Agenda packet, regular meeting — Palm Desert City Council, November 16, 2023 (part 4 of 6)

3 TERMS NOW, THEREFORE, the City and Owner in consideration of mutual covenants and conditions set forth herein, do hereby agree as follows:

1. Effective Date and Term of Agreement. This Agreement shall be effective and commence on November 16, 2023, (“Effective Date”) and shall remain in effect for a term of ten (10) years thereafter.

2. Yearly Renewal. Each year upon the anniversary of the Effective Date (“Renewal Date”), an additional one (1) year shall automatically be added to the remaining term of the Agreement unless a notice of nonrenewal is delivered as provided in Section 3 of this Agreement.

3. Nonrenewal. If either the Owner or City desires in any year not to renew this Agreement, Owner or City shall serve a written notice of nonrenewal upon the party in advance of the Renewal Date (“Notice of Nonrenewal”). The Notice of Nonrenewal shall be effective only if served by Owner upon City at least ninety (90) days prior to the Renewal Date, or if served by City upon Owner, the Notice of Nonrenewal shall be effective only if served upon Owner at least sixty (60) days prior to the Renewal Date. If either City or Owner serves a Notice of Nonrenewal in any year, this Agreement shall remain in effect for the balance of the term then remaining.

4. Owner Protest of City Nonrenewal. Within fifteen (15) days of Owner’s receipt of the Notice of Nonrenewal from City, Owner may file with City a written protest of the Notice of Nonrenewal. Upon receipt of the written protect, the City Council shall set a hearing prior to the expiration of the Renewal Date of this Agreement. Owner may furnish the City Council with any information which Owner deems relevant and shall furnish the City Council with any information it may require.

The City Council may, at any time prior to the annual Renewal Date, withdraw its Notice of Nonrenewal.

5. Standards for Historical Property. During the term of this Agreement, the Historic Property shall be subject to the following conditions, requirements, and restrictions:

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4 A. Owner shall preserve and maintain the characteristics of the cultural and historical significance of the Historic Property. Attached hereto as Exhibit “B,” and incorporated herein by this reference, is a list of the minimum standards and conditions for maintenance, use, protection, and preservation of the Historic Property, which shall apply to the Historic Property and be complied with by Owner throughout the term of this Agreement. In addition, Owner shall comply with the terms of the City’s Cultural Resources Ordinance 1168 (Title 29 of the Palm Desert Municipal Code), and shall obtain any applicable permits necessary to protect, preserve, restore, and rehabilitate the Historic Property so as to maintain its historical and cultural significance.

B. Owner shall, where necessary, repair, maintain, restore, and rehabilitate the Historic Property according to the rules and regulations of the Office of Historic Preservation of the State Department of Parks and Recreation and the City of Palm Desert. The condition of the exterior of the Historic Property on the effective date of this Agreement is documented in photographs attached as Exhibit “C” and incorporated herein by this reference. At a minimum, Owner shall continually maintain the exterior of the Historic Property in the same condition as documented in Exhibit “C.”
C. Owner shall carry out specific restoration, repair, maintenance, and/or rehabilitation projects on the Historic Property, as outlined in the attached Exhibit “D,” which is incorporated herein by this reference. All such projects shall be undertaken and completed in accordance with the Secretary of Interior Standards for Rehabilitation and the City of Palm Desert design guidelines.

D. Owner shall not be permitted to block the view corridor with any new structure, such as walls, fences, or shrubbery, so as to prevent the viewing of the Historic Property from the public right-of-way.

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5 6. Periodic Examinations. Upon reasonable advance notice, Owner shall allow reasonable periodic examinations of the interior and exterior of the Historic Property by representatives of the County Assessor, the State Department of Parks and Recreation, the State Board of Equalization and/or City, as may be necessary to determine Owner’s compliance with the terms and provisions of this Agreement. City shall inspect Historic Property prior to entering into this Agreement and at least every five years thereafter to determine Owner’s continued compliance with Agreement.

7. Provision of Information of Compliance. Owner hereby agrees to furnish City with any and all information requested by City, which City deems necessary or advisable to determine eligibility of the Historic Property and compliance with the terms and provisions of this Agreement.

8. Breach of Agreement; Remedies.

A. Notice of Breach; Opportunity to Cure. If Owner breaches any provision of this Agreement, City may give written notice to Owner by registered or certified mail detailing Owner’s violations. If such violation is not corrected to the reasonable satisfaction of City within thirty (30) days after the date of notice of violation, or within such a reasonable time as may be required to cure the violation (provided the acts to cure the violation are commenced within thirty (30) days and thereafter diligently pursued to completion), the City may, without further notice, declare Owner to be in breach of this Agreement. Upon City’s declaration of Owner’s breach, City may pursue any remedy available under local, state, or federal law, including those specifically provided for in this section.

B. Remedy - Cancellation. City may cancel this Agreement if City determines, following a duly noticed public hearing in accordance with Government Code section 50286, that Owner breached any of the conditions of the Agreement, Owner allowed the Historic Property to deteriorate to the point that it no longer meets the standards for a

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6 qualified historic property, or Owner failed to maintain and preserve the Historic Property in accordance with the terms of this Agreement. If this Agreement is cancelled, under this paragraph, Owner shall pay a cancellation fee to the Office of the Auditor for the County of Riverside as required by Government Code section 50286.

C. Alternative Remedies. As an alternative to cancellation of this Agreement for Owner’s breach of any condition, City may bring an action in court necessary to enforce this Agreement including, but not limited to, an action to enforce this Agreement by specific performance, injunction, or receivership.

9. Destruction of Property; Eminent Domain; Cancellation. If the Historic Property is destroyed by earthquake, fire, flood, or other natural disaster such that in the opinion of the City Building Official more than sixty percent (60%) of the original fabric of the structure must be replaced, this Agreement shall be cancelled because the historic value of the structure will have been destroyed. If the Historic Property is acquired in whole or in part by eminent domain or other acquisition by any entity authorized to exercise the power of eminent domain, and the acquisition is determined by the City Council to frustrate the purpose of this Agreement, this Agreement shall be cancelled. No cancellation fee pursuant to Government Code section 50286 shall be imposed if the Agreement is cancelled pursuant to this Section.

10. Waiver. City does not waive any claim of default by Owner if City does not enforce or cancel this Agreement. All other remedies at law or in equity which are not otherwise provided for in this Agreement or in City’s regulations governing historic properties are available to the City to pursue in the event that there is a reach of this Agreement. No waiver by City of any breach or default under this Agreement shall be deemed to be a waiver of any other subsequent breach thereof or default hereunder.

11. Binding Effect of Agreement. Owner hereby subjects the Historic Property to the covenants, conditions, and restrictions set forth in this Agreement. City and Owner hereby declare their specific intent that the covenants, conditions, and

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7 restrictions set forth herein shall be deemed covenants running with the land and shall inure to and be binding upon Owner’s successors and assigns in title or interest to the Historic Property. Each and every contract, deed or other instrument herein after executed, covering or conveying the Historic Property, or any portion thereof, shall conclusively be held to have been executed, delivered and accepted subject to the covenants, reservations and restrictions are set forth in such contract, deed or other instrument.

12. Covenants Run with the Land. City and Owner hereby declare their understanding and intent that the burden of the covenants, reservations and restrictions set forth herein touch and concern the land in that it restricts development of the Historic Property. City and Owner hereby further declare their understanding and intent that the benefit of such covenants, reservations and restrictions touch and concern the land by enhancing and maintaining the cultural and historical characteristics and significance of the Historic Property for the benefit of the public and the Owner.

13. Notice. Any notice required to be given by the terms of this Agreement shall be provided at the address of the respective parties as specified below or at any other address as may be later specified by the parties hereto:

City: City of Palm Desert
Planning Division
73-510 Fred Waring Drive
Palm Desert, CA 92260
Owner: TOLTZMANN DAVID R/LUDWIG STEVEN D
72806 BURSERA WAY,
PALM DESERT CA 92260

14. Effect of Agreement. None of the terms, provisions or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and

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8 any of their heirs, successors or assigns, nor shall such terms, provisions or conditions cause the parties to be considered joint venturers or members of any joint enterprise.

15. Indemnity of City. Owner shall defend, indemnify, and hold harmless City and its elected officials, officers, agents and employees from any actual or alleged claims, demands, causes of action, liability, loss, damage, or injury to property or persons, including wrongful death, whether imposed by a court of law or by administrative action of any federal, state or local governmental agency, arising out of or incident to (i) the direct or indirect use operation, or maintenance of the Historic Property by Owner or any contractor, subcontractor, employee, agent, lessee, licensee, invitee, or any other person; (ii) Owner’s activities in connection with the Historic Property; and (iii) any restrictions on the use or development of the Historic Property, from application or enforcement of Title 29 of the City’s Municipal Code, or from the enforcement of this Agreement. This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys’ fees, and related costs or expenses, and the reimbursement of City, its elected officials, employees, and/or agents for all legal expenses and costs incurred by each of them.

Owner’s obligation to indemnify shall survive the termination, cancellation, or expiration of this Agreement and shall not be restricted to insurance proceeds, if any, received by City, its elected officials, employees, or agents.

16. Binding Upon Successors. All of the agreements, rights, covenants, reservations and restrictions contained in this Agreement shall be binding upon and shall inure to the benefit of the parties herein, their heirs, successors, legal representatives, assigns and all persons acquiring any part or portion of the Historic Property, whether by operation of law or in any manner whatsoever.

17. Legal Costs. In the event legal proceedings are brought by any party or parties to enforce or restrain a violation of any of the covenants, conditions or restrictions contained herein, or to determine the rights and duties of any party

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9 hereunder, the prevailing party in such proceeding may recover all reasonable attorneys’ fees to be fixed by the court, in addition to court costs and other relief ordered by the court.

18. Severability. In the event that any of the provisions of this Agreement are held to be unenforceable or invalid by any court of competent jurisdiction, or by subsequent preemptive legislation, the validity and enforceability of the remaining provisions, or portions thereof, shall not be affected thereby.

19. Recordation. No later than twenty (20) days after the Effective Date, City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Riverside.

20. Amendments. This Agreement may be amended, in whole or in part, only by written recorded instrument executed by the parties hereto.

21. Governing Law and Venue. This Agreement shall be construed and governed in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties hereto for the purpose of enforcing a right or rights provided for by this Agreement shall be tried in a court of competent jurisdiction in the County of Riverside, State of California, and the parties hereby waive all provisions of law providing for a change of venue in such proceedings to any other county.

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10 IN WITNESS WHEREOF, City and Owner have executed this Agreement on the day and year first above written.

Dated: _______________ CITY OF PALM DESERT
By ______________________

KATHLEEN KELLY, MAYOR
ATTEST:

By ________________________________
ANTHONY J. MEJIA, CITY CLERK

CITY OF PALM DESERT, CALIFORNIA

APPROVED AS TO FORM
___

ISRA SHAH

CITY ATTORNEY
Dated: ________________ OWNER

By: ___________________________
DAVID R. TOLTZMANN, OWNER
By: ___________________________
STEVEN D. LUDWIG, OWNER

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11 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of ___________________ }
} SS.

County of __________________ }
On , 2023 , before me,____________________, a Notary Public, personally appeared__________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature

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12 Exhibit “A”

LEGAL DESCRIPTION OF HISTORIC PROPERTY
REAL PROPERTY IN THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA:

LOT 2 OF PALM DESERT, UNIT NO. 12 AS PER MAP RECORDED IN BOOK 34, PAGE 87 OF MAPS ON FILE IN THE OFFICE OF THE RECORDER OF SAID

COUNTY, STATE OF CALIFORNIA
MORE COMMONLY KNOWN AS: 72806 BURSERA WAY, PALM DESERT, CA 92260

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13 Exhibit “B”
Property Maintenance Minimum Standards

1. The Historic District Property shall comply with all regulations of Title 8 and Title 9 of the Palm Desert Municipal Code, including the definition of “Good Repair” as outlined in Section 29.20 and 29.60.160;

2. The Historic Property shall continue to be maintained in a manner consistent with the level of maintenance that has customarily been employed at the property and consistent with the typical residential development in the Palm Desert Area.

3. The Historic Property shall not have non-operational vehicles or portions of them in public view.

4. The Historic Property Shall not have stagnant or standing water.

5. The Historic Property Shall not have overgrown or decaying landscaping. All landscape features should be maintained including, but not limited to, grass, trees, and any plantings.

6. The Historic Property shall prominently display and properly maintain its City Landmark plaque.

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14 Exhibit “C”
Exterior Photographs of Historic Property

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17 Exhibit “D”
10-Year Improvement Plan

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RESOLUTION NO. 2023-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM DESERT,

CALIFORNIA, APPROVING A MILLS ACT AGREEMENT BETWEEN THE CITY AND THE OWNER OF THE PROPERTY LOCATED AT 72760

MESQUITE COURT F
CASE NOS. MILLS23-0009
WHEREAS, the City Council of the City of Palm Desert is authorized by California Government Code § 50280 et seq. (known as “the Mills Act”) to enter into contracts with the owners of qualified historical properties to provide for appropriate use, maintenance, and rehabilitation such that these historic properties retain their historic characteristics; and WHEREAS, the City Council of the City of Palm Desert has adopted Resolution No. 9136 (2000 Series), establishing the Mills Act Historic Property Tax Incentive Program as an ongoing historic preservation program to promote the preservation, maintenance, and rehabilitation of historic resources through financial incentives; and WHEREAS, the City Council of the Palm Desert has designated this property as a historic resource of the City of Palm Desert pursuant to the policies in the Title 29 of the Palm Desert Municipal Code; and
WHEREAS, Hall G Douglas & Benjy Anne & Foss Tracy Elizabeth are the owners of that certain qualified real property, together with associated structures and improvement thereon, located on Assessor’s Parcel Number 628-270-024 located at 72760 Mesquite Court F, in the City of Palm Desert, California; and
WHEREAS, the City and Owner, for their mutual benefit, now desire to enter into an agreement to limit the use of the property to prevent inappropriate alterations and to ensure that character-defining features are preserved and maintained in an exemplary manner, and repairs and improvements are completed as necessary to carry out the purposes of California Government Code, Chapter 1, Part 5 of Division 1 of Title 5, Article 12, Sec. 50280 et seq., and to qualify for an assessment of valuation pursuant to Article 1.9, Sec. 439 et. seq. of the Revenue and Taxation Code; and
WHEREAS, the City Council conducted a public hearing in the Council Chamber of City Hall, 73510 Fred Waring Drive, Palm Desert, California, on November 16, 2023, for the purpose of considering approval of the historic property preservation agreement, and has duly considered all evidence, and testimony of the applicant and interested parties, and the evaluation and recommendation by staff, present at said hearing; and WHEREAS, notices of said public hearings were made at the time and in the manner required by law.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Palm Desert, California, as follows:

SECTION 1. Findings. Based upon all the evidence, the City Council makes the following findings:

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a) Environmental Resources Element Program 6.9.4 and 6.9.5 states that the City will require sites with significant cultural resources and structures to be preserved.
b) The subject property, located at 72760 Mesquite Court F, has been recognized as a historic asset in the community by its designation as a Contributing Assess to a Historic District by City Council Resolution No. 2019-89 on December 12, 2019. As such, maintaining the structure will meet the City’s goals for historic preservation listed in policies 6.9.4 and 6.9.5 of the Environmental Resources Element.

SECTION 2. Environmental Determination. The City Council has determined that the above actions do not constitute a project, as defined in California Environmental Quality Act Guidelines § 15378 and are not subject to environmental review.

SECTION 3. Historic Property Preservation Agreement Approved. The City Council hereby approves the Mills Act Agreement between the City of Palm Desert and the Owner of the Historic Property Located at 72760 Mesquite Court F, to be entered into by the City and the property owners, Hall G Douglas & Benjy Anne & Foss Tracy Elizabeth.

SECTION 4. City Manager Authorized to Sign Agreement for City. The City Council hereby authorizes the Community Development Director to execute said agreement on behalf of the Council of the City of Palm Desert.

SECTION 4. Custodian of Records. The documents and materials that constitute the record of proceedings on which these findings are based are located at the City’s office at 73510 Fred Waring Drive, Palm Desert, CA 92260. Anthony J. Mejia, MMC, the City Clerk of the City of Palm Desert is the custodian of the record of proceedings.

SECTION 6. Effective Date. This Resolution shall become effective immediately upon its adoption.

ADOPTED ON November 16, 2023.

KATHLEEN KELLY
MAYOR
ATTEST:

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ANTHONY J. MEJIA

CITY CLERK

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STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE ) ss.

