ENTIRE AGREEMENT/AMENDMENT

This Agreement and any exhibits attached hereto constitute the entire agreement between the parties and supersede any prior or contemporaneous understanding or agreement with respect to the services contemplated, and may be amended only by a written amendment executed by both parties to the Agreement.

25. GOVERNING LAW/VENUE

The terms and conditions of this Agreement shall be governed by the laws of the State of California. Any action or proceeding brought by any party against any other party arising out of or related to this Agreement shall be brought exclusively in Riverside County.

26. BINDING AGREEMENT
This Agreement is intended to be binding on the parties and their respective successors and assigns.

27. NUMBER
The plural shall include the singular, and the singular shall include the plural 416

Cristal McDonald,
and neuter wherever the context so indicates or requires.

28. WARRANTY OF AUTHORITY

Each of the parties signing this Agreement warrants to the other that it has the full authority of the entity on behalf of which its signature is made.

29. COUNTERPARTS

This Agreement may be executed in counterparts, all of which taken together will be considered one original document.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written.

CITY OF MURRIETA

Name of Consultant

Name/title of signatory [please print]

Attest:

Name/title of signatory [if necessary]

City Clerk

Signature

Approved as to Form:

Tiffany Israel, City Attorney

417

13 EXHIBIT A

Scope of Work

Retail Market Analysis
Custom Retail Trade Area Analysis + Mobile Location Data Mobile Location Data has become a powerful tool for retail, restaurant, and entertainment concept site selection processes. We will utilize data to confirm the primary retail trade area, but also to evaluate specific location consumer draw and performance. This can also be helpful for existing businesses to know how they stack up against their competition and to visualize cannibalization.

Demographic + Psychographic Analysis
Our demographic profiles include population and projected population growth, ethnicity, average and median household incomes, median age, households and household growth, and educational attainment. We will create a comprehensive 2020 Census, 2024, and 2029 Demographic Profiles for the Retail Trade Area and Murrieta community.

Submarket Analysis
Every community has multiple retail submarkets. Having a strong understanding of your community’s submarkets and what drives retail in each submarket is vital to overall retail recruitment success.

We will provide a Submarket Analysis highlighting key areas of focus for retail growth, development, or redevelopment and analyze existing retail, cannibalization effects of new businesses, and submarket viability in relation to Murrieta as a whole.

Downtown Murrieta
The Retail Coach will place an emphasis on the Downtown submarket to assist with identifying and recruiting new restaurants and businesses to fill existing vacancies in this area. Custom trade area reports will be created along with a tailored recruitment strategy that will be downtown-specific and differ from city-wide retail recruitment efforts.

Competing Community Analysis
A community must have a clear understanding of the competitive nature of retail recruitment in its region. The Retail Coach will look at competing communities to identify a competitive advantage via economic and market forces that have a direct impact on retail recruitment and development in Murrieta.

Determining Retail Opportunities
Retail GAP + Demand Analyses
One way to quantify retail opportunity is through a Retail Demand Analysis, which provides a summary of the primary projected retail demand growth — or opportunities — for 68 retail sectors. The analysis is ultimately used to identify recruitment targets for the community. The Retail Coach will also compare the demand to current sales projects to generate a GAP or retail leakage report. This will help identify which sectors are strengths or currently under served by the existing retail market.

Consumer Report
The Retail Coach will perform a Marginal Propensity Index analysis to measure the likely demand for a product or service in an area. The analysis compares the expected number of local consumers to the national demand for a particular product or service. The resulting Marginal Propensity Index (MPI) provides insight into the Murrieta consumer market and identifies key products/services that are in high demand. 418

14 Identifying Development /
Redevelopment Opportunities
Site Identification
Retailers are interested not only in the market data on your community, but also in evaluating all available property vacancies and sites that fit their location preferences. Successful retail recruitment begins to happen with the introduction of available sites. We will identify priority retail vacancies and development/redevelopment sites to market, as well as evaluate their highest and best use.

Retail Site Profiles
A critical step in attracting retail is providing accurate and current information on each identified vacancy and site. The Retail Coach will create a Retail Site Profile for each identified vacancy and site with current site- specific information, including:
• Location
• Aerial Photography
• Site Plan
• Demographic Profile
• Property Size & Dimensions
• Traffic Counts
• Appropriate Contact Information

Identifying Retailers &
Developers for Recruitment
Identifying Potential Retailers
The Retail Coach will target national and regional retail brands that are a good “fit” for the community.

This means that the Retail Trade Area population, disposable incomes, consumer spending habits, and education levels meet the retailers’ ideal location criteria.

The Retail Coach will develop and review a master list of potential retailers with Murrieta staff and work together to prepare a final target list of retailers for recruitment. This list will include retailers from our analysis as well as new retail/restaurant concepts or regional retailers and restaurants that may be a good fit for the community.

Identifying Potential Developers
Much of our recruitment success comes from establishing a network of regional and national retail developers over the past 23 years. Developer networking and recruitment have become key components in a community’s retail recruitment and development/redevelopment success.

If a higher-tier retailer were to express interest in a community, and there was not sufficient ready-to-lease properties matching their needs and brand requirements, a developer must be identified to build the interested retailer a suitable property.

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15 The Retail Coach will use our network to identify commercial real estate developers active in Murrieta and the region for recruitment. We will also work with City staff to contact and build relationships with developers active in the region.

Marketing & Branding
Retail Market Profile
To attract targeted retailers, the most critical step is to provide accurate and current community data and site- specific information on available vacancies and sites. It is important that this marketing information positively reflects the community’s attributes and brand to corporate site selectors, real estate brokers, and developers, because it is essential in making initial decisions about locating in the community.

We will develop a Retail Market Profile tailored to the specific needs of targeted retailers’ essential site selection and location criteria for Murrieta.

The profile serves as a community introduction, and includes:

• Retail Trade Area Map
• Location Map
• Traffic Count Map
• Demographic Profile Summary
• Appropriate Logo and Contact Information

Retailer-Specific Feasibility Packages
Unlike the more general Retail Market Profile, a Retailer Feasibility Package is developed to send specifically to the real estate department or broker for individual retailers.

We will create retailer-specific feasibility packages to address essential location criteria. These feasibility packages will include:

• Community Overview & Demographic Profile
• Retail Site Profiles
• Location Map
• Retail Trade Area Map
• Existing Retailer Map
• Retail Trade Area Demographic & Psychographic Profiles • Retail Trade Area Demand Analysis Summary
• Area Traffic Generators
• Appropriate Logo and Contact Information

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16 Marketing & Branding
Developer Opportunity Package
Our team creates a Developer Opportunity Package to send specifically to retail developers active in the community and/or region to spark their interest in retail opportunities.

The Retail Coach will create a Developer Opportunity Package to highlight development and redevelopment opportunities in Murrieta.

Online Retail Dashboard
Being able to quickly and easily access and share retail opportunity information greatly increases a community’s opportunity for success. To assist with this, we develop a custom online retail dashboard that can be accessed online anytime through a branded Retail:360® link.

We will create a Retail:360® Retail Dashboard for Murrieta, which will be available for visual presentation and easy downloading of all data sets and marketing information. With a few clicks, retailers, brokers and developers can learn about your community’s retail potential like never before.

Recruiting Retailers &
Developers
Retail Recruitment Plan
The Retail Coach is the first national retail recruitment firm to introduce retailer and developer recruitment specifically for communities. Twenty-four years and 850 projects later, the recruitment of retailers remains one of the primary metrics of success. Today, our experience has proven that a community must move beyond just gathering data sets, and proactively recruit retail.

We will actively recruit retailers on Murrieta’s behalf. Our retailer recruitment process includes:

1. Introductory emails and retail market profile are sent to each targeted retailer

2. Personal phone calls are placed to measure interest level

3. Personal emails and retailer feasibility packages are sent to each targeted retailer

4. Personal emails and retail site profiles for prime vacancies are sent to targeted retailers

5. Personal emails are sent to inform targeted retailers of significant market changes

6. Personal emails are sent to decision markers once per quarter to continue seeking responses regarding their interest level in the community

7. A retailer status report is provided with each retailer’s complete contact information and comments resulting from recruitment activities.

Commercial Real Estate Conference Representation
Recruitment is a relationships business, and retail conferences are essential to getting in front of and forging relationships with key site selectors and decision-makers. Having a prominent presence at ICSC and Retail LIVE events has been a staple for The Retail Coach for over 20 years. In our partnership with the City, we will assist in marketing Murrieta - and its vacancies and sites - to retailers, developers, and brokers at retail 421

17 industry conferences. For any Murrieta Staff attending, TRC will assist with conference planning and setting appointments.

Key Events: ICSC Las Vegas, ICSC Monterey, ICSC Western; Retail LIVE!

Targeted Retail Studies
Having effective marketing material is essential. The Retail Coach will prepare targeted retail studies and deliverables that properly illustrate the potential in Murrieta that staff can use to assist ongoing recruitment efforts,

Status Summary + Updates
Communication is key to a successful Retail Recruitment Plan. The Retail Coach will provide a link to recruitment status tracking form in addition to monthly team calls.

Downtown Retail

Custom Retail Trade Area Analysis + Mobile Location Data Downtown Districts provide unique retail, dining, and entertainment experiences for residents and visitors alike.

The demand generated by these areas create opportunities that differ from traditional retail centers. The Retail Coach will analyze Downtown Murrieta and determine its own Retail Trade Area map.

Demographic + Psychographic Analysis
Our demographic profiles include population and projected population growth, ethnicity, average and median household incomes, median age, households and household growth, and educational attainment. We will create comprehensive 2020 Census, 2024, and 2029 Demographic Profiles for the Downtown Retail Trade Area.

Downtown Stakeholder Discussions & Small Business Workshops Local buy-in is a must have for communities looking to build a comprehensive recruitment program. The Retail Coach will meet with local property owners, franchisees, brokers, and other stakeholders to assist with their ongoing projects or goals and to make direct introductions with targeted brand representatives. Our team will also meet with small businesses to share market findings and implications.

Coaching + Ongoing Support

Retail Recruitment Status Summary
To ensure transparency, The Retail Coach will provide a Live Retail Tracking form for City staff to access 24/7 to report the status of ongoing recruitment discussions, points of contact (along with contact information), deliverables, and overall project progress.

Monthly Update Calls
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18 To keep clear and open lines of communication, The Retail Coach will set monthly Zoom meetings with City staff to discuss updates, retailer feedback, and strategy. Additionally, our team is always available on demand to brainstorm, connect with personnel, or otherwise be a resource to City staff.

Visible Presence
Being a part of your team means being seen. The Retail Coach will make at least two trips to Murrieta during the 12 month engagement to meet with city staff, prospective retail site selectors, developers, local property owners, and to host workshops for stakeholders.