CITY OF PALM DESERT )
I, Anthony J. Mejia, City Clerk of the City of Palm Desert, California, DO HEREBY CERTIFY that the foregoing Resolution No. 23-__ was duly adopted by the City Council of the City of Palm Desert at a regular meeting held on the ___ day of November, 2023 by the following vote of the Council:

AYES:

NOES:

ABSENT:
(SEAL)
_________________________
ANTHONY J. MEJIA

CITY CLERK

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RECORDING REQUESTED BY, AND
WHEN RECORDED, MAIL TO:

City Clerk’s Office
City of Palm Desert
73-510 Fred Waring Drive
Palm Desert, CA 92260-2578

FOR THE BENEFIT OF THE

CITY OF PALM DESERT
- NO FEE -
6103 OF THE GOVT. CODE
(This Space for Recorder’s Use Only)

Historic Property Preservation Agreement
(“Mills Act Contract”)
Between
City of Palm Desert, California
a Municipal Corporation “City”
and

HALL G DOUGLAS & BENJY ANNE/FOSS TRACY ELIZABETH
“Owner”
Legal Description of Property
APN 628-270-024
72760 MESQUITE CT F, PALM DESERT, CA 92260-5337
UNIT 24 CM 015/032 INT IN COMMON TR 4380-1 MB 081/010
Dated: November 16, 2023
(Resolution No. 2019-89 – Case No. CRPC 19-01
Approved at the Palm Desert City Council Meeting of December 12, 2019) MILLS ACT CONTRACT APPROVED BY RESOLUTION NO. 2023-
(Title of Document)
____________________________________________________________________________________________________________ ____________________________________________________________________________________________________________

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2 HISTORIC PROPERTY PRESERVATION AGREEMENT
(“MILLS ACT CONTRACT or Agreement”)
This agreement is made this November 16, 2023, by and between the City of Palm Desert, a municipal corporation (“City”) and HALL G DOUGLAS & BENJY ANNE/FOSS TRACY ELIZABETH (“Owner”).

RECITALS

1. California Government Code section 50280, et. seq. allows cities the discretion to enter into contracts with the owners of qualified historic properties, as that term is defined in Government Code section 50280.1, for the purpose of providing for the use, maintenance, protection, and restoration of such historic property so as to retain its characteristics as property of historic significance.

2. Owner holds fee title in and to that certain real property, together with associated structures and improvements thereon, generally located at the street address 72760 MESQUITE CT F Palm Desert, California (“Historic Property”). A legal description of the Historic Property is attached hereto as Exhibit “A,” and incorporated herein by this reference.

3. On December 12, 2019, the Cultural Resources Preservation Committee and/or the City Council designated the Historic Property as an historic resource pursuant to the terms and provisions of Title 29 of the Palm Desert Municipal Code.

4. City and Owner desire to enter into this Agreement for the purpose of protecting and preserving the characteristics of historical significance of the Historic Property that help provide the community with its own unique civic identity and character.

5. Owner, in consideration for abiding by the terms of this Agreement, shall be entitled to qualify for a reassessment of valuation of the Historic Property, pursuant to the provisions of Chapter 3, Part 2, of Division 1 of the California Revenue and Taxation Code, and any corresponding adjustment in property taxes resulting therefrom.

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3 TERMS NOW, THEREFORE, the City and Owner in consideration of mutual covenants and conditions set forth herein, do hereby agree as follows:

The City Council may, at any time prior to the annual Renewal Date, withdraw its Notice of Nonrenewal.

5. Standards for Historical Property. During the term of this Agreement, the Historic Property shall be subject to the following conditions, requirements, and restrictions:

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8. Breach of Agreement; Remedies.

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City: City of Palm Desert
Planning Division
73-510 Fred Waring Drive
Palm Desert, CA 92260
Owner: HALL G DOUGLAS & BENJY ANNE/FOSS TRACY

ELIZABETH
305262 ST CLAIR AVE W, TORONTO ON M4V
1R8 CANADA

14. Effect of Agreement. None of the terms, provisions or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and

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8 any of their heirs, successors or assigns, nor shall such terms, provisions or conditions cause the parties to be considered joint venturers or members of any joint enterprise.

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9 hereunder, the prevailing party in such proceeding may recover all reasonable attorneys’ fees to be fixed by the court, in addition to court costs and other relief ordered by the court.

19. Recordation. No later than twenty (20) days after the Effective Date, City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Riverside.

20. Amendments. This Agreement may be amended, in whole or in part, only by written recorded instrument executed by the parties hereto.

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10 IN WITNESS WHEREOF, City and Owner have executed this Agreement on the day and year first above written.

Dated: _______________ CITY OF PALM DESERT
By ______________________

KATHLEEN KELLY, MAYOR
ATTEST:

By ________________________________
ANTHONY J. MEJIA, CITY CLERK

CITY OF PALM DESERT, CALIFORNIA

APPROVED AS TO FORM
___

ISRA SHAH

CITY ATTORNEY
Dated: ________________ OWNER

By: ___________________________
G. DOUGLAS HALL, OWNER
By: ___________________________

ANNE BENJY, OWNER
By: ___________________________

TRACY ELIZABETH FOSS, OWNER

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State of ___________________ }
} SS.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature

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12 Exhibit “A”

LEGAL DESCRIPTION OF HISTORIC PROPERTY

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13 Exhibit “B”
Property Maintenance Minimum Standards

3. The Historic Property shall not have non-operational vehicles or portions of them in public view.

4. The Historic Property Shall not have stagnant or standing water.

5. The Historic Property Shall not have overgrown or decaying landscaping. All landscape features should be maintained including, but not limited to, grass, trees, and any plantings.

6. The Historic Property shall prominently display and properly maintain its City Landmark plaque.

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14 Exhibit “C”
Exterior Photographs of Historic Property

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15 Exhibit “D”
10-Year Improvement Plan

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RESOLUTION NO. 2023-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM DESERT,

CALIFORNIA, APPROVING A MILLS ACT AGREEMENT BETWEEN THE CITY AND THE OWNER OF THE PROPERTY LOCATED AT 72473 EL
PASEO #1110
CASE NOS. MILLS23-0010
WHEREAS, the City Council of the City of Palm Desert is authorized by California Government Code § 50280 et seq. (known as “the Mills Act”) to enter into contracts with the owners of qualified historical properties to provide for appropriate use, maintenance, and rehabilitation such that these historic properties retain their historic characteristics; and WHEREAS, the City Council of the City of Palm Desert has adopted Resolution No. 9136 (2000 Series), establishing the Mills Act Historic Property Tax Incentive Program as an ongoing historic preservation program to promote the preservation, maintenance, and rehabilitation of historic resources through financial incentives; and WHEREAS, the City Council of the Palm Desert has designated this property as a historic resource of the City of Palm Desert pursuant to the policies in the Title 29 of the Palm Desert Municipal Code; and
WHEREAS, Lewis Madeleine B/Lewis Guy P are the owners of that certain qualified real property, together with associated structures and improvement thereon, located on Assessor’s Parcel Number 640-200-012, located at 72473 El Paseo #1110, in the City of Palm Desert, California; and
WHEREAS, the City and Owner, for their mutual benefit, now desire to enter into an agreement to limit the use of the property to prevent inappropriate alterations and to ensure that character-defining features are preserved and maintained in an exemplary manner, and repairs and improvements are completed as necessary to carry out the purposes of California Government Code, Chapter 1, Part 5 of Division 1 of Title 5, Article 12, Sec. 50280 et seq., and to qualify for an assessment of valuation pursuant to Article 1.9, Sec. 439 et. seq. of the Revenue and Taxation Code; and
WHEREAS, the City Council conducted a public hearing in the Council Chamber of City Hall, 73510 Fred Waring Drive, Palm Desert, California, on November 16, 2023, for the purpose of considering approval of the historic property preservation agreement, and has duly considered all evidence, and testimony of the applicant and interested parties, and the evaluation and recommendation by staff, present at said hearing; and WHEREAS, notices of said public hearings were made at the time and in the manner required by law.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Palm Desert, California, as follows:

SECTION 1. Findings. Based upon all the evidence, the City Council makes the following findings:

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a) Environmental Resources Element Program 6.9.4 and 6.9.5 states that the City will require sites with significant cultural resources and structures to be preserved.
b) The subject property, located at 72473 El Paseo #1110, has been recognized as a historic asset in the community by its designation as a Contributing Assess to a Historic District by the City Council Resolution No. 2013-28 on May 23, 2013. As such, maintaining the structure will meet the City’s goals for historic preservation listed in policies 6.9.4 and 6.9.5 of the Environmental Resources Element.

SECTION 3. Historic Property Preservation Agreement Approved. The City Council hereby approves the Mills Act Agreement between the City of Palm Desert and the OwnerS of the Historic Property Located at 72473 El Paseo #1110, to be entered into by the City and the property owner, Lewis Madeleine B/Lewis Guy P.

SECTION 6. Effective Date. This Resolution shall become effective immediately upon its adoption.

ADOPTED ON November 16, 2023.

KATHLEEN KELLY
MAYOR
ATTEST:

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ANTHONY J. MEJIA

CITY CLERK

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STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE ) ss.

AYES:

NOES:

ABSENT:
(SEAL)
_________________________
ANTHONY J. MEJIA

CITY CLERK

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RECORDING REQUESTED BY, AND
WHEN RECORDED, MAIL TO:

City Clerk’s Office
City of Palm Desert
73-510 Fred Waring Drive
Palm Desert, CA 92260-2578

FOR THE BENEFIT OF THE

CITY OF PALM DESERT
- NO FEE -
6103 OF THE GOVT. CODE
(This Space for Recorder’s Use Only)

Historic Property Preservation Agreement
(“Mills Act Contract”)
Between
City of Palm Desert, California
a Municipal Corporation “City”
and

LEWIS MADELEINE B/LEWIS GUY P
“Owner”
Legal Description of Property
APN (640-200-012)
72473 EL PASEO 1110, PALM DESERT, CA 92260
Dated: November 16, 2023
Resolution No. 2013-28 – Case No. CRPC 13-01
Approved at the Palm Desert City Council Meeting of May 23, 2013 MILLS ACT CONTRACT APPROVED BY RESOLUTION NO. 2023-
(Title of Document)
______________________________________________________________________________________________________

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RECITALS

2. Owner holds fee title in and to that certain real property, together with associated structures and improvements thereon, generally located at the street address 72473 EL PASEO 1110, Palm Desert, California (“Historic Property”). A legal description of the Historic Property is attached hereto as Exhibit “A,” and incorporated herein by this reference.

3. On May 23, 2013, the Cultural Resources Preservation Committee and/or the City Council designated the Historic Property as an historic resource pursuant to the terms and provisions of Title 29 of the Palm Desert Municipal Code.

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3 TERMS NOW, THEREFORE, the City and Owner in consideration of mutual covenants and conditions set forth herein, do hereby agree as follows:

The City Council may, at any time prior to the annual Renewal Date, withdraw its Notice of Nonrenewal.

5. Standards for Historical Property. During the term of this Agreement, the Historic Property shall be subject to the following conditions, requirements, and restrictions:

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8. Breach of Agreement; Remedies.

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City: City of Palm Desert
Planning Division
73-510 Fred Waring Drive
Palm Desert, CA 92260
Owner: LEWIS MADELEINE B/LEWIS GUY P
1798 BRYANS PL NW,
ALBANY OR 97321-1491 C032

14. Effect of Agreement. None of the terms, provisions or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and any of their heirs, successors or assigns, nor shall such terms, provisions or conditions cause the parties to be considered joint venturers or members of any joint enterprise.

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8 15. Indemnity of City. Owner shall defend, indemnify, and hold harmless City and its elected officials, officers, agents and employees from any actual or alleged claims, demands, causes of action, liability, loss, damage, or injury to property or persons, including wrongful death, whether imposed by a court of law or by administrative action of any federal, state or local governmental agency, arising out of or incident to (i) the direct or indirect use operation, or maintenance of the Historic Property by Owner or any contractor, subcontractor, employee, agent, lessee, licensee, invitee, or any other person; (ii) Owner’s activities in connection with the Historic Property; and (iii) any restrictions on the use or development of the Historic Property, from application or enforcement of Title 29 of the City’s Municipal Code, or from the enforcement of this Agreement. This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys’ fees, and related costs or expenses, and the reimbursement of City, its elected officials, employees, and/or agents for all legal expenses and costs incurred by each of them.

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9 attorneys’ fees to be fixed by the court, in addition to court costs and other relief ordered by the court.

19. Recordation. No later than twenty (20) days after the Effective Date, City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Riverside.

20. Amendments. This Agreement may be amended, in whole or in part, only by written recorded instrument executed by the parties hereto.

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10 IN WITNESS WHEREOF, City and Owner have executed this Agreement on the day and year first above written.

Dated: _______________ CITY OF PALM DESERT
By ______________________

KATHLEEN KELLY, MAYOR
ATTEST:

By ________________________________
ANTHONY J. MEJIA, CITY CLERK

CITY OF PALM DESERT, CALIFORNIA

APPROVED AS TO FORM
___

ISRA SHAH

CITY ATTORNEY
Dated: ________________ OWNER

By: ___________________________
MADELEINE B. LEWIS, OWNER
By: ___________________________
GUY P. LEWIS, OWNER

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State of ___________________ }
} SS.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature

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12 Exhibit “A”

LEGAL DESCRIPTION OF HISTORIC PROPERTY

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13 Exhibit “B”
Property Maintenance Minimum Standards

3. The Historic Property shall not have non-operational vehicles or portions of them in public view.

4. The Historic Property Shall not have stagnant or standing water.

5. The Historic Property Shall not have overgrown or decaying landscaping. All landscape features should be maintained including, but not limited to, grass, trees, and any plantings.

6. The Historic Property shall prominently display and properly maintain its City Landmark plaque.

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14 Exhibit “C”
Exterior Photographs of Historic Property

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16 Exhibit “D”
10-Year Improvement Plan

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RESOLUTION NO. 2023-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM DESERT,

CALIFORNIA, APPROVING A MILLS ACT AGREEMENT BETWEEN THE CITY AND THE OWNER OF THE PROPERTY LOCATED AT 72543 EL
PASEO #1005
CASE NOS. MILLS23-0011
WHEREAS, the City Council of the City of Palm Desert is authorized by California Government Code § 50280 et seq. (known as “the Mills Act”) to enter into contracts with the owners of qualified historical properties to provide for appropriate use, maintenance, and rehabilitation such that these historic properties retain their historic characteristics; and WHEREAS, the City Council of the City of Palm Desert has adopted Resolution No. 9136 (2000 Series), establishing the Mills Act Historic Property Tax Incentive Program as an ongoing historic preservation program to promote the preservation, maintenance, and rehabilitation of historic resources through financial incentives; and WHEREAS, the City Council of the Palm Desert has designated this property as a historic resource of the City of Palm Desert pursuant to the policies in the Title 29 of the Palm Desert Municipal Code; and
WHEREAS, Berg Terrance and Berg Beverly are the owners of that certain qualified real property, together with associated structures and improvement thereon, located on Assessor’s Parcel Number 640-210-023, located at 72543 El Paseo #1005, in the City of Palm Desert, California; and
WHEREAS, the City and Owner, for their mutual benefit, now desire to enter into an agreement to limit the use of the property to prevent inappropriate alterations and to ensure that character-defining features are preserved and maintained in an exemplary manner, and repairs and improvements are completed as necessary to carry out the purposes of California Government Code, Chapter 1, Part 5 of Division 1 of Title 5, Article 12, Sec. 50280 et seq., and to qualify for an assessment of valuation pursuant to Article 1.9, Sec. 439 et. seq. of the Revenue and Taxation Code; and
WHEREAS, the City Council conducted a public hearing in the Council Chamber of City Hall, 73510 Fred Waring Drive, Palm Desert, California, on November 16, 2023, for the purpose of considering approval of the historic property preservation agreement, and has duly considered all evidence, and testimony of the applicant and interested parties, and the evaluation and recommendation by staff, present at said hearing; and WHEREAS, notices of said public hearings were made at the time and in the manner required by law.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Palm Desert, California, as follows:

SECTION 1. Findings. Based upon all the evidence, the City Council makes the following findings:

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a) Environmental Resources Element Program 6.9.4 and 6.9.5 states that the City will require sites with significant cultural resources and structures to be preserved.
b) The subject property, located at 72543 El Paseo #1005, has been recognized as a historic asset in the community by its designation as a Contributing Assess to a Historic District by the City Council Resolution No. 2017-30 on March 23, 2017. As such, maintaining the structure will meet the City’s goals for historic preservation listed in policies 6.9.4 and 6.9.5 of the Environmental Resources Element.

SECTION 3. Historic Property Preservation Agreement Approved. The City Council hereby approves the Mills Act Agreement between the City of Palm Desert and the OwnerS of the Historic Property Located at 72543 El Paseo #1005, to be entered into by the City and the property owner, Berg Terrance and Berg Beverly.

SECTION 6. Effective Date. This Resolution shall become effective immediately upon its adoption.

ADOPTED ON November 16, 2023.

KATHLEEN KELLY
MAYOR

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ATTEST:

ANTHONY J. MEJIA

CITY CLERK

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STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE ) ss.

AYES:

NOES:

ABSENT:
(SEAL)
_________________________
ANTHONY J. MEJIA

CITY CLERK

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RECORDING REQUESTED BY, AND
WHEN RECORDED, MAIL TO:

City Clerk’s Office
City of Palm Desert
73-510 Fred Waring Drive
Palm Desert, CA 92260-2578

FOR THE BENEFIT OF THE

CITY OF PALM DESERT
- NO FEE -
6103 OF THE GOVT. CODE
(This Space for Recorder’s Use Only)

Historic Property Preservation Agreement
(“Mills Act Contract”)
Between
City of Palm Desert, California
a Municipal Corporation “City”
and

BERG TERRANCE/BERG BEVERLY
“Owner”
Legal Description of Property
APN 640-210-023
72543 EL PASEO 1005, PALM DESERT, CA 92260
Dated: November 16, 2023
(Resolution No. 2017-30 – Case No. CRPC 16-01
Approved at the Palm Desert City Council Meeting of March 23, 2017) (Title of Document)
____________________________________________________________________________________________________________

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RECITALS

2. Owner holds fee title in and to that certain real property, together with associated structures and improvements thereon, generally located at the street address 72543 EL PASEO 1005, Palm Desert, California (“Historic Property”). A legal description of the Historic Property is attached hereto as Exhibit “A,” and incorporated herein by this reference.

3. On March 23, 2017, the Cultural Resources Preservation Committee and/or the City Council designated the Historic Property as an historic resource pursuant to the terms and provisions of Title 29 of the Palm Desert Municipal Code.

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3 TERMS NOW, THEREFORE, the City and Owner in consideration of mutual covenants and conditions set forth herein, do hereby agree as follows:

The City Council may, at any time prior to the annual Renewal Date, withdraw its Notice of Nonrenewal.

5. Standards for Historical Property. During the term of this Agreement, the Historic Property shall be subject to the following conditions, requirements, and restrictions:

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8. Breach of Agreement; Remedies.

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City: City of Palm Desert
Planning Division
73-510 Fred Waring Drive
Palm Desert, CA 92260
Owner: BERG TERRANCE/BERG BEVERLY
314 ARCHER ST,

NEW WESTMINSTER BC CANADA

14. Effect of Agreement. None of the terms, provisions or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and

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8 any of their heirs, successors or assigns, nor shall such terms, provisions or conditions cause the parties to be considered joint venturers or members of any joint enterprise.

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9 hereunder, the prevailing party in such proceeding may recover all reasonable attorneys’ fees to be fixed by the court, in addition to court costs and other relief ordered by the court.

19. Recordation. No later than twenty (20) days after the Effective Date, City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Riverside.

20. Amendments. This Agreement may be amended, in whole or in part, only by written recorded instrument executed by the parties hereto.

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10 IN WITNESS WHEREOF, City and Owner have executed this Agreement on the day and year first above written.

Dated: _______________ CITY OF PALM DESERT
By ______________________

KATHLEEN KELLY, MAYOR
ATTEST:

By ________________________________
ANTHONY J. MEJIA, CITY CLERK

CITY OF PALM DESERT, CALIFORNIA

APPROVED AS TO FORM
___

ISRA SHAH

CITY ATTORNEY
Dated: ________________ OWNER

By: ___________________________

TERRANCE BERG, OWNER
By: ___________________________

BEVERLY BERG, OWNER

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State of ___________________ }
} SS.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature

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12 Exhibit “A”

LEGAL DESCRIPTION OF HISTORIC PROPERTY

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13 Exhibit “B”
Property Maintenance Minimum Standards

3. The Historic Property shall not have non-operational vehicles or portions of them in public view.

4. The Historic Property Shall not have stagnant or standing water.

5. The Historic Property Shall not have overgrown or decaying landscaping. All landscape features should be maintained including, but not limited to, grass, trees, and any plantings.

6. The Historic Property shall prominently display and properly maintain its City Landmark plaque.

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14 Exhibit “C”
Exterior Photograph of Historic Property

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16 Exhibit “D”
10-Year Improvement Plan

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CITY OF PALM DESERT

STAFF REPORT
MEETING DATE: November 16, 2023
PREPARED BY: Eric Ceja, Director of Economic Development REQUEST: APPROVE A CONTRACT WITH THE CALIFORNIA STATE UNIVERSITY

SAN BERNARDINO SCHOOL OF ENTREPRENEURSHIP FOR THE

OPERATIONS OF THE PALM DESERT IHUB
RECOMMENDATION:

1. Approval of a Contract between the City of Palm Desert and the California State University of San Bernardino School of Entrepreneurship for operations of the Palm Desert iHUB.

2. Authorize the City Attorney to make necessary, non-monetary changes to the agreement.

3. Authorize the City Manager to execute the agreement.

BACKGROUND/ANALYSIS:

On November 21, 2021, the City of Palm Desert opened the iHUB located at 37023 Cook Street, Suite 102 to attract technology-based, entrepreneurial startup businesses and promote the creation of high wage-earning jobs. The City contracted with the Coachella Valley Economic Partnership (CVEP) for operations of the facility and at its meeting of June 8, 2023, the City Council approved an amendment to the contract with CVEP to continue operations of the iHUB through the end of the facilities lease (February 28, 2027). Also, at that meeting, the City Council inquired if there were any other operators that could potentially operate the facility and expand on the reporting of work being done at the facility. Staff continued to explore the matter to look for other operators.

Staff has been in discussions with the California State University San Bernardino School of Entrepreneurship (School) about their programs offerings and how they perform business development through their curriculum. The School has recently partnered with other cities, including the City of San Bernardino and the City of Temecula, to open and operate “Entrepreneurial Resource Centers” in those respective cities. Those centers are similar to the Palm Desert iHUB in that they offer technical assistance service, business counseling, and trainings to small businesses, entrepreneurs, and students. The School has submitted a proposal that expands on the existing offerings of the Palm Desert iHUB and offers a more structured program including:
- 3-day Startup Program
- Mini-MBA in Entrepreneurship and Business Growth
- Student Startup Initiative
- Entrepreneur training series
- Family Childcare Start-up
- Financial Bootcamp
- Use of Student consulting teams

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City of Palm Desert
iHUB Contact with CSUSB – School of Entrepreneurship

Page 2 of 2 ends

The entrepreneurial programs are aligned with the mission of the iHUB which focuses on:

Education, providing a co-working space, and Business Incubation. In addition to the program offerings, the School has identified annual and quarterly reporting on key metrics, including:
- No. of Business Start-Ups assisted, counseled and trained, - Business Networking events and attendees
- Client Economic Impact
- Jobs Supported
- Minority and Women-owned Businesses assisted
- No. of companies in residence
- No. of graduating companies
- Client success stories
Legal Review:

This report has been reviewed by the City Attorney’s office.

Strategic Plan:

The establishment of the Palm Desert Innovation Hub (iHUB) aligns with the City’s Strategic Plan – Economic Development Priority 1: Expand job and business creation opportunities.

Appointed Body Recommendation:

Staff presented the proposal from the School to the iHUB Subcommittee (MPT Quintanilla and Councilmember Harnik) on October 31, 2023. The Subcommittee recommended terminating the contract with CVEP and extending a contract to the School.

Project Description:

CSUSB is willing, able, and capable of achieving the objectives of the Palm Desert iHUB and is now operating similar facilities in the Inland Empire. A partnership with the School helps the city to build a stronger relationship with the Palm Desert Campus and helps achieve the mission of the Palm Desert iHUB. In addition, the reporting requirements contained in the School’s proposal better align with the City’s goals for performance indicators on how the facility is operating and its impact on the broader Coachella Valley business community.

Should the City Council wish to extend a contract to the School for operations of the Palm Desert iHUB, the existing contract with the CVEP will need to be terminated. The contract with CVEP allows for a 30-day written notice for termination by either party. Staff discussed this provision with CVEP and will provide a 30-day notice pending approval of a contract with the School.

FINANCIAL IMPACT:

Funds in the amount of $87,500 are available in the existing iHUB Contract. A portion of those funds will be available to the new operator upon termination of the prior agreement.

ATTACHMENT:

1. DRAFT Contract

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Contract No. ___________
1 Revised 07-2023
BBK 72500.00001\32374915.1

CITY OF PALM DESERT

PROFESSIONAL SERVICES AGREEMENT

1. Parties and Date. This Agreement is made and entered into this 16th day of November, 2023, by and between the City of Palm Desert, a municipal corporation organized under the laws of the State of California with its principal place of business at 73-510 Fred Waring Drive, Palm Desert, California 92260-2578 (“City”) and University Enterprises Corporation at CSUSB, a Corporation, on behalf of School of Entrepreneurship and Inland Empire Center for Entrepreneurship (“IECE”) at California State University San Bernardino, with its principal place of business at 37023 Cook St., Suite 102, Palm Desert, CA 92211 ("Vendor"). The City and Vendor are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. Recitals.

2.1 Project.

The City is a public agency of the State of California and is in need of professional services for the following project:

Management of the Palm Desert Innovation hub (iHUB)
(hereinafter referred to as “the Project”).

2.2 Consultant.

Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement.

Consultant is duly licensed and has the necessary qualifications to provide such services.

3. Terms.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Term. The term of this Agreement shall be from January 1, 2024, to February 28, 2027, unless earlier terminated as provided herein. Contractor shall complete the Services within the term of this Agreement and shall meet any other established schedules and deadlines. This Agreement may be renewed by mutual agreement of the Parties.

3.2 Responsibilities of Consultant.

3.2.1 Independent Contractor; Control and Payment of Subordinates.

The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods, and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee.

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pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance.

3.2.2 Schedule of Services. Consultant represents that it has the professional and technical personnel required to perform the Services expeditiously. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City.

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

The key personnel for performance of this Agreement are as follows: Mike Stull, Director, School of Entrepreneurship/Inland Empire Center for Entrepreneurship; Ezekiel Bonillas, Professor Entrepreneurship, School of Entrepreneurship.

3.2.5 City's Representative. The City hereby designates Eric Ceja, Director of Economic Development, or his/her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant but not the authority to enlarge the scope of Services or change the total compensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the scope of services or change the Consultant's total compensation subject to the provisions contained in Section 3.3 of this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee.

3.2.6 Consultant's Representative. Consultant hereby designates Mike Stull, Director, School of Entrepreneurship/Inland Empire Center for Entrepreneurship, or his/her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

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

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shall have sufficient skill and experience to perform the Services assigned to them. Consultant represents that it, its employees and subconsultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided herein. Any employee of the Consultant or its sub-consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.

Consultant agrees that if the Services are not completed within the aforementioned Performance Time and/or pursuant to any such Performance Milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged and agreed that the City will suffer damage.

Neither City nor Consultant shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the non-performing Party. For purposes of this Agreement, such circumstances include a Force Majeure Event. A Force Majeure Event shall mean an event that materially affects a Party’s performance and is one or more of the following: (1) Acts of God or other natural disasters; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the services); (4) strikes and other organized labor action occurring at the site and the effects thereof on the services, only to the extent such strikes and other organized labor action are beyond the control of Consultant and its subcontractors, and to the extent the effects thereof cannot be avoided by use of replacement workers; and (5) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of a public agency applicable to the services and Agreement.

Should a Force Majeure Event occur, the non-performing Party shall, within a reasonable time of being prevented from performing, give written notice to the other Party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement. Force Majeure Events and/or delays, regardless of the Party responsible for the delay, shall not entitle Consultant to any additional compensation.

Notwithstanding the foregoing in this section, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement.

3.2.10 Laws and Regulations; Employee/Labor Certification. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement. All violations of such laws and regulations shall be grounds for the City to terminate the Agreement for cause.

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BBK 72500.00001\32374915.1

3.2.10.1 Employment Eligibility; Consultant. Consultant certifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time and shall require all subconsultants and sub-subconsultants to comply with the same. Consultant certifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement and shall not violate any such law at any time during the term of the Agreement.

3.2.10.2 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer, and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, physical disability, ancestry, sex, age, marital status, gender, gender identity, gender expression, sexual orientation, reproductive health decision making, veteran or military status, or any other consideration made unlawful by federal, state, or local laws. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.

3.2.10.3 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed.

3.2.11 Insurance.

3.2.11.1 Minimum Requirements. Without limiting Consultant’s indemnification of City, and prior to commencement of the Services, Consultant shall obtain, provide, and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form that is satisfactory to City. (A) General Liability Insurance. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $2,000,000 per occurrence, $4,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted.
(B) Automobile Liability Insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, nonowned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident. The City’s Risk Manger may modify this requirement if it is determined that Consultant will not be utilizing a vehicle in the performance of his/her duties under this Agreement. (C) Professional Liability (Errors & Omissions) Insurance.

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BBK 72500.00001\32374915.1
effective date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the Services required by this Agreement. (D) Workers’ Compensation Insurance. Consultant shall
maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000). Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of the City, its officers, agents, employees, volunteers, and representatives.
(E) Umbrella or Excess Liability Insurance. Consultant may opt to utilize umbrella or excess liability insurance in meeting insurance requirements. In such circumstances, Consultant shall obtain and maintain an umbrella or excess liability insurance policy with limits that will provide bodily injury, personal injury and property damage liability coverage at least as broad as the primary coverages set forth above, including commercial general liability and employer’s liability. Such policy or policies shall include the following terms and conditions:
(1) A drop-down feature requiring the policy to respond if any primary insurance that would otherwise have
applied proves to be uncollectible in whole or in part for any reason;
(2) Pay on behalf of wording as opposed to reimbursement; (3) Concurrency of effective dates with primary policies; and (4) Policies shall “follow form” to the underlying primary policies.
(5) Insureds under primary policies shall also be insureds (G) Cyber Liability Insurance. Consultant shall procure and maintain Cyber Liability insurance with limits of $1,000,000 per occurrence/loss, which shall include the following coverage:
(1) Liability arising from the theft, dissemination and/or use of confidential or personally identifiable information; including credit monitoring and regulatory fines arising from such theft, dissemination, or use of the confidential information.
(2) Network security liability arising from the unauthorized use of, access to, or tampering with computer systems.
(3) Liability arising from the failure of technology products (software) required under the contract for Consultant to properly perform the services intended.
(4) Electronic Media Liability arising from personal injury, plagiarism or misappropriation of ideas, domain name
infringement or improper deep-linking or framing, and
infringement or violation of intellectual property rights.

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(5) Liability arising from the failure to render professional services
If coverage is maintained on a claims-made basis, Consultant shall maintain such coverage for an additional period of three (3) years following termination of the Agreement.

3.2.11.2 Other Provisions or Requirements.
(A) Proof of Insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers’ compensation. Insurance certificates and endorsements must be approved by City’s Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time.
(B) Duration of Coverage. Consultant shall procure and
maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Services hereunder by Consultant, his/her agents, representatives, employees or subconsultants. (C) Primary/Non-Contributing. Coverage provided by
Consultant shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of City before the City’s own insurance or selfinsurance shall be called upon to protect it as a named insured. (D) City’s Rights of Enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications, or is canceled and not replaced, City has the right, but not the duty, to obtain the insurance it deems necessary, and any premium paid by City will be promptly reimbursed by Consultant, or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may terminate this Agreement.
(E) Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders’ Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best’s Key Rating Guide, unless otherwise approved by the City’s Risk Manager.
(F) Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against the City, its elected or appointed officers, agents, officials, employees, volunteers, and representatives or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against the City, its elected or appointed officers, agents, officials, employees, volunteers and representatives and shall require similar written express waivers and insurance clauses from each of its subconsultants.

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(G) Enforcement of Contract Provisions (non estoppel).

Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder.
(H) Requirements Not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance.

Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for 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. (I) Notice of Cancellation. Consultant agrees to oblige its insurance agent or broker and insurers to provide City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage.
(J) Additional Insured Status. General liability, automobile liability, and if applicable, pollution liability and cyber liability, policies shall provide or be endorsed to provide that the City and its officers, officials, employees, agents, volunteers and representatives shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement, under such policies. This provision shall also apply to any excess/umbrella liability policies.
(K) Prohibition of Undisclosed Coverage Limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing.
(L) Separation of Insureds. A severability of interests provision must apply for all additional insureds ensuring that Consultant’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer’s limits of liability. The policy(ies) shall not contain any cross-liability exclusions. (M) Pass Through Clause. Consultant agrees to ensure that its subconsultants, subcontractors, and any other party involved with the Project who is brought onto or involved in the Project by Consultant, provide the same minimum insurance coverage and endorsements required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with subconsultants, subcontractors, and others engaged in the Project will be submitted to City for review.
(N) City’s Right to Revise Specifications. The City and the City’s Risk Manager reserve the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in additional cost to the Consultant, the City and Consultant may renegotiate Consultant’s compensation. If the City reduces the insurance requirements, the change shall go into effect immediately and require no advanced written notice.