Data Access
The Retail Coach implements a number of data sources and providers into our recruitment strategy. As such, our clients can gain unlimited access to GIS and data reports from the following: Claritas; ESRI ArcGIS & Business Analyst; AGS & Inrex via SitesUSA; Retail Lease Trac; CoStar/LoopNet; Seamless; Unacast, Advan, & OIvin Via AlphaMap; BLS; Census Bureau; and State DOTs.

Deliverables & Pricing
$55,000
Retail Market Analysis
Mobile Location Data Analysis
Custom Retail Trade Area + Downtown RTA
Submarket Analysis
Demographic / Population Profile
Psychographic Profile
Retail Demand + GAP Analysis
Existing Retailer Map

Retail Recruitment Strategy
Retail Void Analysis
Retail Fusion Analysis
Retail Match List
Retail Site Identification and
Highest + Best Use Analysis

Marketing + Recruitment
Proactive Retail Recruitment
National + Regional Retail Conference
Representation
Retail Marketing Profiles
Retail:360® Dashboard
Retailer-Specific Feasibility Packages
Engagement with Local Stakeholders

Coaching + Ongoing Support
Monthly Update Conference Calls
Retail Recruitment Tracking Form
Two Trips to Market by TRC Staff
Unlimited Access to TRC Staff
Downtown Murrieta Workshop
Other Reports as needed

Terms (2-Year Agreement) :

The total fee for completion of this work is $50,000 payable in four (4) installments:
• $12,500 upon execution of contract;
• $12,500 at 6 months following execution of contract;
• $12,500 at 12 months following execution of contract; • $12,500 at 18 months following execution of contract.

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19 The City may elect to extend the agreement by 12-months (up to 3 one-year optional extensions). The additional fee shall be $25,000 for each additional 12 month period of data updates, recruitment, and coaching.

Reimbursable Project Expenses:

It is estimated that reimbursable expenses will not exceed $2,500 annually. Reimbursable expenses include all travel costs; any costs associated with special renderings / maps; copies of reports, drawings, maps; and any shipping costs.

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CITY OF MURRIETA
City Council Meeting Agenda
Report
4/16/2024
Agenda Item No. 5.

TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: Diego Chavez, Director of Administrative Services PREPARED BY: Colin Tanner, Deputy City Attorney
SUBJECT:

First Amendment to MGEA MOU 2022-24 Addressing Market Nights Event Pay and Schedule Issues

RECOMMENDATION
Adopt Resolution No. 24-4732 entitled: A Resolution of the City Council of the City of Murrieta, California, Accepting, Approving, and Adopting the First Amendment to the Memorandum of Understanding between the City of Murrieta and the Murrieta General Employee’sAssociation for the period July 1, 2022, through June 30, 2024.

PRIOR ACTION/VOTE
On September 19, 2023, the City Council adopted Resolution No. 23-4704, approving, adopting, and implementing the Memorandum of Understanding between the City of Murrieta and the Murrieta General Employee’s Association for the period July 1, 2022, through June 30, 2024. (Vote: 4-0-1).

CITY COUNCIL GOAL
Maintain a high performing organization that values fiscal sustainability, transparency, accountability and organizational efficiency.

BACKGROUND
In August of 2021, the City of Murrieta (City) approved closing a portion of Washington Avenue on the first and third Thursdays of each month to accommodate a street market, which was originally scheduled to end in October 2021, but due to its success, the Market Nights organization asked the City to make the street market and corresponding street closure a year-round event. The City and the Market Nights organization subsequently entered into a Participation Agreement to make the Downtown Murrieta Market Nights Street Market (Market Nights) a year-round event and utilized an outside contractor to provide traffic control and protect vendors and attendees by directing traffic and preventing vehicles from entering the street closure area.

In August 2022, the City agreed it would purchase and deploy its own barricades, barriers, signage, and other traffic control equipment to protect vendors and attendees by directing traffic and preventing vehicles from entering the street closure area. The City’sparticipation in deploying barricades, barriers, signage, and other CITY OF MURRIETA Printed on 4/11/2024Page 1 of 2
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Agenda Item No. 5.
entering the street closure area. The City’sparticipation in deploying barricades, barriers, signage, and other traffic control equipment to support the Market Nights required additional City staffing and expanded work schedules to cover the nighttime events. As a result, the Public Works Department created specific work schedules and pay practices for employees assigned to work the Market Nights but did so without meet and confer with the affected employee organization, Murrieta General Employee’s Association (MGEA), and without approval of City Council regarding new pay practices. In or about June of 2023, a dispute arose between the City’sand MGEA’slabor relations representatives regarding the City’sPublic Works Department’s new staffing arrangements, including work schedules, standby time, and pay. Unable to resolve the dispute informally, on or about September 19, 2023, MGEA submitted a formal written grievance regarding this dispute and alleging that the City failed to meet and confer with MGEA as required under the Meyers-Milias-Brown Act (MMBA) (Government Code sections 3500-3511) and the City’sEmployer-Employee Relations Resolution No. 93-214, before implementing the original new work schedules and pay practice, and then later failed to implement the new pay practices (MGEA Grievance).

The City’sand MGEA’slabor relations representatives subsequently met and conferred in good faith regarding the MGEA Grievance and the underlying work schedule and pay issues in an effort to resolve the MGEA Grievance and thereafter reached a tentative agreement that requires City Council approval due to the additional pay issues involved. The City’sand MGEA’slabor relations representatives desire to memorialize their tentative agreement through the means of a First Amendment to the MGEA MOU 2022-24 that addresses the staffing and pay issues resulting from the City’s implementation of Market Nights occurring twice per month. This action will resolve the MGEA Grievance.

FISCAL IMPACT
The referenced amendment will be incorporated into the budget during a future budget update.

ATTACHMENTS

1. Resolution No. 24-4732
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RESOLUTION NO. 24- 4732

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

MURRIETA, CALIFORNIA ACCEPTING, APPROVING AND

ADOPTING THE FIRST AMENDMENT TO THE MEMORANDUM OF

UNDERSTANDING BETWEEN THE CITY OF MURRIETA AND THE
MURRIETA GENERAL EMPLOYEES’ ASSOCIATION FOR THE
PERIOD JULY 1, 2022 THROUGH JUNE 30, 2024

WHEREAS, in August of 2021, the City of Murrieta (City) approved closing a portion of Washington Avenue on the first and third Thursdays of each month to accommodate a street market, which was originally scheduled to end in October 2021, but due to its success the Market Nights organization asked the City to make the street closure a year-round event; and

WHEREAS, the City and the Market Nights organization subsequently entered into a Participation Agreement to make the Downtown Murrieta Market Nights Street Market a year- round event and utilized an outside contractor to provide traffic control to support the Downtown Murrieta Market Nights Street Market and protect vendors and attendees by directing traffic and preventing vehicles from entering the street closure area; and

WHEREAS, the City and the Murrieta General Employees’ Association (MGEA) entered into a Memorandum of Understanding (MOU), adopted by City Council Resolution No. 23 -4704, covering the period July 1, 2022 through June 30, 2024 (MGEA MOU 2022-24); and

WHEREAS, in August 2022, the City agreed it would purchase and deploy its own barricades, barriers, signage and other traffic control equipment to protect vendors and attendees at the Market Nights Street Market by directing traffic and preventing vehicles from entering the street closure area; and

WHEREAS, the City’s participation in the deployment of barricades, barriers, signage, and other traffic control equipment to support the Downtown Murrieta Market Nights Street Market required additional City staffing and expanded work schedules to cover the nighttime events; and

WHEREAS, the Public Works Department created specific work schedules and pay practices for employees assigned to work the Downtown Murrieta Market Nights Street Market; and

WHEREAS, in or about June of 2023, a dispute arose between the City and MGEA regarding the City’s Public Works Department’s new staffing arrangements, including work schedules, standby time, and pay; and

WHEREAS, on or about September 19, 2023, MGEA submitted a formal written grievance regarding this dispute and alleging that the City failed to meet and confer with MGEA as required under the Meyers-Milias-Brown Act (MMBA) (Government Code sections 3500 -3511) and the City’s Employer-Employee Relations Resolution No. 93 -214, before implementing the original new work schedules and pay practices and then later reneged on the new pay practices (MGEA Grievance); and
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Resolution No. 24-4732

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WHEREAS, the City and MGEA met and conferred in good faith regarding the MGEA Grievance and the underlying work schedule and pay issues in an effort to resolve the MGEA Grievance and reached a tentative agreement that require City Council approval due to the additional pay issues involved; and

WHEREAS, the City and MGEA desire to memorialize their tentative agreement through the means of a First Amendment to the MGEA MOU 2022 -24 that addresses the staffing and pay issues resulting from the City’s implementation of “Market Nights” events typically occurring twice per month and resolves the MGEA Grievance; and

WHEREAS, the City and MGEA’s labor relations representatives have prepared the attached First Amendment to the MGEA MOU 2022-24, which includes a new paragraph D to Article 2.9 Call Out/Standby Pay language setting forth staffing and compensation procedures for “Market Nights” events as shown in the document attached hereto as Exhibit A; and

WHEREAS, the City Council now desires to amend the current MGEA MOU 2022 -24 by accepting, adopting and implementing the attached First Amendment to the MGEA MOU 2022 - 24 to reflect the aforementioned changes and leaving all other provisions of the MGEA MOU 2022-24 in full force and effect.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF MURRIETA, CALIFORNIA, DOES HEREBY RESOLVE AS FOLLOWS:

Section 1. That the First Amendment to the MGEA MOU 2022-24 attached hereto as Exhibit A is adopted and shall be effective on April 16, 2024.

PASSED, APPROVED, AND ADOPTED this 16th day of April 2024, by the City Council of the City of Murrieta, State of California.

Lori Stone, Mayor

ATTEST:

Cristal McDonald, City Clerk

APPROVED AS TO FORM:

Tiffany Israel, City Attorney

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Resolution No. 24-4732

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STATE OF CALIFORNIA )

COUNTY OF RIVERSIDE )

CITY OF MURRIETA )

I, Cristal McDonald, City Clerk of the City of Murrieta, California, do hereby certify that the foregoing Resolution No. 24-4732 was duly adopted by the City Council of the City of Murrieta at the regular meeting thereof, held on the 16th day of April, 2024, and was signed by the mayor of the said City, and that the same was passed and adopted by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Cristal McDonald, City Clerk

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MEMORANDUM OF UNDERSTANDING BETWEEN

THE CITY OF MURRIETA AND
THE MURRIETA GENERAL EMPLOYEES’ ASSOCIATION

FIRST AMENDMENT

JULY 1, 2022, TO JUNE 30, 2024

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FIRST AMENDMENT TO THE MEMORANDUM OF UNDERSTANDING
BETWEEN THE CITY OF MURRIETA AND THE MURRIETA GENERAL EMPLOYEES’ ASSOCIATION EFFECTIVE JULY 1, 2022 THROUGH JUNE 30, 2024

This First Amendment to the Memorandum of Understanding between the City of Murrieta (“City”) and the Murrieta General Employees’ Association (“MGEA”) effective July 1, 2022 through June 30, 2024 (“MGEA MOU 2022-24”) is made and entered into by and between the City and the MGEA (“First Amendment”).