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(O) Self-Insured Retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved by City. (P) Timely Notice of Claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant’s performance under this Agreement, and that involve or may involve coverage under any of the required liability policies.
(Q) Additional Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Services.

3.2.12 Water Quality Management and Compliance. Consultant shall keep itself and all subcontractors, staff, and employees fully informed of and in compliance with all local, state and federal laws, rules and regulations that may impact, or be implicated by the performance of the Services including, without limitation, all applicable provisions of the City’s ordinances regulating water quality and storm water; the Federal Water Pollution Control Act (33 U.S.C. § 1251, et seq.); the California Porter-Cologne Water Quality Control Act (Water Code § 13000 et seq.); and any and all regulations, policies, or permits issued pursuant to any such authority.

Consultant must comply with the lawful requirements of the City, and any other municipality, drainage district, or other local agency with jurisdiction over the location where the Services are to be conducted, regulating water quality and storm water discharges. Failure to comply with laws, regulations, and ordinances listed in this Section is a violation of federal and state law. Consultant warrants that all employees and subcontractors shall have sufficient skill and experience to perform the work assigned to them without impacting water quality in violation of the laws, regulations, and policies of this Section.

3.3 Fees and Payments.

3.3.1 Compensation. Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit “B” attached hereto and incorporated herein by reference. The total annual compensation shall not exceed One Hundred and Seventy-Five Thousand Dollars and No Cents ($175,000) without written approval of the City Council or City Manager, as applicable.

3.3.2 Payment of Compensation. Consultant shall submit to City quarterly invoices which provide a detailed description of the Services and hours rendered by Consultant.

City shall, within 30 days of receiving such invoice, review the invoice and pay all non-disputed and approved charges. If the City disputes any of Consultant's fees, the City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein. Consultant shall submit its final invoice to City within thirty (30) days from the last date of provided Services or termination of this Agreement and failure by the Consultant to submit a timely invoice may constitute a waiver of its right to final payment. Payment shall not constitute acceptance of any Services completed by Consultant. The making of final payment shall not constitute a waiver of any claims by the City for any reason whatsoever.

3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City or included in Exhibit "C" of this Agreement.

3.3.4 Extra Work. At any time during the term of this Agreement, City may

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request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.

Consultant shall not perform, nor be compensated for, Extra Work without written authorization from the City.

3.4 Labor Code Requirements.

3.4.1 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request and shall post copies at the Consultant's principal place of business and at the project site. It is the intent of the parties to effectuate the requirements of sections 1771, 1774, 1775, 1776, 1777.5, 1813, and 1815 of the Labor Code within this Agreement, and Consultant shall therefore comply with such Labor Code sections to the fullest extent required by law. Consultant shall defend, indemnify, and hold the City, its officials, officers, employees, agents, volunteers and representatives, free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

3.4.2 Registration/DIR Compliance. Reserved

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

3.5 Accounting Records.

3.5.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall, upon written request, allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

3.6 General Provisions.

3.6.1 Termination of Agreement.

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shall be compensated only for those Services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. The rights and remedies of the City provided in this section shall not be exclusive and are in addition to any other rights and remedies provided by law, equity or under this Agreement.

3.6.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within thirty (30) days of the request.

3.6.1.3 Early Termination. Notwithstanding any provision herein to the contrary, if for any fiscal year of this Agreement the City Council fails to appropriate or allocate funds for future payment under the Agreement after exercising reasonable efforts to do so, the City may upon thirty (30) days’ written notice, order work on the Project to cease. Upon termination, Consultant shall be compensated only for those Services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation.

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

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

Consultant: University Enterprises Corporation at CSUSB on behalf of School of Entrepreneurship and Inland Empire Center for Entrepreneurship
5500 University Parkway
San Bernardino, CA 92407
ATTN: Diane Trujillo, Director, Sponsored Programs
Administration
City: City of Palm Desert
73-510 Fred Waring Drive
Palm Desert, CA 92260-2578
ATTN: Eric Ceja, Director of Economic Development
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.6.3 Ownership of Materials and Confidentiality.

3.6.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or

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sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant exclusively for the City under this Agreement ("Documents & Data"). All Documents & Data prepared by Consultant exclusively for the City shall be and remain the property of City and shall not be used in whole or in substantial part by Consultant on other projects without the City’s express written permission. Within thirty (30) days following the completion, suspension, abandonment or termination of this Agreement, Consultant shall provide to City reproducible copies of all Documents & Data prepared exclusively for the City, in a form and amount required by City. City reserves the right to select the method of document reproduction and to establish where the reproduction will be accomplished. The reproduction expense shall be borne by City at the actual cost of duplication. In the event of a dispute regarding the amount of compensation to which the Consultant is entitled under the termination provisions of this Agreement, Consultant shall provide all Documents & Data to City upon payment of the undisputed amount. Consultant shall have no right to retain or fail to provide to City any such documents pending resolution of the dispute. In addition, Consultant shall retain copies of all Documents & Data developed exclusively for the City on file for a minimum of fifteen (15) years following completion of the Project and shall make copies available to City upon the payment of actual reasonable duplication costs. Before destroying the Documents & Data following this retention period, Consultant shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.

3.6.3.2 Subconsultants. Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data developed exclusively for the City the subconsultant prepares under this Agreement.

Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by professionals other than Consultant or its subconsultants, or those provided to Consultant by the City.

3.6.3.3 Right to Use. City shall not be limited in any way in its use or reuse of the Documents and Data developed exclusively for the City or any part of them at any time for purposes of this Project or another project, provided that any such use not within the purposes intended by this Agreement or on a project other than this Project without employing the services of Consultant shall be at City’s sole risk. If City uses or reuses the Documents & Data on any project other than this Project, it shall remove the Consultant’s seal from the Documents & Data and indemnify and hold harmless Consultant and its officers, directors, agents, and employees from claims arising out of the negligent use or re-use of the Documents & Data on such other project. Consultant shall be responsible and liable for its Documents & Data, pursuant to the terms of this Agreement, only with respect to the condition of the Documents & Data at the time they are provided to the City upon completion, suspension, abandonment, or termination.

Consultant shall not be responsible or liable for any revisions to the Documents & Data made by any party other than Consultant, a party for whom the Consultant is legally responsible or liable, or anyone approved by the Consultant.

3.6.3.4 Indemnification – Documents and Data developed
exclusively for the City. Consultant shall defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers, agents and representatives free and harmless, pursuant to the indemnification provisions of this Agreement, for any alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any other proprietary right of any person or

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entity in consequence of the use on the Project by City of the Documents & Data developed exclusively for the City, including any method, process, product, or concept specified or depicted.

3.6.3.5 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data developed exclusively for the City either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential.

Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.

3.6.3.6 Confidential Information. The City shall refrain from releasing Consultant’s proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietary Information. Consultant shall have five (5) working days after receipt of the release notice to give City written notice of Consultant's objection to the City's release of Proprietary Information.

Consultant shall indemnify, defend, and hold harmless the City, and its officers, directors, employees, agents, volunteers and representatives from and against all liability, loss, cost or expense (including attorney’s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of an objection notice unless either: (1) Consultant fails to fully indemnify, defend and hold City harmless from any legal action brought to compel such release; and/or (2) a final and nonappealable order by a court of competent jurisdiction requires that City release such information.

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

3.6.5 [Reserved]

3.6.6 Indemnification.

3.6.6.1 To the fullest extent permitted by law, Consultant shall defend (with experienced legal counsel), indemnify and hold the City, its officials, officers, employees, volunteers, agents, and representatives free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subconsultants or agents in connection with the performance of the Consultant’s Services, the Project or this Agreement, including without limitation the payment of all expert witness fees, attorney’s fees and other related costs and expenses except such loss or damage caused by the sole negligence or willful misconduct of the City. Consultant's obligation to indemnify shall survive expiration or termination of this Agreement and shall not be restricted to insurance proceeds, if any, received by Consultant, the City, its officials, officers, employees, agents, volunteers, or representatives.

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3.6.6.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.

3.6.7 Entire Agreement. This Agreement contains the entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings, or agreements.

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

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

3.6.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.

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

3.6.12 Assignment; Subcontracting. Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination. Consultant shall not subcontract any portion of the Services required by this Agreement, except as expressly stated herein, without prior written approval of City.

Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.

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

3.6.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

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

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3.6.16 No Third-Party Beneficiaries. There are no intended third-party beneficiaries of any right or obligation assumed by the Parties.

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

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

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

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

3.6.21 Survival. All rights and obligations hereunder that by their nature are to continue after any expiration or termination of this Agreement, including, but not limited to, the indemnification obligations, shall survive any such expiration or termination. [SIGNATURES ON NEXT PAGE]

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SIGNATURE PAGE TO PROFESSIONAL SERVICES AGREEMENT

BY AND BETWEEN THE CITY OF PALM DESERT

AND UNIVERSITY ENTERPRISES CORPORATION AT CSUSB
IN WITNESS WHEREOF, each of the Parties has caused this Agreement to be executed on the day and year first above written.

CITY OF PALM DESERT
By:

L. Todd Hileman
City Manager
Attest:

By:

Anthony J. Mejia
City Clerk
Approved as to form:

By:

Best Best & Krieger LLP
City Attorney

UNIVERSITY ENTERPRISES CORPORATION

AT CSUSB, A CORPORATION
By:

Its:

Printed Name:

By:

Its:

Printed Name:

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EXHIBIT “A”

SCOPE OF SERVICES
Operation of the iHub
Project Overview
The School of Entrepreneurship and the IECE will take on the existing operations and management of the Palm Desert iHub (PDiHub) located at 37-023 Cook Street, Ste. 102, Palm Desert, CA 92211. This will include assuming the existing expectations for successful operation of the program, including:
 Program development and delivery of technical assistance services (e.g., business counseling and training) to meet the needs of local small businesses, entrepreneurs, and students. The services provided will target all types of aspiring and existing entrepreneurs, not just those that have innovation or technology-based ventures. As we have noted in prior conversations, there is a current limited market to serve regarding innovation and technology-based ventures in Palm Desert and the greater Coachella Valley region.  Providing oversight and management of all programs and activities.  Management of the incubator and co-working space.
 Working in collaboration with the City of Palm Desert, creation and implementation of a specific marketing and outreach plan that would be delivered by both parties to promote the availability of programs and services at the PDiHub.
 Integration of student startup activities and programs from the CSUSB Palm Desert campus, such that student startups are further fostered and supported.  Providing quarterly performance reports (including client success stories as applicable). Provide an annual summary report of activity. See Attachment A.  In collaboration with the City of Palm Desert and other local partners, actively seek to develop additional funding sources that can provide long-term sustainability for the program, whether that is to continue the trajectory of the existing program or have the PDiHub evolve into an Entrepreneurial Resource Center (ERC).

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EXHIBIT “A”
 Meeting with existing tenants/key clients of the PDiHub program to ensure continuity of services and support, as appropriate.

Key Objectives
 Ensure that all current and aspiring small business owners in Palm Desert and the greater Coachella Valley region have consistent access to the resources they need to start and grow their businesses.  Provide long-term small business support that ensures sustainable success.  Address disparities in small business ownership and entrepreneurship through a deliberate focus on Latinos and underrepresented minority groups.  As appropriate, integrate existing entrepreneurial support organizations working within the region (e.g., UCR EPIC SBDC, Coachella Valley SBDC) into the services/program structure of the PDiHub to establish a clear and easy-to- access continuum of support for entrepreneurs and small business owners.

Program Components
The core services provided at the PDiHUB will be short and long-term business counseling and training services that will assist business owners at every stage of development, from startup to growth. It is envisions that approximately 250 small businesses will be served annually. In addition, as need and/or demand warrants, we will provide a range of specialized programs and services such as:
 3 Day Startup Program – immersive startup bootcamp training program to aspiring business owners, delivered in both English and Spanish.  Mini MBA in Entrepreneurship and Business Growth – multi-session course that gives business owners the professional knowledge and management skills they need to grow an existing business.
 CSUSB School of Entrepreneurship Student Startup Initiative – specially designed program that supports emerging student ventures with access to expert resources, office space and incubation services.  It’s Your Time: An Entrepreneurship Training Series – 90-day program to help women start and grow their own businesses and become successful entrepreneurs.
 Accelerate: Take your Business to the Next Level – six week program to help female-owned businesses grow by providing intensive guidance, support, and structure.
 First Steps Family Childcare Program – multi-session program that helps

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individuals learn essential information required to open and operate a family childcare facility in California.
 Financial Fitness Boot Camp – intensive workshop for small business owners focused on financial literacy and financial management basics.  Student Consulting Teams – students from the CSUSB Palm Desert campus, working under the supervision of faculty from the School of Entrepreneurship, will work on special projects and provide consulting services to local small business owners.
 Other entrepreneurship support programs and services based on need/demand.

Reporting Requirements
The School and IECE will provide a quarterly report (and summary annual report) that will include the following data:
 Business Startups
 No. of Businesses Assisted – Counseling
 Business Networking/Training Events
 Attendees at Training Events and Workshops
 Client Economic Impacts
o SBA Loans
o Business Loans
o Other Capital
o Equity Capital/Investments
o Government/Procurement Contracts
o Increase in Sales
 No. of Jobs Supported (created and retained)
 No. of Minority-Owned Firms Assisted
 No. of Women-Owned Firms Assted
 No. of companies in residences
 No. of graduating companies
 Client success story narratives (as applicable)
 Additional program information (as appropriate)

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EXHIBIT "B"

COMPENSATION
Cost to deliver the services outlined in Exhibit A annually: $175,000.

In the event that this Agreement is renewed pursuant to Section 3.1.2, the rates set forth above may be increased or reduced each year at the time of renewal, but any increase shall not exceed the Consumer Price Index, All Urban Consumers, Riverside-San Bernardino-Ontario, CA.

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CITY OF PALM DESERT

STAFF REPORT
MEETING DATE: November 16, 2023
PREPARED BY: Clayton von Helf, Information Systems Manager REQUEST: PURCHASE AND IMPLEMENTATION OF CLARITI PERMITTING AND

LAND MANAGEMENT SYSTEM
RECOMMENDATION:

1. Appropriate $2,006,375, plus a 10% contingency ($200,637), from Unassigned General Fund Balance Reserve to the appropriate Information Technology Accounts for the purchase and implementation of Clariti Land Management System (LMS).

2. Approve and authorize the City Manager to finalize and execute an agreement with Clariti Cloud, Inc. for land management software subscription licensing for a four-year term for $1,255,949 total, $299,075 due year one.

3. Approve and authorize the City Manager to finalize and execute an agreement with Speridian for implementation costs of $1,225,800.

4. Approve and authorize the City Manager to finalize and execute an agreement with Park Consulting Group for consulting services and project management for a one-year agreement not to exceed $481,500.

5. Authorize the City Manager to review and approve contract amendments and change orders up to contingency amount, for any unforeseen circumstances associated with each agreement, per Section 3.30.170 of Ordinance No. 1392.

6. Authorize City Attorney to make necessary, non-monetary changes to any of the agreements and authorize City Manager to execute any documents necessary to facilitate the contract award and implementation of the LMS.

BACKGROUND/ANALYSIS:

A Land Management System digitally manages all permitting, planning, and other land-based activities under the jurisdiction of the City. Our current Land Management System is TRAKiT, from the software company CentralSquare. TRAKiT was implemented in 2016, shortly after CentralSquare acquired CRW, the original developer of the TRAKiT software. This was a muchneeded upgrade to our former AS/400 system, that was no longer supported. Since 2017 staff has been using TRAKiT to increase efficiency in our permitting and land management operations and provide customers with an expedited experience. Although the transition improved efficiencies compared to our prior system, we are still very far behind when compared to modern land management systems. The LMS is a critical tool for the daily operations of various departments involved in land management services. The TRAKiT system has become outdated as the software’s limitations and structure do not allow any further improvement. Some of the more significant issues with TRAKiT are as follows:

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Purchase and Implementation of Clariti LMS

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Issue Root Cause Impact on staff
Web Portal Built on dated, non-adaptive
software, and missing basic
functionality
The public facing portal has limited functionality
and is not as user-friendly as staff would like.

Increases foot traffic and phone calls for simple
services that should be handled online, like
scheduling an inspection or applying for a permit.