R E C I T A L S:

WHEREAS, on September 19, 2023, the City Council of the City of Murrieta approved the MGEA MOU 2022-24 with the adoption of Resolution No. 23 -4704; WHEREAS, the City and MGEA’s authorized labor relations representatives met and conferred in good faith pursuant to the requirements of the Meyers -Milias-Brown Act (MMBA), Gov’t Code Sections 3500-3511, regarding a modification to the MGEA MOU 2022-24 to address staffing issues resulting from the City’s implementation of the special event known as “Market Nights” which normally occurs twice a month and the formal Grievance filed by MGEA on or about September 19, 2023, regarding the City’s alleged u nilateral change of employees’ compensation when assigned to work Market Nights events (“MGEA Grievance”);
WHEREAS, the City and MGEA now desire to fully and finally settle the MGEA Grievance and amend the MGEA MOU 2022-24 to adopt and implement contract provisions to provide specific staffing guidance and special pay relative to staffing of Market Nights by MGEA -represented employees.

NOW, THEREFORE, it is hereby agreed that the MGEA MOU 2022-24 is amended by adding the following new subsection D (bolded language) only to ARTICLE 2.09 only and made effective as indicated:

ARTICLE 2.09 CALL OUT / STANDBY PAY

A. Unit employees required to perform call-out or stand-by duties as described in Policy SOP #22 (Call- Out / Stand-by Policy) shall receive call-out benefits when returning to work after their normal shift and $50.00 per day for each day assigned to stand-by duty. For each holiday included in a stand-by period, the affected employee shall receive an additional $35.00.

B. Traffic Signal Technician:

When the Traffic Signal Technician is requested to respond from home after hours pursuant to Policy SOP # 22 to perform call-out duties, the CITY shall, in lieu of Standby Pay, compensate said ASSOCIATION member with a minimum of three (3) hours pay at tim e and one -half for each response.
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It is further acknowledged by both the CITY and the ASSOCIATION that the Traffic Signal Technician is a single-incumbent classification. As such, the CITY understands that the AS SOCIATION member reserves the right to decline the call-out request if they feel that they are either unable to respond in a timely manner or is otherwise unfit for duty at the time the request is made. In such cases, the CITY shall call upon other resources to respond.

C. Public Safety Dispatchers:

Public Safety Dispatchers required to return to duty during off-duty time for training and meetings shall receive a minimum of two (2) hours pay at time and one-half based on their hourly rate.

D. Market Nights Staffing:

MGEA will work collaboratively with the public works department to ensure there is proper staffing from employee volunteers to ensure safe and efficient Market Nights events. The City will avoid utilizing the City-wide on-call employee for Market Nights purposes but reserves the right to staff Market Nights consistent with operational needs and management rights. F or purposes of staffing, the parties agree to the following procedures for MGEA represented employees:

1. A total of two (2) MGEA -represented employees may volunteer to work the Market Nights event selected on a first-come, first-served basis.

2. In the absence of volunteers, the City may assign qualified MGEA -represented employees to work the Market Nights on a rotating basis.

3. Employees volunteering to work Market Nights will be trained on the use of the Meridian Barrier equipment.

4. Employees working Market Nights immediately preceding a dark Friday shall be compensated with eight (8) hours of overtime to cover the extended shift, which will cover the hours 3:30 p.m. to 11:30 p.m., to include the regulated, standby working hours of 4:30 – 8:30 p.m. and portal-to-portal travel to and from the employee’s home and the Market Nights event location.

5. Employees working Market Nights immediately preceding a regular Friday workday shall be compensated with six (6) hours of overtime to cover the extended shift, which will cover the hours 3:30 p.m. to 9:30 p.m., to include the regulated, standby working hours of 4:30 – 8:30 p.m. and portal-to-portal travel to and from the employee’s home and the Market Nights event location.

6. Employees working the Market Nights event will be compensated as a shift extension; however, operationally, the work will be treated as a “split shift” where the employee completes their regular workday at 3:30 p.m., begins the shift extension/split shi ft at 3:30 and works until the initial set up for the road closures and signage is complete, normally at 4:30 p.m. The employees are then released from the event site and from further assignment until they are required to return promptly at 8:30 p.m. or as designated by management.
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7. Employees are expected to return promptly to the event site at 8:30 p.m., or earlier as may be required due to operational needs, as defined by management. Employees are expected to be on time, and ready to perform the full range of duties required for this event.

8. At 9 p.m., or as soon as practical, the employees will begin reversing the signage and closure process. Employees who work beyond 11:30, preceding a dark Friday, due to a delay in the closure of the streets, will be paid for the time of the extension. Pre- approval of the duty supervisor or department management is required for extension of work hours beyond 11:30 p.m.

9. During the time the employee is being compensated for the split shift, they are prohibited from participating in any activity that would delay or otherwise prohibit their timely return or operational readiness for the completion of the shift extension. This prohibition includes the consumption or use of alcohol, marijuana, unexplained legal prescription medications, or any illegal substances.

10. Employees working the Market Nights event will submit their timecard to reflect their normally scheduled work shift, and will identify the additional six (6) or eight (8) hours of overtime on their timecard with the newly created payroll code of “Market Nights”.

11. Employees may request the use of a City pool vehicle to avoid the use of their personal vehicles. Vehicles are available on a first-come, first-served basis, and there is no right to have a City-provided vehicle.

12. The City shall provide overtime compensation to all employees covered by this MOU and working the Market Nights event as required by the Fair Labor Standard Act (FLSA).

Only actual hours worked during the Market Nights event shall be credited towards computation of FLSA overtime.

13. Represented employees still employed by the City upon the adoption of this First Amendment, who worked Market Nights events since July 1, 2023, shall be paid within a reasonable time of the adoption of this First Amendment , without interest, a lump sum amount to be determined by the difference between what they were actually paid to date and the pay practices adopted in this ARTICLE 2.09, paragraph D, calculated retroactively from July 1, 2023 to present, but paid in 2024.

The representatives of the City and of the MGEA have jointly prepared this First Amendment to the MGEA MOU 2022-22, and jointly present it to City Council of the City of Murrieta for determination pursuant to Government Code section 3505.1. Except as expressly provided for in this First Amendment to the MGEA MOU 2022-24, all other provisions of the MGEA MOU 2022-24 shall remain in full force and effect. The parties also acknowledge that this First Amendment to the MGEA MOU 2022-24 shall not be in full force and effect until adopted by resolution by the City Council of the City of Murrieta. Subject to the foregoing and in witness whereof, this First Amendment is hereby executed by the authorized representatives of the 433

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City and the MGEA and entered into as of this 16 day of April 2024.

IT IS SO AGREED:

CITY OF MURRIETA Murrieta General Employees Association

By: _____________________________ By: ______________________________ Kim Summers Jerry Aldridge
City Manager President

Attest:

By: ___________________________
Cristal McDonald
City Clerk

APPROVED AS TO FORM:

ALESHIRE & WYNDER LLP

By: ___________________________
Tiffany Israel
City Attorney

CITY EMPLOYEES ASSOCIATES

By: ___________________________
Joscelynn Gadzinski
Labor Relations Attorney for MGEA

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CITY OF MURRIETA
City Council Meeting Agenda
Report
4/16/2024
Agenda Item No. 6.

TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: Anthony Conrad, Police Chief
PREPARED BY: Dawnn Jackson, Management Analyst - Administration SUBJECT:

Delayed Approval to Purchase and Upfitting of Police Vehicles from FY 2022/23 Budget

RECOMMENDATION
Ratify the purchase of three police vehicles from Phil Long Dealerships, Inc.; and Approve an additional appropriation of $15,641.67 from the Supplemental Law Enforcement Fund (Fund 411) for this purchase in the Fiscal Year 2023/24 Operating Budget.

PRIOR ACTION/VOTE
On June 1, 2021, the City Council approved Resolution No. 21-4405, adopting the City’sOperating Budget for Fiscal Years 2021/22 and 2022/23 (Vote: 5-0).

On February 7, 2023, the City Council approved the purchase of eight police vehicles and the associated purchase and installation of emergency equipment (Vote: 5-0).

On June 6, 2023, the City Council approved Resolution No. 23-4671, adopting the City’sOperating Budget for Fiscal Years 2023/24 and 2024/25 (Vote: 4-0-1).

On December 5, 2023, the City Council approved the amendment of the Fiscal Year 2023/24 Operating Budget to include the Fiscal Year 2022/23 Rollovers and appropriate the Unassigned Fund Balance (Vote: 5- 0).

On Tuesday, April 2, 2024, the City Council voted to postpone the approval of this agenda item. Police Chief, Anthony Conrad was directed by Council to allow Paradise Chevrolet a chance to procure these vehicles (Vote: 5-0). Unfortunately, Paradise Chevrolet was unable to acquire the vehicles.

CITY COUNCIL GOAL
Provide a high level of innovative public safety.

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4/16/2024
Agenda Item No. 6.

BACKGROUND
On February 7, 2023, the City Council authorized the Murrieta Police Department (PD) to purchase eight police vehicles from 72-Hour LLC and upfit them with American Emergency Products (AEP). After this approval, the PD ordered eight (8) 2023 Ford Explorer EcoBoosts from 72-Hour LLC. Unfortunately, due to a shortage of Ford Explorer EcoBoosts, the PD has still not received any of these vehicles, and we have now been informed that 72-Hour LLC can only guarantee five (5) of the eight (8) requested vehicles. Even though the five (5) vehicles we expect to receive from 72-Hour LLC will now be 2024 models, 72-Hour LLC has agreed not to increase the purchase price. However, this has forced the PD to find other dealerships that can supply three Ford Explorers to complete our fleet purchase for FY 2022/23.

Phil Long Ford dealership of Denver (Phil Long) supplies Ford Explorers to the County of Riverside Sheriff’s Department and is a part of The Interlocal Purchasing System (TIPS), which is a government cooperative purchasing program. Phil Long has confirmed they have three (3) 2024 Ford Explorer EcoBoosts that they will hold and ship to Murrieta PD. A Purchase Order was approved for the per-unit purchase price of $54,511.06 on February 7, 2023. The three (3) vehicles from Phil Long will cost $56,974.13 each, which includes taxes and transport (Attachments 1-2). The total additional cost of $7,389.21 is needed to purchase the three (3) remaining vehicles.

Due to the change in the model of these three (3) vehicles, the upfitting costs have also increased by $2,750.82 per unit (Attachment 3). This will result in a total additional cost of $8,252.46 to upfit these vehicles.

Section 3.08.295 of the Municipal Code authorizes the City to join with other public and quasi-public agencies in a cooperative purchasing program for the purchase of supplies, services, and/or equipment from a vendor at a price established by another public agency when the other public agency has made its purchase in a competitive manner. Police staff have confirmed that the above-requested procurements and associated agreements comply with the Municipal Code provisions.

FISCAL IMPACT
Staff requests that the City Council approve an additional appropriation of $15,641.67 from 411 the Supplemental Law Enforcement Fund (Fund 411) in the FY 2023/24 Operating Budget account 4110030- 71060 (vehicles) to cover the additional cost of the vehicles. $163,533.18 is available in the General Fund 1103120-71060 Operating Budget for the remainder of the purchase costs.

ATTACHMENTS

1. Quote from Phil Long of Denver ref. TIPS contract

2. TIPS Contract

3. Updated Upfitting Quote from AEP
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QUOTE NUMBER 011924-2
QUOTE DATE January 30, 2024
Agency PO #.

CES PO#
TERMS Due on Receipt
SALES REP Herman Sanchez
QUOTE TO: Murrieta Police Department SHIPPED VIA Driver ATTN: Lt. Don Weller F.O.B.

PREPAID or COLLECT
2024 Ford Police Explorer Interceptor Eco- Boost Exterior: Agate Black

QUANTITY DESCRIPTION UNIT PRICE AMOUNT
3 52,090.00 $156,270.00
Engine Idle, Reverse Sensing, BLIS, Global Unlock, Keyless Entry) 3 Available Government Discount (1,500.00) ($4,500.00)
3 Transport To: AEP-CA 10729 Wheatlands Ave 1,800.00 $5,400.00 Santee, CA 92071
** Vehicles will not come with hubcaps, due to manufacturer no longer making hubcaps **
157,170.00
Proposal valid for 30 Days
$157,170.00
DIRECT ALL INQUIRIES TO: Phil Long Ford of Denver Total Herman Sanchez 7887 W. Tufts Ave. AMOUNT
(505) 250-9388 Denver, CO 80123
email: [email protected]
THANK YOU FOR YOUR BUSINESS!
PRICE AGREEMENT : T.I.P.S. (The Interlocal Purchasing System) Additional Information:

Ford Utility Interceptor, Mid Size, four Door, AWD Police Pursuit Rated (Incl. Dark Car Feature, Driver Side Spotlight, Backup Camera, Police $157,170.00 (0.0875) = $13,752.375 taxes
$157,170 + $13,752.375 = $170,922.38 total
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TIPS VENDOR AGREEMENT

Between_____________ and
(Company Name)

THE INTERLOCAL PURCHASING SYSTEM (TIPS),
a Department of Texas Education Service Center Region 8 for TIPS RFP 220304 Transportation Vehicles

General Information

The Vendor Agreement (“Agreement”) made and entered into by and between The Interlocal Purchasing System (hereinafter “TIPS”) a government cooperative purchasing program authorized by the Region 8 Education Service Center, having its principal place of busines s at 4845 US Hwy 271 North, Pittsburg, Texas 75686 and the TIPS Vendor. This Agreement consists of the provi sions set forth below, including provisions of all attachments referenced herein. In the event of a conflic t between the provisions set forth below and those contained in any attachment, the provisions set forth sha ll control unless otherwise agreed by the parties in writing and by signature and date on the attachment.

A Purchase Order (“PO”), Agreement or Contract is the TIPS Memb er’s approval providing the authority to proceed with the negotiated delivery order under the Agreement. Special terms and conditions as agreed between the Vendor and TIPS Member should be added as addendums to the Purchase Order, Agreement or Contract. Items such as certificate of insurance, bonding re quirements, small or disadvantaged business goals are some, but not all, of the possible addendums.

Terms and Conditions

Freight
All quotes to Members shall provide a line item for cost for freight or shipping regardless if there is a charge or not. If no charge for freight or shipping, indicate by stating “No Charge”, “$0”, “included in price” or other similar indication. Otherwise, all shipping, freight or deliver y changes shall be passed through to the TIPS Member at cost with no markup and said charges shall be agreed by the TIPS Member unless alternative shipping terms are agreed by TIPS as a result of the proposal award. Shipping method is determined by the vendor and the Member/Customer at the time of the quote/purchas e by the Member/Customer and satisfactory shipping methods and costs are agreed upon at that time.

Warranty Conditions
All new supplies equipment and services shall include manufacturer's minimum standard warranty unless otherwise agreed to in writing. Vendor shall be legally permitt ed to sell all products offered for sale to TIPS Members if the offering is included in the Request for Proposal (“RFP”) category. All goods proposed and sold shall be new unless clearly stated in writing.

Phil Long Dealership, Inc.
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Customer Support
The Vendor shall provide timely and accurate customer support f or orders to TIPS Members as agreed by the Parties. Vendors shall respond to such requests within a co mmercially reasonable time after receipt of the request. If support and/or training is a line item sold or packaged with a sale, support shall be as agreed with the TIPS Member.

Agreements
Agreements for purchase will normally be put into effect by means of a contract, agreem ent, or purchase order(s) executed by authorized agents of the TIPS Member parti cipating government entities, but other means of placing an order may be used at the Member’s discretio n. Vendor accepts and understands that when a purchase order or similar purchase document is sent from a customer through TIPS to the Vendor, TIPS is recording the purchase and verifying whether the purcha se is within the parameters of the TIPS Contract only. Vendor agrees that TIPS is not a legal party to the purchase order or similar purchase document and TIPS is not responsible for identifying fraud, mis takes, or misrepresentations for the specific order. Vendor agrees that any purchase order or similar purcha se document issued from a customer to Vendor, even when processed through TIPS, constitutes a legal contract between the customer and Vendor only. A Vendor that accepts a purchase order or similar purchase document and fulfills an order, even when processed through TIPS, is representing that the vendor has carefully reviewed the purchase order or similar purchase document for legality, authenticity, and accuracy.

Tax exempt status
Most TIPS Members are tax exempt and the related laws and/or regulations of the controlling jurisdiction(s) of the TIPS Member shall apply.

Assignments of Agreements
No assignment of this Agreement may be made without the prior n otification of TIPS. Written approval of TIPS shall not be unreasonably withheld. Payment for delivered goods and services can only be made to the awarded Vendor, Vendor designated reseller or vendor assigned company, where permitted by TIPS.

Disclosures
x Vendor and TIPS affirm that they, or any authorized employees o r agents, have not given, offered to give, nor intend to give at any time hereafter any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor or service to a public servant in connection with this Agreement.

x Vendor shall attach, in writing, a complete description of any and all relationships that might be considered a conflict of interes t in doing business with the TI PS program.

x The Vendor affirms that, to the best of his/her knowledge, the offer has been arrived at independently, and is submitted without collusion with anyone t o obtain information or gain any favoritism that would in any way limit competition or give an u nfair advantage over other vendors in the award of this Agreement.

Term of Agreement and Renewals
Regardless of the Award Date, the term of this Agreement shall end November 30, 2024 with an option for renewal for an additional one consecutive year. If TIPS offers the renewal extension year, the Vendor will be notified by email to the primary contact of the awarded Vendor and shall be deemed accepted by the Vendor unless the awarded Vendor notifies TIPS of its objection to the additional term in writing. TIPS may or may not 439

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e x e r c i s e s o m e o r a l l o f t h e a v a i l a b l e e x t e n s i o n ( s ) p r o v i d e d i n the original solicitation beyond the base term.

Whether or not to offer some or all of the extension is at the sole discretion of TIPS.

Extensions: Any extensions of the original term shall begin on the next day after the day the original term expires unless otherwise specified.

Example: In this example, if the termination date of the contract is Nov ember 30, 2024, if TIPS offers a one-year extension, the expiration of the extended term shall be Novembe r 30, 2025 unless otherwise specified.

TIPS may offer to extend Vendor Agreements to the fullest exten t the original Solicitation permits.

Automatic Renewal Clauses Incorporated in Awarded Vendor Agreem ents with TIPS Members Resulting from the Solicitation and with the Vendor Named in this Agreement.

No Agreement for goods or services with a TIPS Member by the aw arded vendor named in this Agreement that results from the solicitation award named in this Agreemen t, may incorporate an automatic renewal clause that exceeds month to month terms with which the TIPS Me mber must comply. All renewal terms incorporated in an Agreement by the vendor with the TIPS Member shall only be valid and enforceable when the vendor receives written confirmation by purchase order, exe cuted Agreement or other written instruction issued by the TIPS Member for any renewal period. The purpose of this clause is to avoid a TIPS Member inadvertently renewing an Agreement during a period in w hich the governing body of the TIPS Member has not properly appropriated and budgeted the funds to satisfy the Agreement renewal. This term is not negotiable and any Agreement between a TIPS Member and a TIPS awarded vendor with an automatic renewal clause that conflicts with these terms is rendered void and unenforceable.

Shipments
The Vendor shall ship, deliver or provide ordered products or services within a commercially reasonable time after the receipt of the order from the TIPS Member. If a delay in said delivery is anticipated, the Vendor shall notify TIPS Member as to why delivery is delayed and shal l provide an estimated time for completion of the order. TIPS or the requesting entity may cancel the order if estimated delivery time is not acceptable or not as agreed by the parties.

Invoices
Each invoice or pay request shall include the Vendor’s TIPS Con tract number, the TIPS Member’s purchase order number or other identifying designation as provided in the order by the TIPS Member. If applicable, the shipment tracking number or pertinent information for verificat ion of TIPS Member receipt shall be made available upon request.

Payments
The TIPS Member will make payments directly to the Vendor, the Vendor Assigned Dealer or as agreed by the Vendor and the TIPS Member after receiving invoice and in c ompliance with applicable payment statute(s), whichever is the greater time or as otherwise provided by an agreement of the parties.

Pricing
Price increases will be honored according to the terms of the s olicitation and vendor proposal. All pricing submitted to TIPS shall include the participation fee, as provided in the solicitation, to be remitted to TIPS by the Vendor. Vendor will not show adding the fee to the invoice presented to TIPS Member customer.