GIS Integration Very limited GIS capabilities,
GIS data is only pulled into
TRAKiT, no GIS data can be
pulled out
The only option for GIS based analysis and
reporting is a very labor-intensive manual
method. No options for live dashboards,
interactive maps, or geo-based analysis. No way
to provide a web-based permit activity map for
the public.

Report
Capabilities
Reporting tool is lacking basic
functionality and features.

Very difficult or impossible to build reports for
performance, internal management, state
reporting, budgetary trends. Highly inefficient to
perform basic reporting, keeping staff from
making data driven decisions.

Field Staff Usage TRAKiT is not accessible from
mobile devices in the field.

Staff must use a laptop and VPN connection for
fieldwork. This is cumbersome and time
consuming and limits the mobility of field staff.

Software
Enhancements
Lack of development from
CentralSquare for the TRAKiT
application
The software has been plagued with bugs and
performance issues. Integrations with other
systems are not possible – even other systems
from CentralSquare. This often results in double
entry of data into the other systems.

Customer
Support
Poor customer support from
CentralSquare
Issues and software bugs are not resolved in a
timely manner. Poor quality control on updates
and patches increases data risks for staff and
creates inefficient workflows.

Automation Software built on older
architecture
Simple tasks like automated emails or routing do
not exist or are very limited. This creates extra,
outside of the system work that interferes with
our ability to serve the customer.

Benefits of a Modern Land Management System
Upgrading to a new modern land management system will improve customer service and reduce operational costs. The City will be able to build on the public portal to assist the public with quicker and easier permitting and plan review requests and enhance field staff's access to the system from mobile devices expediting turnaround times.

Modern land management systems are more easily configurable, allowing business staff to make application updates quickly and easily without relying on IT staff or the parent software company. This will increase the speed to deliver customer service and save money. A modern land management system will offer more sophisticated configuration capability, automated approval workflows, and more seamless integration between the City's various systems, online payment portals, electronic plan review, self-service portal, and GIS. This results in quicker access times and enhanced data integrity, which improves operational efficiency.

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Modern systems also provide much-improved reporting capabilities, including real-time comprehensive data analytics that support management decision making, staff, and operations.

Additionally, our current software is hosted on City servers requiring regular staff maintenance and backup as opposed to a modern cloud-based system.

Selection Process
Staff began to evaluate other providers of land management systems in September 2022.

Specifically looking for software that was built on a modern platform and would allow us to update our business processes and integrate with our other systems. This will give us a single source of truth – by integrating GIS, email, document management, and live web-based dashboard reporting. We also looked for systems with a robust public portal to make our development services departments transparent and user friendly to citizens and customers. Having modern, cloud-based software will also give us more capabilities for in-field staff, and better business resilience.

Staff contacted a subject matter expert, Park Consulting Group (PCG), and compared five land management software (LMS) solutions. The comparisons included written proposals and live demonstrations of the systems and capabilities, with questions from city staff. The selection committee was staffed by both frontline staff and department leadership. Staff focused on the ease of use of the solution, overall functionality, and customer support.

Pursuant to Section 3.30.080 (E) of the Purchasing Policy, contracts for professional services shall be awarded to the consultant who will best serve the interests of the city, taking into account the demonstrated competence, professional qualifications and suitability for the project in general. The city may consider cost of professional services if determined to be a relevant factor under the circumstances, but cost shall not be the sole determining factor. Out of the five LMS solutions, staff chose the Clariti solution as the overall best choice for our needs.

Clariti is a cloud-based solution that uses the Salesforce CRM platform. The software meets all our requirements – robust public portal, two-way GIS integration, integration with email and document management, accessible from a mobile device for field staff, and very flexible workflows that can be customized to our needs. Clariti also has a very open platform, making future integrations with other systems used by the city possible in the future. This solution was also rated highly for ease of use by our frontline staff. They found Clariti to be the most userfriendly and easily configurable, boasting a modern, aesthetically pleasing user interface for the public. Configuration of the public portal will allow many permitting services to be streamlined through a combination of smart workflow configurations and automation of simple tasks. This will increase our customer service capabilities and the accuracy of our information. Through a robust GIS connection there will be visualization capabilities for our data that are not available to us now. The Clariti solution will allow for increased transparency, for both internal and external customers, giving us interactive ways to visualize development activities in the city.

Legal Review:

This report has been reviewed by the City Attorney’s office

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FINANCIAL IMPACT:

Staff recommends a vigorous implementation schedule of 14 months. The software agreement with Clariti is for four years, paid annually and subject to budget approval. The cost in year one is $299,075 with a 5% increase each year. This will be part of the City’s annual software costs.

The total four-year project cost is $3,148,874. This includes implementation services, training, data migration, and configuration. A contract with Park Consulting Group (PCG), a third-party subject matter expert, to help build the system following best practices and provide additional project management is also included in this total project cost. The inclusion of PCG is intended to ensure successful implementation and limit impact to customers. See below for a breakdown of our projected costs.

Year 0ne
Go-Live
Year Two Year Three Year Four Four Year
Total
PCG Consulting $481,500 $481,500
Implementation $1,225,800 $1,081,800
Annl Software Costs $299,075 $303,529 $318,705 $334,640 $1,255,949 Annl Support/Maint $50,625 $67,500 $67,500 $185,625
Totals $2,006,375 $354,154 $386,205 $402,140 $3,148,874 A portion of these costs may be recovered through impact fees and will be considered within the current fee study that is anticipated to be completed prior to FY 2024/25.

ATTACHMENTS:

1. Draft Speridian Implementation Contract

2. Speridian Implementation Proposal

3. Clariti Software Agreement

4. Park Consulting Group Contract

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CITY OF PALM DESERT

PROFESSIONAL SERVICES AGREEMENT

1. Parties and Date. This Agreement is made and entered into this 16th day of November, 2023, by and between the City of Palm Desert, a municipal corporation organized under the laws of the State of California with its principal place of business at 73-510 Fred Waring Drive, Palm Desert, California 92260-2578 (“City”) and Speridian Technologies, LLC, a Limited Liability Company, with its principal place of business at 2400 Louisiana Blvd NE, Albuquerque, NM 87110 ("Consultant"). City and Vendor are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. Recitals.

2.1 Project.

City is a public agency of the State of California and is in need of professional services for the following project:

Implementation of Clariti Land Management System Project (hereinafter referred to as “the Project”).

2.2 Consultant.

Consultant desires to perform and assume responsibility for the provision of certain professional services required by City on the terms and conditions set forth in this Agreement.

Consultant is duly licensed and has the necessary qualifications to provide such services.

3. Terms.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Consultant promises and agrees to furnish to City professional services work necessary to fully and adequately complete the Project (the "Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Term. The term of this Agreement shall be from November 16, 2023, to March 1, 2025, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement and shall meet any other established schedules and deadlines.

3.2 Responsibilities of Consultant.

3.2.1 Independent Contractor; Control and Payment of Subordinates.

Any personnel performing the Services shall not be employees of City and shall at all times be under Consultant's exclusive direction and control. Neither City, or any of its officials, officers, directors, employees, or agents shall have control over the conduct of Consultant or any of Consultants officers, employees or agents, except as set forth in this Agreement. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not

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limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance.

3.2.2 Schedule of Services. Consultant shall perform the Services in a prompt and timely manner in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services expeditiously. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City.

3.2.5 City's Representative. City hereby designates Clayton von Helf, or his/her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of City for review and approval of all products submitted by Consultant but not the authority to enlarge the scope of Services or change the total compensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the scope of services or change the Consultant's total compensation subject to the provisions contained in Section 3.3 of this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee.

3.2.6 Consultant's Representative. Consultant hereby designates Scott Weller, VP Salesforce Growth & Strategy, or his/her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

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

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

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

3.2.9 Period of Performance. Consultant shall perform and complete all Services under this Agreement within the term set forth in Section 3.1.2 above (“Performance Time”). Consultant shall also perform the Services in strict accordance with any completion schedule or Project milestones described in Exhibits “A” or “B” attached hereto, or which may be separately agreed upon in writing by City and Consultant (“Performance Milestones”). Consultant agrees that if the Services are not completed within the aforementioned Performance Time and/or pursuant to any such Performance Milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged and agreed that City will suffer damage.

Notwithstanding the foregoing in this section, City may still terminate this Agreement in accordance with the termination provisions of this Agreement.

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subconsultants and sub-subconsultants to comply with the same. Consultant certifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement and shall not violate any such law at any time during the term of the Agreement.

3.2.10.3 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed.

3.2.11 Insurance.

3.2.11.1 Minimum Requirements. Without limiting Consultant’s indemnification of City, and prior to commencement of the Services, Consultant shall obtain, provide, and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form that is satisfactory to City. (A) General Liability Insurance. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted.
(B) Automobile Liability Insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, nonowned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident. The City’s Risk Manger may modify this requirement if it is determined that Consultant will not be utilizing a vehicle in the performance of his/her duties under this Agreement. (C) Professional Liability (Errors & Omissions) Insurance.

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

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(D) Workers’ Compensation Insurance. Consultant shall
maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000). Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of the City, its officers, agents, employees, volunteers, and representatives.
(E) Umbrella or Excess Liability Insurance. Consultant may opt to utilize umbrella or excess liability insurance in meeting insurance requirements. In such circumstances, Consultant shall obtain and maintain an umbrella or excess liability insurance policy with limits that will provide bodily injury, personal injury and property damage liability coverage at least as broad as the primary coverages set forth above, including commercial general liability and employer’s liability. Such policy or policies shall include the following terms and conditions:
(1) A drop-down feature requiring the policy to respond if any primary insurance that would otherwise have
applied proves to be uncollectible in whole or in part for any reason;
(2) Pay on behalf of wording as opposed to reimbursement; (3) Concurrency of effective dates with primary policies; and (4) Policies shall “follow form” to the underlying primary policies.
(5) Insureds under primary policies shall also be insureds under the umbrella or excess policies.
(G) Cyber Liability Insurance. Consultant shall procure and maintain Cyber Liability insurance with limits of $1,000,000 per occurrence/loss, which shall include the following coverage:
(1) Liability arising from the theft, dissemination and/or use of confidential or personally identifiable information; including credit monitoring and regulatory fines arising from such theft, dissemination, or use of the confidential information.
(2) Network security liability arising from the unauthorized use of, access to, or tampering with computer systems.
(3) Liability arising from the failure of technology products (software) required under the contract for Consultant to properly perform the services intended.
(4) Electronic Media Liability arising from personal injury, plagiarism or misappropriation of ideas, domain name
infringement or improper deep-linking or framing, and
infringement or violation of intellectual property rights.

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(G) Enforcement of Contract Provisions (non estoppel).

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3.3 Fees and Payments.

3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit “C” attached hereto and incorporated herein by reference. The total compensation shall not exceed One Million Two Hundred Twenty-Five Thousand Eight Hundred Dollars ($1,225,800) without written approval of the City Council or City Manager, as applicable.

3.3.2 Payment of Compensation. Consultant shall submit to City monthly invoices which provide a detailed description of the Services and hours rendered by Consultant.

City shall, within thirty (30) days of receiving such invoice, review the invoice and pay all nondisputed and approved charges. If City disputes any of Consultant's fees, City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein. Consultant shall submit its final invoice to City within thirty (30) days from the last date of provided Services or termination of this Agreement and failure by Consultant to submit a timely invoice may constitute a waiver of its right to final payment. Payment shall not constitute acceptance of any Services completed by Consultant. The making of final payment shall not constitute a waiver of any claims by City for any reason whatsoever.

3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City or included in Exhibit "C" of this Agreement.

3.3.4 Extra Work. At any time during the term of this Agreement, City may

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request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which Parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without written authorization from City.

3.4 Labor Code Requirements.

3.4.1 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request and shall post copies at the Consultant's principal place of business and at the project site. It is the intent of the parties to effectuate the requirements of sections 1771, 1774, 1775, 1776, 1777.5, 1813, and 1815 of the Labor Code within this Agreement, and Consultant shall therefore comply with such Labor Code sections to the fullest extent required by law. Consultant shall defend, indemnify, and hold City, its officials, officers, employees, agents, volunteers and representatives, free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

3.4.2 Registration/DIR Compliance. If the Services are being performed on a public works project of over $25,000 when the project is for construction, alteration, demolition, installation, or repair work, or a public works project of over $15,000 when the project is for maintenance work, in addition to the foregoing, then pursuant to Labor Code sections 1725.5 and 1771.1, Consultant and all subconsultants must be registered with the Department of Industrial Relations (“DIR”). Consultant shall maintain registration for the duration of the Project and require the same of any subconsultants. This Project may also be subject to compliance monitoring and enforcement by the DIR. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements, including the submission of payroll records directly to the DIR. Any stop orders issued by the DIR against Consultant or any subconsultant that affect Consultant’s performance of Services, including any delay, shall be Consultant’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Consultant caused delay and shall not be compensable by the City. Consultant shall defend, indemnify, and hold City, its officials, officers, employees, agents, volunteers and representatives free and harmless from any claim or liability arising out of stop orders issued by the DIR against Consultant or any subconsultant.

3.5 Accounting Records.

3.5.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such

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records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

3.6 General Provisions.

3.6.1 Termination of Agreement.

3.6.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least thirty (30) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those Services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. The rights and remedies of City provided in this section shall not be exclusive and are in addition to any other rights and remedies provided by law, equity or under this Agreement.

3.6.1.3 Early Termination. Notwithstanding any provision herein to the contrary, if for any fiscal year of this Agreement the City Council fails to appropriate or allocate funds for future payment under the Agreement after exercising reasonable efforts to do so, City may upon thirty (30) days’ written notice, order work on the Project to cease. Upon termination, Consultant shall be compensated only for those Services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation.

Consultant: Speridian Technologies, LLC
2400 Louisiana Blvd NE, Building 3
Albuquerque, New Mexico 87110
ATTN: Kevin Sherwood
City: City of Palm Desert
73-510 Fred Waring Drive
Palm Desert, CA 92260-2578
ATTN: Clayton von Helf

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

3.6.3 Ownership of Materials and Confidentiality.

3.6.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). All Documents & Data shall be and remain the property of City and shall not be used in whole or in substantial part by Consultant on other projects without the City’s express written permission. Within thirty (30) days following the completion, suspension, abandonment or termination of this Agreement, Consultant shall provide to City reproducible copies of all Documents & Data, in a form and amount required by City. City reserves the right to select the method of document reproduction and to establish where the reproduction will be accomplished. The reproduction expense shall be borne by City at the actual cost of duplication. In the event of a dispute regarding the amount of compensation to which Consultant is entitled under the termination provisions of this Agreement, Consultant shall provide all Documents & Data to City upon payment of the undisputed amount. Consultant shall have no right to retain or fail to provide to City any such documents pending resolution of the dispute. In addition, Consultant shall retain copies of all Documents & Data on file for a mututally agreed upon periodfollowing completion of the Project and shall make copies available to City upon the payment of actual reasonable duplication costs. Before destroying the Documents & Data following this retention period, Consultant shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.

3.6.3.2 Subconsultants. Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by professionals other than Consultant or its subconsultants, or those provided to Consultant by City.

3.6.3.3 Right to Use. City shall not be limited in any way in its use or reuse of Documents and Data or any part of them at any time for purposes of this Project or another project, provided that any such use not within the purposes intended by this Agreement or on a project other than this Project without employing the services of Consultant shall be at City’s sole risk. If City uses or reuses Documents & Data on any project other than this Project, it shall remove Consultant’s seal from Documents & Data and indemnify and hold harmless Consultant and its officers, directors, agents, and employees from claims arising out of the negligent use or re-use of Documents & Data on such other project. Consultant shall be responsible and liable for its Documents & Data, pursuant to the terms of this Agreement, only with respect to the condition of Documents & Data at the time they are provided to City upon completion, suspension, abandonment, or termination. Consultant shall not be responsible or liable for any revisions to Documents & Data made by any party other than Consultant, a party for whom Consultant is legally responsible or liable, or anyone approved by Consultant.

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

3.6.3.5 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.

3.6.3.6 Confidential Information. City shall refrain from releasing Consultant’s proprietary information ("Proprietary Information") unless City's legal counsel determines that the release of Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case City shall notify Consultant of its intention to release Proprietary Information. Consultant shall have ten (10) working days after receipt of the release notice to give City written notice of Consultant's objection to City's release of Proprietary Information. Consultant shall indemnify, defend, and hold harmless City, and its officers, directors, employees, agents, volunteers and representatives from and against all liability, loss, cost or expense (including attorney’s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release Proprietary Information after receipt of an objection notice unless either: (1) Consultant fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and nonappealable order by a court of competent jurisdiction requires that City release such information.