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The Participation Fee that was published as part of the Solicitation and the fee published is the legally effective fee, along with any fee conditions stated in the Solicitation. Collection of the fees by TIPS is required under Texas Government Code §791.011 Et seq. Fees are due on all TIPS purchases reported by either Vendor or Member. Fees are due to TIPS upon payment by the Member to the Vendor, Reseller or Vendor Assigned Dealer. Vendor, Reseller, or Vendor Assigned Dealer agrees tha t the participation fee is due to TIPS for all Agreement sales immediately upon receipt of payment including p artial payment, from the Member Entity and must be paid to TIPS at least on a monthly basis, specifically within 31 calendar days of receipt of payment, if not more frequently, or as otherwise agreed by TIPS in writing and signed by an authorized signatory of TIPS.

Thus, when an awarded Vendor, Reseller or Vendor Assigned Deale r receives any amount of payment, even partial payment, for a TIPS sale , the legally effective fee for that amount is immediately due to TIPS from the Vendor and fees due to TIPS should be paid at least on a monthly basis, specifically within 31 calendar days of receipt of payment, if not more frequently.

Reporting of Sales to TIPS by Vendor
Vendor is required to report all sales under the TIPS contract to TIPS. When a public entity initiates a purchase with a TIPS Awarded Vendor, if the Member inquires verbally or in writing whether the Vendor holds a TIPS Contract, it is the duty of the Vendor to verify whether or not the Member is seeking a TIPS purchase. Once verified, the Vendor must include the TIPS Contract number on a ny communications and related sales documents exchanged with the TIPS Member entity. To report sales, the Vendor must login to the TIPS Vendor Portal online at https://www.tips-usa.com/vendors_form.cfm and click on the PO’s and Payments tab. Pages 3-7 of the Vendor Portal User Guide will walk you through the process of reporting sales to TIPS. Please refer to the TIPS Accounting FAQ’s for more information about reporting sales and if you have fur ther questions, contact the Accounting Team at [email protected]. The Vendor or vendor assigned dealers are responsible for keeping record of all sales that go through the TIPS Agreement and submitting same to TIPS.

Failure to properly report or render the participation fee to T IPS shall constitute a breach of this agreement with our parent governmental entity, Texas Education Service Ce nter Region 8, as established by the Texas legislature and shall be grounds for termination of this agreem ent and any other agreement held with TIPS and possible legal action. Any overpayment of participation fee s to TIPS by a Vendor will be refunded to the Vendor within ninety (90) days of receipt of notification if TIPS receives written notification of the overpayment not later than the expiration of six (6) months from the date o f overpayment and TIPS determines that the amount was not legally due to TIPS pursuant to this agreement a n d a p p l i c a b l e l a w . I t i s t h e V e n d o r ’ s responsibility to identify which sales are TIPS Agreement sales and pay the correct participation fee due for TIPS Agreement sales. Any notification of overpayment received by TIPS after the expiration of six (6) months from the date of overpayment will be non-refundable. Region 8 ESC and TIPS reserve the right to extend the six (6) month deadline to notify if approved by the Region 8 ES C Board of Directors. TIPS reserves all rights under the law to collect the fees due. Please contact TIPS at t [email protected] or call (866) 839-8477 if you have questions about paying fees.

Indemnity
The Vendor agrees to indemnify and hold harmless and defend TIPS, TIPS Member(s), officers and employees from a nd against all claims an d suits by thir d parties for damages, injuries to persons (including death), property damages, losses, and expenses including court costs and reasonable attorney’s fees, arising out of, or resulting from, Vendor’s performance under this Agreement, i ncluding all such causes of action based upon common, constitutional, or statutory law, or based in whol e or in part, upon allegations of negligent or intentional acts on the part of the Vendor, its officers, em ployees, agents, subcontractors, licensees, or invitees. Parties found liable shall pay their proportionate sh are of damages as agreed by the parties or as ordered by a court of competent jurisdiction over the case. NO LIMITATION OF LIABILITY FOR DAMAGES FOR PERSONAL INJURY OR PROPERTY DAMAGE ARE PERMITTED OR AGREED BY TIPS/ESC REGION 8. Per 441

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Texas Education Code §44.032(f), and pursuant to its requiremen ts only, reasonable Attorney’s fees are recoverable by the prevailing party in any dispute resulting in litigation.

State of Texas Franchise Tax
By signature hereon, the Vendor hereby certifies that he/she is not currently delinquent in the payment of any franchise taxes owed the State of Texas under Chapter 171, Tax Code.

Miscellaneous
The Vendor acknowledges and agrees that continued participation in TIPS is subject to TIPS sole discretion and that any Vendor may be removed from the participation in th e Program at any time with or without cause. Nothing in the Agreement or in any other communication b etween TIPS and the Vendor may be construed as a guarantee that TIPS or TIPS Members will submit any orders at any time. TIPS reserves the right to request additional proposals for items or services already on Agreement at any time.

Purchase Order Pricing/Product Deviation
If a deviation of pricing/product on a Purchase Order or contra ct modification occurs between the Vendor and the TIPS Member, TIPS must be notified within five (5) business days of receipt of change order.

Termination for Convenience of TIPS Agreement Only
TIPS reserves the right to terminate this agreement for cause or no cause for convenience with a thirty (30) days prior written notice. Termination for convenience is conditionally required under Federal Regulations 2 CFR part 200 if the customer is using federal f unds for the pro curement. All purchase orders presented to the Vendor, but not fulfilled by the Vendor, by a TIPS Member p rior to the actual termination of this agreement shall be honored at the option of the TIPS Member. Th e awarded Vendor may terminate the agreement with ninety (90) days prior written notice to TIPS 4 845 US Hwy North, Pittsburg, Texas 75686.

The vendor will be paid for goods and services delivered prior to the termination provided that the goods and services were delivered in accordance with the terms and co nditions of the terminated agreement.

This termination clause does not affect the sales agreements executed by the Vendor and the TIPS Member customer pursuant to this agreement. TIPS Members may negotiate a termination for convenience clause that meets the needs of the transaction based on applicable fac tors, such as funding sources or other needs.

TIPS Member Purchasing Procedures
Usually, purchase orders or their equal are issued by participating TIPS Member to the awarded vendor and should indicate on the order tha t the purchase is per the appli cable TIPS Agreement Number. Orders are typically emailed to TIPS at [email protected].
• Awarded Vendor delivers goods/services directly to the partici pating member. • Awarded Vendor invoices the participating TIPS Member directly . • Awarded Vendor receives payment directly from the participatin g member. • Fees are due to TIPS upon payment by the Member to the Vendor. Vendor agrees to pay the participation fee to TIPS for a ll Agreement sales upon receipt of payment including partial payment, f r o m t h e M e m b e r E n t i t y o r a s o t h e r w i s e a g r e e d b y T I P S i n w r i t i ng and signed by an authorized signatory of TIPS.

Licenses
Awarded Vendor shall maintain, in current status, all federal, state and local licenses, bonds and permits required for the operation of the business conducted by awarded Vendor. Awarded Vendor shall remain reasonably fully informed of and in compliance with all ordinan ces and regulations pertaining to the lawful 442

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provision of goods or services under the Agreement. TIPS and TIPS Members reserves the right to stop work and/or cancel an order or terminate this or any other sales Agreement of any awarded Vendor whose license(s) required for performance under this Agreement have expired, lapsed, are suspended or terminated subject to a 30-day cure period unless pr ohibited by applicable statue or regulation.

Novation
If awarded Vendor sells or transfers all assets, rights or the entire portion of the assets or rights required to perform this Agreement, a successor in interest must guarantee to perform all obligations under this Agreement. A simple change of name agreement will not change th e Agreement obligations of awarded vendor. TIPS will consider Contr act Assignments on a case by ca se basis. TIPS must be notified within five (5) business days of the tran sfer of assets or rights.

Site Requirements (only when applicable to service or job) Cleanup: When performing work on site at a TIPS Member’s property, awa rded Vendor shall clean up and remove all debris and rubbish resulting from their work as requ ired or directed by TIPS Member or as agreed by the parties. Upon completion of work, the premises shall be left in good repair and an orderly, neat, clean and unobstructed condition.

Preparation: Awarded Vendor shall not begin a project for which TIPS Member has not prepared the site, unless awarded Vendor does the preparation work at no cost, or until T IPS Member includes the cost of site preparation in a purchase order. Site preparation includes, bu t is not limited to: moving furniture, installing wiring for networks or power, and similar pre-installation requirements.

Registered sex offender restrictions: For work to be performed at schools, awarded Vendor agrees tha t no employee of a subcontractor who has been adjudicated to be a re gistered sex offender will perform work at any time when students are, or reasonably expected to be, prese nt unless otherwise agreed by the TIPS Member. Awarded Vendor agrees that a violation of this conditio n shall be considered a material breach and may result in the cancellation of the purchase order at the TIP S Member’s discretion. Awarded Vendor must identify any additional costs associated with compliance of this term. If no costs are specified, compliance with this term will be provided at no additional charge.

Safety Measures
Awarded Vendor shall take all reasonable precautions for the sa fety of employees on the worksite, and shall erect and properly maintain all necessary safeguards for protection of workers and the public. Awarded vendor shall post warning signs against all hazards created by the operation and work in progress. Proper precautions shall be taken pursuant to state law and standard practices to protect workers, general public and existing structures from injury or damage.

Smoking
Persons working under Agreement shall adhere to the TIPS Member ’s or local smoking statutes, codes or policies.

Marketing
Awarded Vendor agrees to allow TI PS to use their name and logo within TIPS website, marketing materials and advertisement subject to any reasonable restrictions provid ed to TIPS in the Proposal to the Solicitation. The Vendor may submit an acceptable use directive for Vendor’s names and logos with which TIPS agrees to comply. Any use of TIPS name and logo or any for m of publicity, inclusive of press release, regarding this Agreement by awarded vendor must have prior appr oval from TIPS which will not be 443

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unreasonably withheld. Request may be made by email to TIPS@TIP S-USA.COM.

Supplemental Agreements
The TIPS Member entity participating in the TIPS Agreement and awarded Vendor may enter into a separate Supplemental Agreement or contract to further define the level of service requirements over and above the minimum defined in this Agreement such as but not limited t o, invoice requirements, ordering requirements, specialized delivery, etc. Any Supplemental Agree ment or contract developed as a result of this Agreement is exclusively between the TIPS Member entity cu stomer and the Vendor. TIPS, its agents, TIPS Members and employees not a party to the Supplemental Agreement with the TIPS Member customer, shall not be made party to any claim for breach of such agreeme nt unless named and agreed by the Party in question in writing in the agreement. If a Vendor submitting a P r o p o s a l r e q u i r e s T I P S a n d / o r T I P S Member to sign an additional agreement, those agreements shall comply with the award made by TIPS to the Vendor. Supplemental Vendor’s Agreement documents may not b ecome part of TIPS’ Agreement with Vendor unless and until an authorized representative of TIPS re views and approves it. TIPS review and approval may be at any time during the life of this Vendor Agre e m e n t . T I P S p e r m i t s T I P S M e m b e r s t o negotiate additional terms and conditions with the Vendor for t he provision of goods or services under the Vendor’s TIPS Agreement so long as they do not materially confl ict with this Agreement.

Survival Clause
All applicable sales, leases, Supplemental Agreements, contracts, software license agreements, warranties or service agreements that were entered into between Vendor and TIPS or the TIPS Member Customer under the terms and conditions of this Agreement shall survive the expiration or termination of this Agreement. All Orders, Purchase Orders issued or contracts executed by TIPS or a TIPS Member and accepted by the Vendor prior to the expiration or termination of this agreement, shall survive expiration or termination of the Agreement, subject to previously agreed terms and conditions ag reed by the parties or as otherwise specified herein relating to termination of this agreement.

Legal obligations
It is the responding Vendor’s responsibility to be aware of and comply with all local, state and federal laws governing the sale of products/services identified in the appli cable Solicitation that resulted in this Vendor Agreement and any awarded Agreement thereof. Applicable laws and regulations must be followed even if not specifically identified herein.

Audit rights
Due to transparency statutes and public accountability requirem ents of TIPS and TIPS Members’, the awarded Vendor shall, at their sole expense, maintain appropria te due diligence of all purchases made by TIPS Member that utilizes this Agreement. TIPS and Region 8 ESC each reserve the right to audit the accounting of TIPS related purchases for a period of three (3) years from the time such purchases are made.

This audit right shall survive termination of this Agreement for a period of one (1) year from the effective date of termination. In order to ensure and confirm compliance with this agreement, TIPS shall have authority to conduct audits of Awarded Vendor’s pricing or TIPS transaction documentation with TIPS Members with 30 days’ notice unless the audit is ordered by a Court Order or by a Government Agency with authority to do so without notice. Notwithstanding the foregoin g, in the event that TIPS is made aware of any pricing being offered to eligible entities that is material ly inconsistent with the pricing under this agreement, TIPS shall have the ability to conduct the audit int ernally or may engage a third- party auditing firm to investigate any possible non- compliant conduct or may terminate the Agreement according to the terms of this Agreement. In the event of an audit, the requeste d materials shall be reasonably provided in 444

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the time, format and at the location acceptable to Region 8 ESC or TIPS. TIPS agrees not to perform a random audit the TIPS transaction documentation more than once per calendar year, but reserves the right to audit for just cause or as required by any governmental agency or court with regulatory authority over TIPS or the TIPS Member.

Force Majeure
If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give not ice and full particulars of Force Majeure in writing to the other party within a reasonable time after occur rence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overc ome such inability with all reasonable dispatch.

Choice of Law
The Agreement between the Vendor and TIPS/ESC Region 8 and any addenda or other additions resulting from this procurement process, however described, shall be gove rned by, construed and enforced in accordance with the laws of the State of Texas, regardless of any conflict of laws principles.

Venue, Jurisdiction and Service of Process
Any Proceeding arising out of or relating to this procurement process or any contract issued by TIPS resulting from or any contemplated transaction shall be brought in a court of competent jurisdiction in Camp County, Texas and each of the parties irrevocably submits to the exclus ive jurisdiction of said court in any such proceeding, waives any objection it may now or hereafter have to venue or to convenience of forum, agrees that all claims in respect of the Proceeding shall be heard and determined only in any such court, and agrees not to bring any proceeding arising out of or relating to this procurement process or any contract resulting from or any contemplated transaction in any other court. The parties agree that either or both of them may file a copy of this paragraph with any court as written evidenc e of the knowing, voluntary and freely bargained for agreement between the parties irrevocably to waiv e any objections to venue or to convenience of forum. Process in any Proceeding referred to in the first sentence of this Section may be served on any party anywhere in the world. Venue for any dispute resolution process, other than litigation, between TIPS and the Vendor shall be located in Camp or Titus County, Texas.

Project Delivery Order Procedures
The TIPS Member having approved and signed an interlocal agreem ent, or other TIPS Membership document, may make a request of the awarded Vendor under this Agreement when the TIPS Member desires goods or services awarded to the Vendor. Notification may occur via phone, the web, courier, email, fax, or in person. Upon notification of a pending request, the awarded Vendor shall acknowledge the TIPS Member’s request as soon as possible, but must make contact wit h the TIPS Member within two working days.

Status of TIPS Members as Related to Vendors Contract Information TIPS Members stand in the place of TIPS as related to this agre ement and have the same access to the proposal information and all related documents. TIPS Members have all the same rights under the awarded Agreement as TIPS.

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Vendor’s Resellers as Related to This Agreement
Vendor’s Named Resellers (“Resellers”) under this Agreement shall comply with all terms and conditions of this agreement and all addenda or incorporated documents. All a ctions related to sales by Authorized Vendor’s Resellers under this Agreement are the responsibility of the awarded Vendor. If Resellers fail to report sales to TIPS under your Agreement, the awarded Vendor is responsible for their contractual failures and shall be billed for the fees. The awarded Vendor may then recover the fees from their named reseller as the law allows.

Support Requirements
If there is a dispute between the awarded Vendor and TIPS Member, TIPS or its representatives may, at TIPS sole discretion, assist in conflict resolution if requested by either party. TIPS, or its representatives, reserve the right to inspect any project and audit the awarded Vendor’s TIPS project files, documentation and correspondence related to the requesting TIPS Member’s order. If there are confidentiality requirements by either party, TIPS shall comply to the extent permitted by law.

Incorporation of Solicitation
The TIPS Solicitation which resulted in this Vendor Agreement, whether a Request for Proposals, the Request for Competitive Sealed Proposals or Request for Qualifications solicitation, or other, the Vendor’s response to same, and all associated documents and forms made part of th e solicitation process, including any addenda, are hereby incorporated by reference into this Agreement as if copied verbatim.

SECTION HEADERS OR TITLES

THE SECTON HEADERS OR TITLES WITHIN THIS DOCUMENT ARE MERELY GU IDES FOR CONVENIENCE AND ARE NOT FOR CLASSIFICATION OR LIMITING OF THE RESPONSIBILITES OF THE PARTIES TO THIS DOCUMENT.

STATUTORY REQUIREMENTS
Texas governmental entities are prohibited from doing business with companies that fail to certify to this condition as required by Texas Government Code Sec. 2270.

By executing this agreement, you certify that you are authorize d to bind the undersigned Vendor and that your company (1) does not boycott Israel; and (2) will not boyc ott Israel during the term of the Agreement.

You certify that your company is not listed on and does not and will not do business with companies that are on the Texas Comptroller of Public Accounts list of Designated Foreign Terrorists Organizations per Texas Gov't Code 2270.0153 found at https://comptroller.texas.gov/purchasing/docs/foreign-terrorist.pdf

You certify that if the certified statements above become untrue at any time during the life of this Agreement that the Vendor will notify TIPS within three (3) business day of the change by a letter on Vendor’s letterhead from and signed by an authorized representative of the Vendor stating the non-compliance decision and the TIPS Agreement number and description at:

Attention: General Counsel
ESC Region 8/The Interlocal Purchasing System (TIPS)
4845 Highway 271 North
Pittsburg, TX,75686
And by an email sent to [email protected]

Insurance Requirements
446

TIPS Vendor Agreement 021522_sr Page 10

The undersigned Vendor agrees to maintain the below minimum ins urance requirements for TIPS Contract Holders:

General Liability $1,000,000 each Occurrence/ Aggregate Automobile Liability $300,000 Includes owned, hired & non-owned Workers' Compensation Statutory limits for the jurisdiction in which the Vendor performs under this Agreement.

Umbrella Liability $1,000,000

When the Vendor or its subcontractors are liable for any damage s or claims, the Vendor’s policy, when the Vendor is responsible for the claim, must be primary over any o ther valid and collectible insurance carried by the Member. Any immunity available to TIPS or TIPS Members s hall not be used as a defense by the contractor's insurance policy. The coverages and limits are to be considered minimum requirements and in no way limit the liability of the Vendor(s). Insurance shall be written by a carrier with an A-; VII or better rating in accordance with current A.M. Best Key Rating Guide. Only deductibles applicable to property damage are acceptable, unless proof of retention funds to cover said deductibles is provided. "Claims made" policies will not be accepted. Vendor’s required minimum covera ge shall not be suspended, voided, cancelled, non-renewed or reduced in coverage or in limits unle s s r e p l ac e d b y a p o li c y t h a t p r o vi d e s t h e minimum required coverage except after thirty (30) days prior written notice by certified mail, return receipt requested has been given to TIPS or the TIPS Member if a project or pending delivery of an order is ongoing.

Upon request, certified copies of all insurance policies shall be furnished to the TIPS or the TIPS Member.

Special Terms and Conditions

• Orders: All Vendor orders received from TIPS Members must be emailed to TIPS at tipspo@tips- usa.com. Should a TIPS Member send an order directly to the Vendor, it is the Vendor’s responsibility to forward a copy of the order to TIPS at the email above withi n 3 business days and confirm its receipt with TIPS.
• Vendor Encouraging Members to bypass TIPS agreement: Encouraging TIPS Members to purchase directly from the Vendor or through another agreement, when the Member has requested using the TIPS cooperative Agreement or price, and thereby bypassing the TIPS Agreement is a violation of the terms and conditions of this Agreement and will result in remov al of the Vendor from the TIPS Program.
• Order Confirmation: All TIPS Member Agreement orders are approved daily by TIPS and sent to the Vendor. The Vendor should confirm receipt of orders to the TIPS Member (customer) within 3 business days.
• Vendor custom website for TIPS: If Vendor is hosting a custom TIPS website, updated pricing when effective. TIPS shall be notified when prices change in accorda nce with the award. • Back Ordered Products : If product is not expected to ship within the time provided t o the TIPS Member by the Vendor, the Member is to be notified within 3 business days and appropriate action taken based on customer request.

The TIPS Vendor Agreement Signature Page is inserted here.