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

3.6.5 [Reserved]

3.6.6 Indemnification.

3.6.6.1 To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold City, its officials, officers, employees, volunteers, agents, and representatives free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subconsultants or agents in connection with the performance of Consultant’s Services, the Project or this Agreement, including without limitation the payment of all expert

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Contract No. ___________
13 Revised 07-2023
BBK 72500.00001\32374915.1
witness fees, attorney’s fees and other related costs and expenses except such loss or damage caused by the sole negligence or willful misconduct of City. Consultant's obligation to indemnify shall survive expiration or termination of this Agreement and shall not be restricted to insurance proceeds, if any, received by Consultant, City, its officials, officers, employees, agents, volunteers, or representatives.

3.6.6.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed Consultant’s proportionate percentage of fault.

3.6.7 Entire Agreement. This Agreement contains the entire agreement of Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings, or agreements.

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

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

3.6.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.

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

3.6.12 Assignment; Subcontracting. Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination. Consultant shall not subcontract any portion of the Services required by this Agreement, except as expressly stated herein, without prior written approval of City.

Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.

3.6.14 Amendment; Modification. No supplement, modification, or amendment of

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Contract No. ___________
14 Revised 07-2023
BBK 72500.00001\32374915.1
this Agreement shall be binding unless executed in writing and signed by both Parties.

3.6.16 No Third-Party Beneficiaries. There are no intended third-party beneficiaries of any right or obligation assumed by the Parties.

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

Suggested language below:

Non-Solicitation
During the term of this Agreement and for twelve (12) months thereafter, neither Party shall intentionally solicit for employment or as an independent contractor any person employed by the other or any affiliate of the other, if such person was involved directly in the performance of the Services or Project under this Agreement.
[SIGNATURES ON NEXT PAGE]

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Contract No. ___________
15 Revised 07-2023
BBK 72500.00001\32374915.1

SIGNATURE PAGE TO PROFESSIONAL SERVICES AGREEMENT

BY AND BETWEEN THE CITY OF PALM DESERT

AND SPERIDIAN TECHNOLOGIES, LLC
IN WITNESS WHEREOF, each of the Parties has caused this Agreement to be executed on the day and year first above written.

CITY OF PALM DESERT
By:

L. Todd Hileman
City Manager
Attest:

By:

Anthony Mejia
City Clerk
Approved as to form:

By:

Best Best & Krieger LLP
City Attorney

SPERIDIAN TECHNOLOGIES, LLC , A

LIMITED LIABILITY COMPANY
By:

Its:

Printed Name:

QC: _____
Insurance:
_____
Initial Review
_____
Final Approval

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Contract No. ___________
Exhibit “A”
Revised 07-2023
BBK 72500.00001\32374915.1
EXHIBIT “A”

SCOPE OF SERVICE
SEE ATTACHMENT – SPERIDIAN PROPOSAL

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Contract No. ___________
Exhibit “B”
Revised 07-2023
BBK 72500.00001\32374915.1
EXHIBIT "B"

SCHEDULE OF SERVICES
SEE ATTACHMENT – SPERIDIAN PROPOSAL

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Proposal for:

Clariti Land Management Solution for City of
Palm Desert
Date: October 24th, 2023
Scott Weiler, VP Salesforce Growth & Strategy
9201 Corporate Blvd | Suite 450 | Rockville | MD | 200
M: 585.370.8459 | email: [email protected]
www.speridian.com Page 705 of 934
www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 2 Table of Contents

1. Letter of Transmittal.....................................................................................................................3

2. Executive Summary .....................................................................................................................4

3. Company Overview......................................................................................................................6

4. Project Scope................................................................................................................................14

5. Proposed Solution ......................................................................................................................18

6. Project Management & Delivery............................................................................................33

7. Implementation Methodology ...............................................................................................39

8. Data Conversion Approach .................................................................................................... 45

9. Training..........................................................................................................................................49

10. High-level Work Plan and Schedule ....................................................................................52

11. Project Timeline...........................................................................................................................53

12. Proposed Delivery Team ......................................................................................................... 54

13. Assumptions & City Involvement..........................................................................................57

14. Maintenance & Support ............................................................................................................ 61

15. Fees and Payment Schedule ................................................................................................. 66

16. Term & Termination .................................................................................................................. 69

17. Signature....................................................................................................................................... 70

18. APPENDIX A - Case Studies..................................................................................................... 71

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 3

1. Letter of Transmittal
October 24, 2023
Re: Clariti Land Management Solution for City of Palm Desert Dear Sir/Madam,
Thank you for the opportunity to submit our proposal for the City of Palm Desert’s next generation Land Management Software System.

Speridian Technologies is a global IT Services & Consulting firm providing innovative, value-based, state-of-the-art solutions that digitally transform the way our customers do business - in both commercial and public sector - making it easier and more desirable for their customers and citizens to engage.

Together with our strategic partner, Clariti, we are excited to present their industry leading licensing, permitting, inspection, and case management solution for Land Management built on Salesforce.com, which is world’s #1 cloud platform as a service.

After considering City’s requirements, the degree of fit of the Clariti Land Management solution coupled with our delivery experience, we are confident our team can digitally transform the City enabling the best possible experience for its citizens.

With our proven track record of meeting project and service delivery objectives on time and within budget, our Speridian team leverages over 20 years of solutioning success bringing the latest technologies (like Salesforce / Clariti) and associated capabilities to solve our customers’ most pressing problems and challenges with a long-term vision/horizon.

We believe Our Team is uniquely positioned to make this initiative successful, and we look forward to working with the City of Palm Desert.

Thank you for your consideration.

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 4

2.Executive Summary
Speridian Technologies is excited to have the opportunity to submit this proposal and equally excited to present our Clariti Land Management solution for the City of Palm Desert.

Together with our strategic partner, Clariti, we are proposing a proven comprehensive cloud-based, game-changing solution that will enable efficiencies, enhance the City’s citizen experience, and provide a “one-stop-shop” for Land Management, along with the corresponding planning, licensing, permitting and enforcement functions for the City.

As we have seen with other Cities and Municipalities, our vision is to digitally transform and your existing policies and procedures with best-in-class process automation, qualitybased data management and conversion, proven system integration with proven industry-leading Commercial-Off-The-Shelf (COTS) software.

Our proposed solution is designed to be intuitive and friendly in terms of experiences and operations. It will be implemented with an intent of increasing the citizen interactions and transactions in line with the City’s mission & vision.

As a global solution provider of high-quality and cost-effective consulting services, our proposed team will be comprised of a blended team led by key folks from the USA (Project Manager, Business Analyst, Solution Architect, Clariti Specialist, and Lead developer). The USA-based team will be working onsite as scheduled per the agreed upon project plan together with our offshore technical / development team. This blended approach provides our most cost-effective delivery model without compromising quality.

Our track record of successfully executing projects for Local and State government agencies throughout North America over the last five plus years is a testament to the many areas where we have added value.

Our people and services have enabled agencies to successfully modernize their case and community management systems.

Solution Overview:

Speridian proposes implementing the Clariti Land Management Solution. - a highly configurable, easily maintainable system that will be designed and configured exclusively for City of Palm Desert.

The cloud-based Software-as-a-Service (SaaS) solution has been proven for similar Cities and Municipalities across North America with best-in-class security, performance, and flexibility built on the worlds most trusted and innovative platforms.

Our proposed solution provides consistent ground-breaking innovation for Public Sector

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 5 agencies. The solution utilizes native Salesforce to augment the business functionality necessary to deliver a comprehensive Licensing, Permitting, Inspection and Enforcement for Land Management.

Since Clariti solution is pre-built to specifically address the business needs and services of permitting, inspection, and enforcement management, we are able to greatly enhance the functionality the City of Palm Desert receives while reducing the time and risk to implement.

The following fundamental differentiators make Speridian the clear choice to partner with City of Palm Desert in this implementation:
 We are a company focused on Systems Integration, Case Management, Permitting, Licensing and Inspection Management and CRM solutions.
 We are a Salesforce and Clariti Partner specializing in implementing Salesforce within the Public Sector and Commercial Clients with extensive experience serving the State of Florida.
 We are experienced working with
o public sector clients and familiar with ITIL, COBIT, and GO I&IT Standards for privacy, security and AODA standards for accessibility and o leading technologies integrating and operationalizing document management, IVR/Telephony, and legacy back-office integration.  We use industry best-practices and mature processes in our Service Delivery, and are anISO, PMBOK and CMMI-5 Certified company.
 For this engagement, we have selected a senior team of Salesforce/Clariti professionals. Our team are members of our Salesforce Center of Excellence for Public Sector with experience working withvarious local and state agencies.  We leverage the best aspects of Agile-based disciplines across our projects and look for opportunities to help our clients take advantage of enhanced Application Lifecycle Management and Continuous Integration and Continuous Delivery capabilities and benefits.

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 6 Speridian At a Glance
Global Clients Years of Innovation Employees Worldwide
A solutions & consulting company
New Mexico
Oregon
Maryland
Honolulu
Vermont
Ontario
New York

3.Company Overview
Speridian, founded in 2003, is a US based Systems Integrator with clients in the public and private sectors. We offer high-caliber, reasonably priced technology services globally. We are a CMMI Level 5, ISO 9001:2008, and ISO/IEC 27001:2005 certified company with more than 2100 employees worldwide having a wide range of technical and business expertise.

The majority of Speridian Technologies’ engagements are large-scale ones, where Speridian provides Planning, Technology Architecture, Software Development, Systems Integration, Program Management, Project Management, Process Management, Data Management, Implementation, Testing and Quality Assurance as well as Applications Support and Maintenance for a variety of clients in many industries.

Speridian has chosen Clariti Cloud Inc. (“Clariti”) as a solution of choice for the city because it is the leading application for supporting the business of local government. Clariti as a solution bring complex land management solutioning to life with its fully configurable capabilities that City’s staff can update with clicks, not code.

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 7

3.1 Speridian – Clariti Partnership
For the last 3 years Speridian has been partnering with Clariti for implementing licensing, permitting and Inspection solutions to modernize public sector agencies operations, improve internal workflows, and deliver exceptional services to citizens. Speridian along with Clariti has helped public sectors reach a new level of service delivery exceeding their citizen’s expectations.

Clariti has been trusted by public sector agencies since its start in 1985 when it was part of Municipal Software, a technology company founded by former government employees who were frustrated with their permitting and licensing systems. This company grew to support over 300 customers.

By 2006, the company knew the future lay in cloud technology and were early adopters of the Salesforce cloud platform, becoming one of its first Tenant Partners for public sector. Emerging as a separate entity, Clariti (then known as BasicGov) began offering Software-as-a-Service (SaaS) modules for permitting, licensing, inspections, planning, code enforcement, fund accounting, and payment/billing management.

Bringing over 35 years of government experience with a solid corporate history, Clariti’s leading-edge applications help government empower their citizens and businesses through modern self-service community portals that achieve performance and efficiency goals.

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 8

3.2 Our Experience
Speridian in Public Sector
As a global provider of high-quality and cost-effective consulting services focused on clients in the public sector with a rich history across North America, Speridian brings both depth and experience in modernizing mission-critical systems for Public Sector organizations like the City of Palm Desert.

Our track record of successfully executing projects for Local and State government agencies throughout North America, particularly over the past 5+ years is a testament to the many areas where we have added value.

Below is a representation list of our public sector clientele Client Project Description
NY State
Insurance
Fund, DMV, DTF
Citizen web portal ad part of Case Management and Contact Center modernization State of Oregon Developed a case management solution for Medicaid Tax Reporting System (METS) for Oregon Health Authority.

Dekalb County Implemented Speridian’s GovCX 311 citizen experience portal Ontario AGCO Implemented Salesforce Contact Center solution, which included integrating Salesforce Service Cloud with AWS Connect
Philadelphia
Housing (PHDC)
Speridian deployed a mobile field service application to run on Smartphones and iPads carried by PHDC field inspectors. The application provided an easy and efficient tool, which could be leveraged by the City's field service personnel to complete inspections quickly and effectively.

State of Hawaii
Deployed portal and call center modernization for the Hawaii Child Support Enforcement Agency (CSEA).

Implementing Clariti Permitting, Licensing, & Inspection solution for Department of Commerce and Consume Affairs (DCCA).

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 9 Clariti Solution in California
Speridian in California
In California
With offices in Irvine and Sacramento, Speridian has been serving citizens, agencies, and commercial businesses in the State of California for over a decade.

Here are some of the entities with whom we have done or are doing business with in California:

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 10 Clariti Portal Agency Back-Office Portal
Public Service Registered User Services Base Services Agency Services Intake Review Fees &
Payments Issuance Renewal Audit Exams Complaints
Inspections Licensing
Applications Permitting
Enforcement Finance
Accounts & Contacts Tasks &
Activities Notes &
Attachments Workflow
Knowledge Community
ESRI GIS Letters Engine Payment Cart
Fund Accounting Document Management
Email Response Chatter User Security &
Administration Reports & Dashboards
Correspondence Tracking Audit Logging
Public Users Staff
Portals
Online Services
Key Processes
Core Components
Enablers

3.3 Solution Overview – Clariti Land Management Software Speridian Engages with Clariti to provide land use management, permitting, and code compliance and case management software on a platform, citizens can truly rely on. Together with Clariti, we have helped public sectors to reduce the time it takes for them to issue permits and freed them of bottlenecks caused by endless paperwork and administrative processes.

Here is the high-level Clariti Architecture diagram.

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11 www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850

3.4 Recent Engagements
• Orange County Public Works (OCPW)
OCPW was looking to modernize the way the Country does business with (including general public, applicants, residents, surveyors, engineers and developers) and general citizen engagement by developing electronic processes to support developers and the public in their interactions for county services.

OCPW selected Clariti to act as a comprehensive system that can accept input, organize, process and track development related permits, cases and entitlements through the entire development process. The flexibility in the solution also addresses non-development related workflows such as Code Enforcement, Business Registration and Public Works maintenance/repair requests. The Clariti solution helped OCPW realize many benefits including but not limited to:
 Providing tools to increase efficiency and responsiveness from OCPW Staff with customers
 Improving efficiency and performance country within operation  Monitoring and reporting usage statistics to agency management  Tightly integrating the solution with the preferred Salesforce CRM Platform  Integrating with the country’s GIS
• City of Hampton
The City of Hampton (pop. 137,000) uses Clariti to handle all land management and permitting functions servicing citizens and developers. The entire solution is hosted on the Salesforce platform and features a variety of out-of-the-box tools specific to the permitting and inspection solution that is deployed with all Clariti customers. These tools include workflow management, document creation, financial transaction management, payments management, ESRI GIS Sync and ESRI Map Viewers. It features a portal for purchasing permits online, as well as handling all transactional reporting.

The solution manages the workflow related to issuance of permits, resulting inspections, and final compliance of an issued permit. The city also implemented a Clariti mobile inspection solution as part of a larger Community Development system project. The project involved implementation for 110 unique users/seat, multi-module deployment that includes enforcement, compliance, licensing, permitting, planning, local cashiering, and online payments. Inspectors in the Community Development Department respond to complaints and inspection requests in the field with the Clariti application, powered by the Salesforce Platform and integrated with the City’s ESRI Geographic Information System (GIS). More than 40 remote inspectors are using Clariti for detailed mechanical, electrical, and other inspection types against permits and property.

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 12 • Halton Region
Speridian upgraded and modernized the 311 Case Management system for Halton Region (pop 610,000).
 Upgraded and modernized the Halton region 311 call center.  Integrated Modernized Computer Telephony Interface with Case Management application.
 Implemented Single Sign-on and Integrated windows authentication.  Upgraded reporting and dashboard capability.
 Improved overall efficiency and workflow supporting 300  Concurrent Users, with 7 days of operations and 24-hour portal access. • LRC – OMAFRA
Speridian upgraded and modernized the Case Management system for LRC. As part of the modernization program, Speridian carried out an in-depth AODA compliance analysis and presented the recommendations. Speridian adjusted the User Experience based on the recommendations to make the platform compliant with AODA standards for both internal staff and external (public) users.  Upgraded and optimized Case Management System.
 Integrated windows authentication – SSO
 Implemented ONEKY and Go Secure Integrations
 Upgraded reporting and dashboards.

Speridian did the AODA Analysis and Compliance.
• Province of Ontario
Speridian upgraded and modernized the CMOD (Case Management on Demand) application. As part of the modernization, Speridian did the AODA compliance analysis.
 Upgraded CMOD environment.
 Implemented User Interface and workflow enhancements.  Upgraded reporting and analytics.
 Integration with One-Key and Go-Secure
 Implemented Microsoft Exchange integration.
 Upgraded Email correspondence templates.
 Upgraded Security Infrastructure and SSL encryption from

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 13 Our Proposed Solution in California
There are a significant number of Cities, Municipalities and Counties in the State of California using or committed to using our Clariti-based solution for Land Management and Community Development, including

"The City looks forward to having a fully integrated
electronic plan review, business license, code
enforcement, building inspection, and customer
service portal all on one platform. This new technology will enhance our business process, increase efficiency, and improve customer experience.“
Pete Carmichael
Community Development Director
“We were looking for a solution to replace our 20-year-old homegrown land management system that still requires citizens to come to City Hall to apply for a permit and for staff to print multiple paper copies at each step of the permitting process. We’re excited that with Clariti, all of our permitting needs will be handled through the online community portal.