447
State Zip
Fax
Company Name
Address
City
Phone
Email of Authorized Representative
Name of Authorized Representative
Title
Signature of Authorized Representative
Date
TIPS Authorized Representative Name
Title
TIPS Authorized Representative Signature
Approved by ESC Region 8
Date
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David Fitts
Executive Director
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5-19-2022
448

NOTICE TO MEMBERS REGARDING ATTRIBUTE RESPONSES

TIPS VENDORS RESPOND TO ATTRIBUTE QUESTIONS AS PART OF TIPS COMPETITIVE SOLICITATION PROCESS. THE VENDOR’S RESPONSES TO ATTRIBUTE QUES TIONS ARE INCLUDED HEREIN AS “SUPPLIER RESPONSE.” PLEASE BE ADVISED THAT DEVIATIONS, IF ANY, IN VENDOR’S RESPONSE TO ATTRIBUTE QUESTIONS MAY NOT REFLECT VENDOR’S FINAL ATTRIBUTE RESPONSE, WHICH IS SUBJECT TO NEGOTIATIONS PRIOR TO AWARD. PLEASE CONTACT THE TIPS OFFICE AT 866-839- 8477 WITH QUESTIONS OR CONCERNS REGARDING VENDOR ATTRIBUTE RESPONSE DEVIATIONS. PLEASE KEEP IN MIND THAT TIPS DOES NOT PROVIDE LEG AL COUNSEL TO MEMBERS. TIPS RECOMMENDS THAT YOU CONSULT YOUR LEGA L

COUNSEL WHEN EXECUTING CONTRACTS WITH OR MAKING PURCHASES FROM TIPS VENDORS.

449
220304
Phil Long Ford of Denver
Supplier Response
Event Information
Number: 220304
Title: Transportation Vehicles
Type: Request for Proposal
Issue Date: 3/3/2022
Deadline: 4/18/2022 03:00 PM (CT)
Notes:

IF YOU ALREADY HOLD TIPS CONTRACT 210907 AUTOMOBILES
(“210907”) OR 200206 NEW BUSES AND OTHER TRANSPORTATION VEHICLES ("200206") OR 200207 USED BUSES AND OTHER
TRANSPORTATION VEHICLES ("200207") , YOU DO NOT NEED TO

RESPOND TO THIS SOLICITATION UNLESS YOU WISH TO HOLD

MULTIPLE TIPS CONTRACTS FOR THE SALE OF
TRANSPORTATION VEHICLES.

This solicitation is for transportation vehicles only. If you wish to propose parts and services for transportation vehicles, please respond to 220305 Transportation Vehicle Parts and Services.

Contact Information
Address: Region 8 Education Service Center
4845 US Highway 271 North
Pittsburg, TX 75686

Page 1 of 30 ends

Phone: +1 ( 866) 839-8477
Email: [email protected]

Page 2 of 30 ends

Phil Long Ford of Denver Information
Contact:

Address:

Rhett Butler
7887 W Tuffs Ave.

Denver, CO 80123
Phone: (505) 514-3552
Email: [email protected]
Web Address: phillongdenver.com
By submitting your response, you certify that you are authorized to represent and bind your company.

Rhett Butler [email protected]
Signature Email
Submitted at 4/18/2022 2:03:48 PM
Supplier Note
Supplier is Phil Long Dealerships, Inc. This contract will be administered by our Denver Branch, Phil Long Ford Denver, LLC.

Requested Attachments
Agreement Signature Form 220304 Agreement Signature F
If you have not taken exception or deviation to the agreement language in the solicitation attributes, download the AGREEMENT SIGNATURE FORM from the "ATTACHMENTS" tab. This PDF document is a fillable form. Download the document to your computer, fill in the requested company information, print the file, SIGN the form, SCAN the complet e
signed AGREEMENT SIGNATURE FORM, and upload here.

If you have taken exception to any of the agreement language and noted the exception in the deviations section of the attributes for the agreement, complete the AGREEMENT SIGNATURE FORM, but DO NOT SIGN until those deviations been negotiated and resolved with TIPS management. Upload the unsigned form here, because this is a required doc u
All Other Certificates W9 De
All Other Certificates (if applicable) must be scanned and uplo aded. If vendor has more than one other certification sc a one document. (PDF Format ONLY)
DO NOT UPLOAD encrypted or password protected files.

Pricing Form 2 220304 Pricing For
The vendor must download the PRICING SPREADSHEET SHEET from the attachment tab, fill in the requested informat upload the completed spreadsheet.

DO NOT UPLOAD encrypted or password protected files.

Reference Form 220304 Reference_F
The vendor must download the References spreadsheet from the attachment tab, fill in the requested information and the completed spreadsheet. DO NOT UPLOAD encrypted or password protected files.

Page 3 of 30 ends

Conflict of
Interest Form

CIQ- ONLY

REQUIRED IF A

CONFLICT

EXISTS PER
THE

INSTRUCTIONS

DISCLOSURE OF CONFLICT OF INTEREST FORM - FILE ONLY IF THERE IS A CONFLICT TO REPO

ONLY REQUIRED IF A CONFLICT EXISTS PER THE INSTRUCTIONS Conflict of Interest Form for Vendors that are required to submit the form. The Conflict of Interest Form is included in t h documents or can be found at https://www.tips-usa.com/assets/do cuments/docs/CIQ.pdf.

Proposed Goods and Services 220304 Pricing For
Please upload one or more documents or sheets describing your offerings, line cards, catalogs, links to offerings OR li to your offerings that illustrate the catalog of proposed lines of goods and or services you carry and offer under this p r
It does not have to be exhaustive but should, at a minimum tell us what you are offering. It could be as simple as a she e your link to your online catalog of goods and services.

D/M/WBE Certification OPTIONAL No re
D/M/WBE Certification documentation may be scanned and uploaded if you desire to claim your status as one of the i d enterprises. (Disadvantaged Business Enterprise, Minority Business Enterprise and/or Woman Business Enterprise) If has more than one certification scan into one document. (PDF Format ONLY) DO NOT UPLOAD encrypted or password protected files.

Warranty Factory Warran
Warranty information (if applicable) must be scanned and uploaded. (PDF Format ONLY) DO NOT UPLOAD encrypted or password protected files.

Vendor Agreement 220304 Vendor Agreem
The vendor must download the Vendor Agreement from the attachment tab, fill in the requested information and uploa d completed agreement.

DO NOT UPLOAD encrypted or password protected files.

Pricing Form 1 220304 Pricing For
The vendor must download the PRICING SPREADSHEET SHEET from the attachment tab, fill in the requested informat upload the completed spreadsheet.

DO NOT UPLOAD encrypted or password protected files.

Supplementary No re
Supplementary information may be scanned and uploaded. (Company information, brochures, catalogs, etc.) (PDF Fo r ONLY)
DO NOT UPLOAD encrypted or password protected files.

Logo and Other Company Marks CES National PLC-AEPALogo
If you desire, please upload your company logo to be added to your individual profile page on the TIPS website. If any particular specifications are required for use of your company logo, please upload that information under the Supplem e
secWion or anoWher nonreTXireG secWion XnGer Whe ³5esponse $WWachPenW´ WaE. Preferred Logo Format: 300 x 225 px - .eps, .jpeg preferred
Certification of Corporate Offerer Form- COMPLETE ONLY

IF OFFERER IS A CORPORATION

CERTIFICATION OF CORPORATE OFFERER FO

COMPLETE AND UPLOAD FORM IN ATTACHMENTS SECTION ONLY IF OFFERER IS A CORPORATION Disclosure of Lobbying Activities Standard Form LLL Disclosure_of_Lobbying_Activities_Standard_Form _ ONLY IF you answered "I HAVE Lobbied per above" to attribute #66, please download and complete and upload the St )orPLLL, ³GisclosXre )orP Wo 5eporW LoEE\ing,´ in Whe 5esponse aWWachPenWs secWion.

Page 4 of 30 ends

Confidentiality Claim Form 220304 CONFIDENTIALITY CLAIM FO REQUIRED CONFIDENTIALITY FORM. PLEASE READ CAREFULLY AND FOLLOW THE INSTRUCTIONS. Complete the according to your company requirements, make any desired attach ments and upload to the appropriate section under "Response Attachments" THIS FORM DETERMINES HOW ESC8/TIPS RESPONDS TO LEGAL PUBLIC INFORMATION REQUESTS.

Current W-9 Tax Form W9 De
You are required by TIPS to upload a current W-9 Internal Reven ue Service (IRS) Tax Form for your entity. This form w utilized by TIPS to properly identify your entity.

Response Attachments
W9 Daniels Long Chevorlet.pdf
W9 Daniels Long Chevrolet
W9 Phil Long Motors LLC.pdf
W9 Phil Long Motors (Dodge Ram Chrysler Jeep)
W9 Hyundai.pdf
W9 Hyundai
Bid Attributes
1 Yes - No
Disadvantaged/Minority/Women Business Enterprise - D/M/WBE/Fede ral HUBZone (Required by some participating governmental entities). Vendor certifies that their firm is a D /M/WBE or HUBZone? Vendor must upload proof of certifi Wo Whe ´5esponse $WWachPenWs´ D0:%( &(57I)I&$7(6 secWion.

NO
2 Yes - No
Historically Underutilized Business - HUB (Required by some par ticipating governmental entities) Vendor certifies tha t firm is a HUB as defined by the State of Texas at https://compt roller.texas.gov/purchasing/vendor/hub/.

Proof may be submitted. 9enGor PXsW XploaG prooI oI cerWiIicaWion Wo Whe ³5esponse $WWachPenWs´ +8% &(57I)I&$7( section.

No
3 Yes - No
The Vendor can provide services and/or products to all 50 US St ates? Yes
4 States Served:

If answer is NO to question #3, please list which states can be served. (Example: AR, OK, TX) No response
5 Company and/or Product Description:

This information will appear on the TIPS website in the company profile section, if awarded a TIPS contract. (Limit 75 0 characters.)
Phil Long Dealerships, Inc. Is in the top 100 dealer groups in the country. Prividing multiple brands for all governme n agencies.

Page 5 of 30 ends

6 Primary Contact Name
Primary Contact Name
Rhett Butler
7 Primary Contact Title
Primary Contact Title
National Fleet Sales Manager
8 Primary Contact Email
Primary Contact Email
[email protected]
9 Primary Contact Phone
Enter 10 digit phone number. (No dashes or extensions)
Example: 8668398477
5055143552
1 0
Primary Contact Fax
Enter 10 digit phone number. (No dashes or extensions)
Example: 8668398477
No response
1 1
Primary Contact Mobile
Enter 10 digit phone number. (No dashes or extensions)
Example: 8668398477
5055143552
1 2
Secondary Contact Name
Secondary Contact Name
1 3
Secondary Contact Title
Secondary Contact Title
1 4
Secondary Contact Email
Secondary Contact Email
1 5
Secondary Contact Phone
Enter 10 digit phone number. (No dashes or extensions)
Example:
1 6
Secondary Contact Fax
Enter 10 digit phone number. (No dashes or extensions)
Example:

No response

Page 6 of 30 ends

1 7
Secondary Contact Mobile
Enter 10 digit phone number. (No dashes or extensions)
Example: 8668398477
1 8
Admin Fee Contact Name
Admin Fee Contact Name. This person is responsible for paying the admin fee to TIPS.