This will greatly improve the experience for both citizens and staff.” Jack Ciulla
Chief Technology Innovations Officer
"With Clariti, anything you can do in-person, you can do online - it even accommodates our large-scale developers’ needs. “ Judy Kim
Permitting Manager 10

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 14

4.Project Scope

4.1 Our Understanding
Speridian and Clariti understand that the City of Palm Desert is undertaking a strategic modernization effort address the end-to-needs of Land Management across citizens and City departments, like Development Services/ Public Works, Finance, and IT.

We understand that the City requires our team to be living in (and working from) USA and being onsite as required by the agreed upon project plan The proposed implementation and corresponding SOW will cover the to-be determined experience for a core set of users and citizens that will be determined during the Discovery phase of the project and based upon the initial information that has been provided by the City, which includes
 Our Responsibilities
 Expected Users
 Infrastructure
 Expected Departments & Processes
 Expected Project Types & Codes
 Integrations
 Data Conversion
 Training
* We understand there may be additional details/requests

4.2 Our Responsibilities
 Project Management
 Design/ Requirements
 Process Configuration
 Integration Development
 Report / Forms Development
 GIS Setup
 Data Conversion Mapping
 Data Conversion
 User Acceptance Testing, i.e., Full facilitation of UAT and include Onsite Travel if applicable  Onboarding Training: 1 Week
 Admin/ Configuration Training: 3 Weeks
 UAT Training: 2 Weeks
 End-User Training*: 3 Weeks
 Post Go-Live Warranty Support:4 weeks post-Go-Live (Mon - Fri) *Note: No Train-the-Trainer approach; All users to be trained by Vendor

4.3 Expected Users
 Full Access Users 120
 Read Only Users 5

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 15

4.4 Infrastructure
 Online Submission Form - Palm Desert FTP; Not Currently Integrated  Inspections Scheduling - Manual process
 ERP - Central Square - Finance Enterprise for Core Fin.  Cashiering and Counter payments - Payments taken through TrakIt and daily batch to Finance
 Credit Card - Separate swipe device and Avalon is payment processor  Online Payments - Avalon payment processor
 Electronic Plan Check - Bluebeam
 Records Management - Laserfiche; Currently Integrated with TrakIt - Single file import based on manual trigger to transfer documents from TrakIt to Laserfiche  GIS Infrastructure - ESRI ArcGIS 10.9.1, ArcGIS Online, ArcGIS Portal  IVR – No
Annual Counts (Approximate) 2020 2021
2022
(as of
9/15)
# of Payment Transactions (Receipts) 3,302 7,674 3,924
# of Permits Applications 3,334 4,861 4,451
# of Plans (Projects) Applications 156 155 111
# of Inspections (From Permits) Completed 4,730 5,753 4,048

4.5 Expected Departments
 Development Services/ Public Works
• Building & Safety
• Land Development
• Planning
• Public Works (Permits Only, No CIP)
• Code (Permits Only, No Code Cases)
• Special Programs
 Finance
• Online Payments
• Payments Posting
• Refund Issuance
• Deposit Tracking
 IT
• Infrastructure & Hardware
• Productivity Applications
• GIS

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 16

4.6 Modules
 Permit Management
 Permit Inspections
 Planning Projects Management
 Retail (Over the Counter) Payments
 Digital Plan Check and Mark-up (Bluebeam, etc.)
 Online Plan Submissions
 Online Simple Permit Issuance
 Online Contractor Verification
 Online Plan/ Permit Record Search
 Online Inspection Requests
 Online Payments
 Deposit/ Escrow Management
 Hosted Reports Development (City-self development)
 Bond Mgmt
 Advanced Support & Maintenance - up to 20 hours per month

4.7 Integrations
Integrations Type Freq Notes
California Contractor State License Board 1-way Real-time New - not currently available Ability to integrate with electronic plan check
system (Bluebeam) 2-way Real-time Current - staff uses Bluebeam, but not currently an integrated experience with LMS Ability to integrate with ERP (CentralSquare
Finance Enterprise) 1-way Nightly Batch Current - a nightly batch process and will need this to remain the same Ability to integrate with Retail (counter) Credit
Card Processor (Avalon) 2-way Real-time
Current - there is a separate swipe machine for credit card payment processing (Avalon) that is not integrated with the payment syste. Would like to consider an integrated credit card swipe.

Ability to integrate with Online Credit Card
Processor (Avalon) 2-way Real-time Current - payment gateway integrates with Elavon payment processing and will need to remain the same Ability to integrate with Document management
system (Laserfiche) 2-way Real-time
Current - Individual file import based on manual trigger initiated by user to transfer documents from TrakIt to
Laserfiche; A near real-time integration / batch process based on attachment type/status and permit status (only send completed project files to Laserfiche)
Ability to integrate with GIS - ESRI/ArcGIS 10.9.1,
ArcGIS Online 2-way Real-time Current - one-way integration of updated address/ parcel data loaded into TrakIt

4.8 Data Conversion
It is understood that for this Clariti implementation, Data Conversion will be required from the City’s TrakIt - Community Development system. It is expected that Speridian will require a) support from the City’s IT SMEs and b) access to actual production data extracts and documents during the conversion phase. The IT support and availability of extracts is critical to the success of the conversion phase.

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 17 A breakdown of the TrakIt data, dating back to 2016, is as follows:
 # of Permit Records (PermitTRAK 101,926
 # of Inspection Records 1,132,834
 # of Planning Records (ProjectTRAK) 3,742
 # of Addresses/Properties (LandTRAK) 87,004
 # of Contacts (AECTrak) 4,558
 # of Attachments Files 116,327
 Attachments Volume 167 GB

4.9 Reports & Forms
 Statistical Reports 20
 Letters and Forms 20

4.10 Payments & Deposits
 Retail Fee Payment Types
o Cash
o Check
o Credit Card - Visa, Mastercard (Alavon)
o Deposit Payment - Account for Multiple Permit/ Plan Payment o Deposit - Singled Permit/ Plan
 Online Fee Payment Types
o Credit Card - Visa, Mastercard (Avalon)
o eCheck

4.11 Case Types (~350-400)
 Building & Safety: 161
 Code (Permits): 4
 Land Development: 13
 Planning 148
 Public Works(Permits) 41
 Special Programs: 15

4.12 Training
The steps involved in the training sessions are:

Step 1: Classroom Sessions will be used to explain the implemented modules, user stories, configuration, and customization.

Step 2: This is followed by a demonstration of the functions on the new system. The sessions also include time for hands-on where the State’s Users practice the business concepts explained during the sessions.

Step 3: Users undergoing the training are given tests (blend of theory and practice) through self-paced learning guides to assess their understanding of the concepts.

In addition, Speridian will work with the City in assembling custom videos, or record the trainings for City Staff to refer to and to onboard future employees we would like the cost for that service included in the quote as well.

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5.Proposed Solution
Speridian and Clariti understand that each City is unique but follows a general pattern in permitting and licensing (as seen in its simplest form below). Note, we recognize that some areas require additional review/approval cycles before issuance.

The following is a brief description of each core Clariti module along with sample screenshots.

5.1 Addressing
Speridian and Clariti understands that an important aspect of land management is the ability for the City generate and assign new addresses within parcels and plots of land. This functionality should be native to solution and be fully integrated with the City’s GIS system, allowing for a two way integration between the two. Clariti also understands that the addressing component, while required to be displayed on the built in GIS map viewer, may only be required to be viewed within the land management solution and not synchronized back to the City’s GIS. Clariti supports both of these methods with the built in addressing functionality; allowing the City to be flexible with their requirements while empowering the City to manage and maintain addresses.

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5.2 Licensing
Licensing is one of the foundational software components of Clariti. Clariti can process license registrations and renewals. With increasing customer expectations and demand, the system can be configured to allow an applicant to enter all or part of their application information directly into the system via a web application. This eliminates the redundant data entry and reduces internal effort. Alternatively, these applications can also be handled through a centralized intake process where staff receive hard copies of application forms, verify the information, and then create the corresponding records in the system. In many instances, organizations offer both options to meet the needs of a wide range of customers.

All aspects of government licensing may be accommodated within the Clariti system including application, renewal, reinstatement, suspension, reactivation, transferal, termination, etc. These conditions are achieved by configuring the appropriate workflow within the Clariti system. The workflow may also be configured to create and issue related documentation and certificates. The documents may be created and distributed automatically (or manually) as required by the organization's policies and procedures.

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5.3 Cash Receipting
The Clariti solution enables both front- and back-end users to pay fees directly online.

The fees will be calculated automatically with Clariti workflows and payment of the fee may also trigger additional workflows or updates (such as application status) to occur.

The online payment system can be integrated with a payment gateway using Web Service APIs.

Clariti also offers a robust financial package that allows for payments, refunds, deposits, and fund accounting. Payment of the application may be configured as a condition for application approval, ensuring license fees are collected prior to issuing any documentation or certificates to the applicant. Additionally, the Clariti Payment Cart allows for deposits to be managed and used to pay down incurred costs.

5.4 Code Enforcement
Clariti has an Enforcement module that can manage and track cases from complaint to resolution including aging records with violations, generating compliance dates, automating notifications, and preparing documents for boards.

5.5 Complaints
Complaints provide the ability to accept complaints or service requests from citizens or registered users. A complaint can be created against a Parcel, License, Contact or Account. Within the system, authorized users can triage, review and support the resolution of the complaint.

Public users can access a complaint form and submit their complaint to the appropriate agency. Users can also upload supporting photo or documentation to their complaint forms.

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5.6 Violations and Ordinances
The Clariti solution provides a complete enforcement module that builds on the functionality of the inspections capability to provide for violations tracking based on statutes, laws, and regional or statewide ordinances. These statutes, laws and ordinances can be uploaded and/or createdusing the ordinance editor as shown in the image below. This content can also be used on letters, either including the full description, or in most cases the “short description”.

Workflows will determine next steps on the violation and can include fines, additional inspections, citations, and other activity.

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5.7 Mobility
Integrated mobile inspection solutions have become a key requirement for agencies as regulations become more complex and the consequences of non-compliance can have a significant impact on the citizens and community at-large.

When connected to the Internet:
o The functionality works the same on any
device. The proposed solution provides
mobile access for all areas of the system
under the assumption the mobile
device is connected to the Internet.
o As the inspector logs in they will see
dashboards very specific to their zone or
specialty.
o This feature is included with the solution
as there is NO customization required.

We have a dedicated app that allows City staff to be completely mobile, regardless of internet connectivity, using an Android or iOS tablet or phone or watch. When disconnected from the Internet.

5.8 Automated Workflow
In Clariti, a flow is an application that automates complex business processes. Simply put, it collects data and then does something with that data.

Flow Builder is the declarative interface used to build individual flows. Flow Builder can be used to build code-like logic without using a programming language.

Flows fall into five categories:
 Screen Flows:
o These are flows that have a UI element and require input from users. These types of flows are either launched as an action or embedded as an element on a Lightning page.
 Schedule-Triggered Flows:
o These auto-launched flows launch at a specified time and frequency for each record in a batch, and they run in the background.
 Auto-launched Flows:
o Run automated tasks with this flow type. Auto-launched flows can be invoked from process builder, from within an Apex class, from a set schedule, from record changes, or from platform events.
 Record-Triggered Flows:
o These auto-launched flows run in the background when a record is created, updated, or deleted.

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 24  Platform Event-Triggered Flows:
o When a platform event message is received, these auto-launched flows runs in the background.

5.9 Document Management
Clariti already has a number of different areas in which documents can be managed. These include:
 Files Home: In the Files Home area, documents can be uploaded by a user and then shared with City staff or the public for communal use. The uploaded files can be viewed and customized from all end devices.
 Clariti Content: This tool allows users to create a number of documents of different types, share them with other City staff, edit them collaboratively, or share them with external users.
 Clariti Knowledge: This provides a space for sharing articles designed to support knowledge transfer. These can also be separated by theme into individual libraries. The articles can then be shared with colleagues or external users via an online platform.
 Documents Tab: Visualforce files can be stored in this area (e.g., logos).  Attachments: This functionality can be used to attach files of various types to data records (e.g., contracts, quotes, etc.).
 Submissions: These are the documents the public (applicants, complainants, etc) would be submitting to the City to support an application, an inspection, a complaint, etc.

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 25 The files uploaded to the individual libraries are then easy to find via Clariti’s Global Search tool. Files can be ranked (or made easier to find) by adding metadata such as a title, description, and/or tags. True document management capabilities, such as approval processes, can only be added using the Process Builder or Flows (and your own logic!).

Clariti allows you to connect storage systems such as Google Drive, OneDrive, Box, or other services via the Files
Once a file has been transferred to storage in Clariti, a number of document-level functions become available:
 Viewer: Salesforce’s default viewer allows users to preview documents. Additional functions, such as zooming, are not available.
 Download: The files can be downloaded.
 Share: Documents can be shared with internal Salesforce employees.  Public link: Generating a public link allows the user to share a document with people outside Salesforce.
 Upload new version: Users can upload a new version of the document.  File details: This is where you can add some metadata to the document (title and description are the default).

You can also share files with other users who can then track changes via the “Follow” function.

5.10 GIS
Clariti's ESRI Sync Tool integrates your existing ESRI-GIS Server spatial data with Clariti.

It adds visual analysis capabilities to Clariti. Clariti’s ESRI Sync tool reduces complexity by providing your staff with map-based tools to manage all land use, zoning, and relevant information related to a parcel, permit, inspection, plan, or code violation.

Should the Town use a different GIS system, the Salesforce platform provides an industry-leading Web services API allowing integration to existing GIS solutions.

Salesforce only needs access to a local or web-based instance of the GIS solution; no other software or hardware is needed.

Clariti’s GIS capabilities allows users can filter layers, view search results, and click on a parcel to display options to view a record, add a permit or complaint, and other options. Below is an example of a GIS screen. In the images you will see show how to filter layers, view search results, and how clicking on a parcel will display options to view a record, add a permit or complaint, and other options.

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5.11 Inspection Management
Clariti is designed and architected for conducting fieldwork related to audits, inspections, investigations, and enforcement by staff. As a web-based application, our solution enables staff to take their work directly into the field by supporting on-site, real-time inspection, and other field verification activities.

Inspection supervisors have the ability to manage the entire team of inspectors directly from the Team View interface (pictured below). The management function allows inspection supervisors the ability to see the current status of all inspections, the assignment across all inspectors, manage routing of inspections as well as mass assignment or reassignment of inspections.

Inspectors have the ability to access their daily itinerary, manage their route and even mass result inspections from one screen. Inspectors have access to all information

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5.12 Permitting
Permitting is also one of the foundational software components of Clariti. The Permitting console allows authorized staff users the ability to create new permit types (e.g. building, electrical, plumbing, etc.) and related submission requirements, inspections, fees, and workflow to manage development projects. Citizens can then apply for any number of those defined Permit Types in the system (e.g. electrical, plumbing, and environmental), and each permit type may have unique conditions or attributes associated with it. Unique attributes can include the fees associated with the Permit. For example, Plumbing fees may be calculated on the number of fixtures or ‘work items’ used in the project, or the fee may be a flat rate or calculated based on the estimated value of the permit activity. Additional permit workflow may require other conditions to be met as part of the application process, which could include providing submission documents such as plans, contractor licenses, or any other required documentation.

Clariti workflows let you manage and automate application submittals, application fees, sending batch print processes to printers and other advanced workflows where cross

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 28 object, conditional, and dynamic workflows are required. The flows engine also allows the scheduling of fee changes and ordering of rules that have priority over other rules.

For every business rule created, one or more workflow actions may be created that are executed when the workflow rule fires. Workflow can extend across multiple departments and even trigger actions within other systems. Standard workflow rules support four different action types: Tasks, Field Updates, Emails Alerts, and Outbound Messages.

In addition, business rules can be configured in to address exactly all application processing, review, approvals, fees, submissions, checklists, inspections, complaints, violations, termination needs within an agency. The flows engine is rules-based and therefore capable of configuration to exactly mimic business rules from case type to case type and withindifferent types of cases (e.g., company licenses, individual licenses, facility licenses, etc.).

The system also allows the triggering of events in other areas of the application suite.