Rhett Butler
1 9
Admin Fee Contact Email
Admin Fee Contact Email
[email protected]
2 0
Admin Fee Contact Phone
Enter 10 digit phone number. (No dashes or extensions)
Example: 8668398477
5055143552
2 1
Purchase Order Contact Name
Purchase Order Contact Name. This person is responsible for receiving Purchase Orders from TIPS.

Rhett Butler
2 2
Purchase Order Contact Email
Purchase Order Contact Email
[email protected]
2 3
Purchase Order Contact Phone
Enter 10 digit phone number. (No dashes or extensions)
Example: 8668398477
5055143552
2 4
Company Website
Company Website (Format - www.company.com)
Phillong.com
2 5
Entity D/B/A's and Assumed Names
Please identify all of your entity's assumed names and D/B/A's. Please note that you will be identified publicly by the name under which you responded to this solicitation unless you organize otherwise with TIPS after award.

Phil Long Ford of Denver, LLC / Daniels Long Chevrolet / Phil Long Dodge Jeep Chrysler Ram / Phil Long Hyundai o Chapel Hills LLC
2 6
Primary Address
Primary Address
7887 W Tufts Ave
2 7
Primary Address City
Primary Address City
Littleton

Page 7 of 30 ends

2 8
Primary Address State
Primary Address State (2 Digit Abbreviation)
CO
2 9
Primary Address Zip
Primary Address Zip
80123
3 0
Search Words:

Please list search words to be posted in the TIPS database about your company that TIPS website users might sear c Words may be product names, manufacturers, or other words associated with the category of award. YOU MAY NOT NON-CATEGORY ITEMS. (Limit 500 words) (Format: product, paper, construction, manufacturer name, etc.) Automobiles, Trucks, Chassis Cabs, Police Vehicles, sedans, electric vehicles, SUV, specialty Vehicles, Pickup Truck Vans, Specialty Vans, dump trucks, service trucks.
3 1
Do you want TIPS Members to be able to spend Federal grant funds with you if awarded? Is it your intent able to sell to our members regardless of the fund source, whether it be local, state or federal? Most of our members receive Federal Government grants or other funding and they make up a significant portion of t budgets. The Members need to know if your company is willing to sell to them when they spend federal budget funds their purchase. There are attributes that follow that include provisions from the federal regulations in 2 CFR part 200 Your answers will determine if your award will be designated as eligible for TIPS Members to utilize federal funds with company.

Do you want TIPS Members to be able to spend Federal funds, at the Member's discretion, with you? Yes
3 2
Yes - No
Certification of Residency (Required by the State of Texas) The vendor's ultimate parent company or majority owner:
(A) has its principal place of business in Texas;
OR
(B) employs at least 500 persons in Texas?
This question is required as a data gathering function for information to our members making purchases with awarde vendors. It does not affect scoring with TIPS.

No
3 3
Company Residence (City)
Vendor's principal place of business is in the city of? Littleton, CO
3 4
Company Residence (State)
Vendor's principal place of business is in the state of? CO

Page 8 of 30 ends

3 5
Discount Offered - CAUTION READ CAREFULLY BECAUSE VENDORS FREQUENTLY MAKE MISTAKES O

THIS ATTRIBUTE QUESTION
Remember this is a MINIMUM discount percentage. So, be sure that the discount percentage inserted here can be a to ANY OFFERING OF GOODS OR SERVICES THROUGHOUT THE LIFE OF THE CONTRACT.

CAUTION: BE CERTAIN YOU CAN HONOR THIS MINIMUMDISCOUNT PERCENTAGE ON ANY OFFERED SERVICE O GOOD NOW OR DURING THE LIFE OF THE CONTRACT.

What is the MINIMUM percentage discount off of any item or service you offer to TIPS Members that is in your regul a
catalog (as defined in the solicitation specifications document), website, store or shelf pricing or when adding new g o services to your offerings during the life of the contract? The resulting price of any goods or services Catalog list pri c after this discount is applied is a ceiling on your pricing and not a floor because, in order to be more competitive in t h individual circumstance, you may offer a larger discount depending on the items or services purchased and the qua n time of sale. Please note that any specific greater discount offered for a particular product, brand, or service listed i n Vendor's proposal will control and Vendor will be required to honor that greater specific discount, in excess of the min discount, for that particular product, brand, or service for the life of the contract.

Must answer with a number between 0% and 100%.
0%
3 6
MINIMUM Discount Term
Does the vendor agree to at least offer, for the life of the Agreement, the Minimum Discount Percentage off list or ca t proposed by Vendor in response to the Attribute entitled "Discount Offered - CAUTION READ CAREFULLY BECAUSE VENDORS FREQUENTLY MAKE MISTAKES ON THIS ATTRIBUTE QUESTION"? TIPS will utilize this response to satis Long Term Cost scoring evaluation criteria. A "YES" answer will be awarded the maximum 10 points for this criterion o the 100 total points and a "NO" answer is awarded 0 points.

YES
3 7
Yes - No
If awarded on this TIPS Contract, for the duration of the Contract, Vendor agrees to provide, upon request, their the n current catalog pricing, as defined in the solicitation and below, to TIPS upon request for any goods and services off e Vendor's TIPS Contract.
"Catalog" means the available list of tangible personal property or services, in the most current listing, regardless of d during the life of the contract, that takes the form of a catalog, price list, schedule, shelf price or other form that:

A. is regularly maintained by the manufacturer or Vendor of an item; and B. is either published or otherwise available for insp ection by a customer during the purchase process; C. to which the minimum discount proposed by the propo sing Vendor may be applied.

YES
3 8
TIPS Administration Fee
By submitting a proposal, I agree that all pricing submitted to TIPS shall include the Administration Fee, as designate the solicitation or as otherwise agreed in writing which shall be remitted to TIPS by the Vendor, or the vendor's name d resellers, and as agreed to in the Vendor Agreement. I agree that the fee shall not and will not be added by the Ven d separate line item on a TIPS member invoice, quote, proposal or any other written communications with the TIPS me m

Page 9 of 30 ends

3 9
Yes - No
Vendor agrees to remit to TIPS the required administration fee or, if resellers are named, Vendor agrees to guarante e fee remittance by or for the reseller named by the vendor? 7IP6(6& 5egion is reTXireG E\ 7e[as *oYernPenW &oGe Wo Ee coPpensaWeG Ior iWs ZorN anG WhXs, IailXre W o shall render your response void and it will not be considered.

Agreed
4 0
TIPS Administration Fee Paid by Vendor - Not Charged to Customer Vendor understands and agrees that it owes TIPS a TIPS Administ ration Fee (published in the RFP/RCSP docum every TIPS sale made under an awarded TIPS Contract. Vendor fu rther understands and agrees that Vendor shall pricing with this proposal which includes and accounts for the TIPS Administration Fee and shall never separately the TIPS Member Customer the TIPS fee or add the TIPS Administr ation Fee line item to an invoice or similar p u GocXPenW. 6XEPission oI Whis proposal is 9enGor¶s cerWiIicaWio n WhaW 9enGor agrees Wo Whis PanGaWor\ WerP. 4 1
Additional Discounts?
Do you offer additional discounts to TIPS members for large ord er quantities or large scope of work? Yes
4 2
Years in Business as Proposing Company
Years in business as proposing company?
75 4
3 Resellers:

Does the vendor have resellers that it will name under this con tract? Resellers are defined as other companies that s your products under an agreement with you, the awarded vendor o f TIPS.

EXAMPLE: BIGmart is a reseller of ACME brand televisions. If ACME were a TIPS awarded vendor, then ACME would BIGmart as a reseller.
(If applicable, Vendor should add all Authorized Resellers with in the TIPS Vendor Portal upon award).

No
4 4
Right of Refusal
The proposing vendor has the right not to sell under the awarde d agreement with a TIPS member at vendor's discre t unless required by law.

Page 10 of 30 ends

4 5

NON-COLLUSIVE BIDDING CERTIFICATE
By submission of this bid or proposal, the Bidder certifies tha t:
1) This bid or proposal has been independently arrived at without collusion with any other Bidder or with any Compet 2) This bid or proposal has not been knowingly disclosed and will not be knowingly disclosed, prior to the opening of or proposals for this project, to any other Bidder, Competitor or potential competitor:
3) No attempt has been or will be made to induce any other person, partnership or corporation to submit or not to su b bid or proposal;
4) The person signing this bid or proposal certifies that he has fully informed himself regarding the accuracy of the statements contained in this certification, and under the penalties being applicable to the Bidder as well as to the pe r
signing in its behalf.

Not a negotiable term. Failure to agree will render your proposal non-responsive and it will not be considered. 4 6
CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ - Do you have any CONFLICT OF INTEREST T O REPORT OR DISCLOSE under this statutory requirement?
Do you have any CONFLICT OF INTEREST TO REPORT OR DISCLOSE under this statutory requirement? YES or N If you have a conflict of interest as described in this form or the Local Government Code Chapter 176, cited therein- y are required to complete and file with TIPS.

The Form CIQ is one of the attachments to this solicitation.

There is an optional upload for this form provided if you have a conflict and must file the form No
4 7
Filing of Form CIQ
If yes (above), have you filed a form CIQ by uploading the form to this RFP as directed above? No response
4 8
Regulatory Standing
I certify to TIPS for the proposal attached that my company is in good standing with all governmental agencies Feder state that regulate any part of our business operations. If not, please explain in the next attribute question.

Yes
4 9
Regulatory Standing
Regulatory Standing explanation of no answer on previous questi on.

No response

Page 11 of 30 ends

5 0
Antitrust Certification Statements (Tex. Government Code § 2155.005) By submission of this bid or proposal, the Bidder certifies tha t:

I affirm under penalty of perjury of the laws of the State of Texas that:
(1) I am duly authorized to execute this contract on my own behalf or on behalf of the company, corporation, firm, partnership or individual (Company) listed below;
(2) In connection with this bid, neither I nor any representative of the Company has violated any provision of the Texa Enterprise and Antitrust Act, Tex. Bus. & Comm. Code Chapter 15 ; (3) In connection with this bid, neither I nor any representative of the Company has violated any federal antitrust law; (4) Neither I nor any representative of the Company has directly or indirectly communicated any of the contents of th i
to a competitor of the Company or any other company, corporation, firm, partnership or individual engaged in the sa m of business as the Company.

Page 12 of 30 ends

Murrieta City CouncilApril 16, 2024

Murrieta City Council
April 16, 2024