A successful permit application may trigger the creation of an Inspection record. A plumbing or electrical permit often will require an onsite inspection to validate that the work performed is up to code. It is important to note the Clariti system also allows Codes/Ordinances to be imported into the database and be referenced as part of an inspection / violation process. This forms part of the Compliance capabilities of the Clariti suite. Ongoing monitoring can be configured within the system and may last for the duration of a permit or extend well beyond a permit period.

5.13 Planning and Zoning
The Clariti solution offers a complete Planning module for managing planning functions. The example below shows the addition of a project, in the form of a multipicklist. The types of projects available and the information required for each of those projects are configurable to each client’s needs.

Within the project, staff can manage the location of the project (in this case a parcel from GIS). They can manage different reviews against the overall project. Within reviews, staff can manage specific tasks/activities on the review (with color coding for status).

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 29 Staff can also manage applications specific to the overall project. And within each application, staff can manage individual reviews of each application within the overall project, and individual fees within each application attached to the overall project.

5.14 Letters Engine
Clariti’s Letters Engine allows for
documents currently used by the
client to be imported into the system.

The Letters Engine reads standard
merge fields in the system to
populate the letters with record
information. This allows the system to
auto-generate letters with
information from applications to
create any kind of document or letter
– all with minimal interaction from
the staff.

Letters can be auto-generated with
information from Clariti/Salesforce
records to create the City-specific
documents. The system can be
loaded
with branded letter templates that can also be "batch" printed. The mail merge process supports generating form letters and other Microsoft Word documents that are personalized for the recipient.

Documents can also be auto generated based on status changes (such as order issued), or in a batch process, which is more common to renewals. Whenever a document is generated, it is attached to the record and can be viewed at any time and emailed from the system.

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5.14.1 Emails
In addition, once the user has entered customer information, they can easily send mass emails to their contacts while making them look personalized, without having to re-enter information. Agency staff can save time while creating professional-looking emails and letters that can be pre-populated with application data. The system can also be easily configured to automatically, based on status changes. For example, once the status of a License application is changed to issued, the system can automatically generate a License Certificate and email it to the applicant.

If a user creates a custom letter not in the system, they can upload the letter so that it is part of the permanent record.

5.14.2Multiple Formats
Documents can be formatted to fit into envelope windows to reduce envelope labeling. The Letters Engine has a directory showing all available letters, the letter output type, and who was responsible for the last modification.

The service supports a variety of file types. Often, generated documents are saved as PDFs to prevent editing. For other letters such as decision letters, the output is generated in a MS Word format that can be modified by the users if needed.

5.15 Analytics and Reporting
The Clariti system is designed to make it easy for clients to develop their own queries, analytics, dashboards, and ad hoc reports using Report Builder.

Clariti applications provide unparalleled data access through the built in-reporting functionality available in the platform. The platform provides the ability to generate ad- hoc reports on the fly using an easy-to-use report configuration wizard.

The Report Builder turns agency data into navigable and usable information that can be presented in easy to use drill down, interactive, and graphical displays. Ad hoc queries can be created as views or as reports. Views can be saved for re-use from a dropdown list of available views without the use of the Report Builder.

The Clariti Report Builder and Dashboards provides drag and drop functionality to allow users to run saved reports or define new reports and filters to create ad-hoc queries.

Users in authorized roles can maintain reports and save as templates to folders. Other system users are granted access to report folders through security profiles and can use the saved templates (which include columns and filters) to run reports.

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Reports can be scheduled, and the output emailed to a valid Salesforce user as a .csv or .xls file.

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5.16 Clariti Payments:

Clariti has partnered with Paysafe, an industry leading payment processor in North America, to offer a best in class and fully PCI-compliant payment solution, Clariti Payments. Clariti Payments enables you to accept online payments through the Clariti Citizen Portal and back-office payments through the embedded Virtual Terminal, making it easy for your citizens to pay their bills.

With our Payments solution, you can:

Accept Multiple Payment Methods With Clariti Payments, you can accept credit card, debit card, and ACH/EFT payments. Unlike many other payment gateways that only accept credit cards, you get to define the payment methods you want, and provide the flexibility your customers seek.

Seamless Portal Integration Clariti Payments makes it easy for customers to make a payment via your Community Portal, and for back-office payments to flow smoothly using the embedded Virtual Terminal.

Refund and Void Clariti Payments leverages already established functionality within Clariti Financials to initiate voids or refunds of any payments that were processed through Payments. This integrated functionality removes the need to to manually perform the refund/void in each system (Clariti and Paysafe) and eliminates the potential for human error.

Reporting Gain detailed visibility into any processed transaction, including the current status, , and access reports that cover transaction settlement, refunds, chargebacks, and more.

Pre-configured and Ready for Use No need to manage a long, expensive payment processor integration. Clariti Payments comes pre-configured so that you can begin taking payments in moments not months.

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5.17 Clariti Guide:

Permit Guide
To help you drive consistency and reduce mistakes by applicants, our proposed solution includes the Permit Guide. This guide can be added to your portal and organizes all the rules, regulations, and instructions in one easy-to-access location. Additionally, the guide automatically provides every applicant with a list of the required forms, fees, and documents, streamlining the process for everyone involved. By using the Permit Guide, applicants are more likely to submit a correct application on their first try, cutting down on calls, emails, and counter visits for your staff. This value-added tool can help your community plan their development projects correctly.

Key Highlights
• Answer questions like “Which permits do I need?” and “Can I build this at this address?”
• Quickly provide estimates for fees and approval timelines • Automatically perform zoning checks
• Flag properties in hazard areas, like flood zones, fire hazard areas, or near a coastline • Easily import content and rules from other agencies around the Country • Intuitive visual rules engine to configure the guide – no coding required How it works

STEP ONE STEP TWO STEP THREE
Enter details about your
project by going through our
smart questionnaire
Select a location to check
zoning and other parcelbased details
Receive a uniquely customized
set of instructions for how to get
your project done
The permit guide takes extensive permitting processes and shows customers step-by-step what they will need to do in your system, providing information up front to avoid surprises or questions later.

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6.Project Management & Delivery

6.1 Speridian Project Management Approach
Speridian project planning adheres to tried and true methods and procedures that we have applied to hundreds of successful projects and will assure that the project meets City of Palm Desert requirements on time and within budget.

The following areas represent the critical project management elements and how we plan to approach each aspect of this project.

6.2 Project Governance and Communication
Speridian's Project Manager will work in conjunction with the City of Palm Desert’s Project Manager and Project Sponsor to facilitate the project governance and management activities outlined in this approach.

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6.3 Project Management
Speridian will assign a project manager to
oversee this project, ensuring standard project
controls, including:
 A central repository for documentation
 Project budget
 Project schedule
 Issues tracking tool
 Risk tracking tool
 Weekly status meetings
 Immediate communication to the client of any
potential risks, scope changes, or concerns
The Project will be managed using formal
project management methodologies
consistent with the Project Management Body
of Knowledge (PMBOK) framework.

The following is a brief overview of project plan's phases and the tasks that will be performed to manage the Project:

6.3.1 Project Initiation
 Facilitate Project Kick-Off Meeting to confirm scope, deliverables, and timeline  Establish Project objective and success criteria
 Identify all assumptions, dependencies, and constraints  Establish governance for the Project and teams

6.3.2 Project Planning
 Perform stakeholder analysis and establish Communication Plan to be executed throughout the Project
 Identify all site readiness items/tasks
 Work with technical team(s) to establish an approved detailed Project Plan/Schedule
 Confirm Change Management Procedures (if applicable)
 Define transition/on-going support strategy Project Execution  Drive and manage implementation efforts per established Project Plan  Define Test Strategy and establish a Test Plan
 Execute all testing effort defined in the Test Plan
 Define and execute Cutover/ Migration Plan and Go-live strategy  Execute post-live transition strategy
 Execute planned training (if applicable)
 Execute any additional required internal processes
The Speridian Project Manager
will be responsible for the overall
project and coordination of
project management activities
with City of Palm Desert’s
Project
Manager.

The Project Manager will be
responsible for coordinating all
engagement activities and
scheduling resources as well as
for serving as the single point of
contact for Speridian and the
City of Palm Desert for this
engagement

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6.3.3 Control and Monitoring
 Risk Management – Identify and manage risks and execute all established mitigation plans
 Issue Management – Identify, record, and facilitate resolution of all issues  Scope Management – Monitor scope creep and identify, record, and execute any required change request(s)
 Conduct weekly status meetings and deliver communication on status to project stakeholders
 Communicate all aspects of project work as defined in the communication plan Closure
 Complete Lessons Learned with the Team
 Obtain final sign-off (Certificate of Completion)

6.3.4 Issue/Risk Management Procedure
The following procedure will be used to manage active project issues and risks during the project:
 Identify: Identify and document project issues (current problems) and risks (potential events that impact the project)
 Analyze & Prioritize: Assess the impact and determine the highest priority risks and issues that will be managed actively
 Plan & Schedule: Decide how high-priority risks are to be managed and assign responsibility for risk management and issue resolution  Track & Report: Monitor and report the status of risks and issues and communicate issue resolutions
 Control: Review the effectiveness of the risk and issue management actions Active issues and risks will be monitored and reassessed on a weekly basis. Mutually agreed upon issue escalation and risk management processes will be defined at the outset of the project.

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6.3.5 Communication Plan
Effective communication represents one of the most crucial success factors for any project. Communication management starts early in the project during the project-planning phase with focus on identifying the stakeholders and documenting their communication needs in the communication management plan.

The Speridian project manager will perform stakeholder analysis as mentioned in the project planning phase to establish the basis for the communication plan.

Speridian can communicate with City of Palm Desert stakeholders using any of the following typical avenues.

The Speridian Project Manager will be the primary contact for all communication with the City. The Project Manager interacts with the client team and also acts as the liaison between the client and Speridian's team. Likewise, it is expected that the City will also identify one person as the interface with Speridian. In addition, Speridian will clearly identify the escalation path that the City can use to resolve any discontent. The project communication activities plans are listed below.  Formal and informal face to face meetings
 Weekly project communication - combination of status reports and conference calls  Daily email contact
 Phone
 Web meetings

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6.4 Project deliverables
Speridian will deliver the following plans as part of final delivery of project.

ID Deliverable Name Description
CoPD-DEL-01 Project Plan Document
Describes the detailed work breakdown schedule for the
LMS implementation
CoPD-DEL-02 Project Status Reports
Describes the weekly status of the project with information regarding activities completed, activities scheduled, issues, risks, etc
CoPD-DEL-03 Business Requirements Document
A document describing the detailed base product features and gaps identified to be implemented as output of the
Discovery Phase
CoPD-DEL-04 Functional Design Document
A document illustrating with annotations of the base
product features and gaps identified to be implemented as output of the Discovery Phase
CoPD-DEL-05 Interface Control Document
A document describing the detailed interface/integration requirements and design of the Clariti components with
CoPD's systems needed for the implementation.

CoPD-DEL-06 Data Migration Document
A document describing all data that are to be migrated, including all sources files and systems, and the associated mapping to Clariti objects.

CoPD-DEL-07 Solution Testing Document
A document describing the approach, strategy, and test
scripts for all requirements approved for Palm Desert's Clariti LMS implementation
CoPD-DEL-08 Training Materials
A detailed document describing all steps required to
complete the core use cases that are required to use the new Clariti LMS solution
CoPD-DEL-09 User Acceptance Completion
A point in time during the testing phase when all
developed code is tested by Speridian and Palm Desert IT in non-production environment or sandbox
CoPD-DEL-10 Checkpoint Signoff Document
A document certifying the readiness covering all steps
necessary to successfully deploy the Clariti LMS solution to Production
CoPD-DEL-11 Production Deployment Signoff A point in time during the Deployment phase where the new Clariti LMS solution is promoted to Production

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 39 Global
Tables
Claritii Letters Fund
Workflows Engine Accounting
MapViewer

7.Implementation Methodology
As a result of successfully implementing and deploying over 100 enterprise software implementations, Speridian has created, and continually improves upon, our proven Implementation Methodology, and is derived from proven techniques, “Best Practices,” and lessons learned developed through years of experience and industry standards put forth by the Project Management
Institute® (PMI) that is used to
achieve timely implementations
with minimum operational
disruption.

Speridian’s role as a Systems
Integrator will be to configure the
Clariti solution to the specific
requirements of the City around its
licensing, inspection management,
permitting and enforcement
processes.

We understand that each organization is unique but follow a general pattern in permitting and licensing (as seen in its simplest form below):

Speridian is a CMMI Level-5, ISO 9001:2008, ISO/IEC 27001:2005 technology company with a business focus, driven to deliver excellence through technology-fueled innovation.

Continuous quality is infused into everything we do - both internally and with our partners and clients.

As a result of successfully implementing and deploying over 100 software projects, Speridian has created, and continually improves upon, our proven Project Management Methodology, and is derived from proven techniques, “Best Practices,” and lessons learned and refined through years of experience and industry standards put forth by the Project Management Institute® (PMI).

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 40 Driven by our aspiration to adopt Software Engineering Institute management standards, Speridian’s Project Management Methodology has been designed to comply with software Capability Maturity Model Level 5 goals.

By blending the latest technologies with the best industry standards, our Project Management Methodology has been designed with Client and Quality as our primary focus areas.

Speridian maintains an open-ended approach to its solution while using industry standard tools and methodologies to achieve best results. The methodology described below has been formulated keeping the based products in mind, where the implementation cycles areshort and require a lot of agility while configuring/customizing the product.

7.1 Project Delivery Framework
Speridian’s Project Implementation and Roll Out Framework has been derived from proven techniques “Best Practices” developed through years of experience and industry standards put forth by the Project Management Institute® (PMI).

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41 www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 For this project, based on the technology, integrations, expected duration, mandatory phases and plans to be included, we propose to use a disciplined hybrid agile approach, composed by key practices of Extreme Programming, OpenUP, Lean Development and Scrum.

Driven by our aspiration to adopt Software Engineering Institute management standards, Speridian Project Management Methodology has been designed to comply with software Capability Maturity Model Level 5 goals.

Blending the latest technologies with the best industry standards, our Project Management Methodology has been designed with Client and Quality as our primary focus areas. Speridian maintains an open-ended approach to its solution while using industry standard tools and methodologies to achieve best results.

The methodology described below has been formulated keeping the Cloud based products in mind, where the implementation cycles are short and require a lot of agility while configuring/customizing the product.

7.1.1 Initiation
This is the initial phase of project management where the initial planning for the project starts. The initiation starts with a project Kick Off meeting between Speridian’s Sales & Delivery team and Customer’s stake holders. This sets the platform of initial introductions and detail planning of the next phases.

In Parallel the sales team hands off the project to the delivery team which would closely interact with the customer and work on identifying the resources for the project team, outlining the project management structure and control processes.

This phase is executed in parallel to the launch of the project.

Activity Deliverables Templates
• Scope Document
• Sales to Delivery Handoff
• Project Kick off Meeting
• Signed SOW • SOW

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7.1.2 Discovery
During this phase Speridian’s BAs and Solution Architects will interact with Client’s SMEs to gather requirements and build the process flows. Presenting the Standard deck/demo which will cover the functionalities of the application is done in this phase.

Conducting Fit-Gap analysis to identify the gaps is one critical activity done during the Discovery phase. Business Requirements Document (BRD) is prepared based on the requirement gathering done in this phase and the sign-off is done.

Activity Deliverables Templates
• Discovery Workshop Deck
• On-site requirement gathering
• Business process flows
• Fit gap analysis
• BRD preparation
• BRD review by customer
• Signed BRD • Business Requirements
Document

7.1.3 Build
Build Phase will include the implementation of key features which are the building block of the entire functionality. Build phase is iterative, which has the following stages: Configure &Customize, Unit test, Demonstrate and Fill Gaps. ‘To-be’ process is designed as a part of the Configuration. This is the phase where the System is configured based on the requirements. This phase would be multiple sprints depending on the scope and complexity. CRP sessions are conducted with customer after every sprint. Review of the code and Unit Testing are theother major activities that take place during the Build phase.

Activity Deliverables Templates
• Design “To-Be” process(POC)
• System configuration
• Peer review of development
• Unit Testing • Functional and Technical
Design Document
• Test Cases

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7.1.4 Validate
Testing is carried out by project team before the solution is delivered to the customer, to ensure that the solution meets the BRD requirements. The testing will be an end-to-end regression testing of all test cases corresponding to the BRD.

The BRD, Design document are used to develop a Testing Plan. Test plan is prepared with the test design, test cases, and test data and with the test schedule.

System Integration Testing is done during this phase. Defect fixes for SIT and UAT defects are provided during the Validate phase.

Activity Deliverables Templates
• SIT and UAT test plan
• System/Integration testing
• Internal Defect fixing
• Defect fixes for SIT and UAT l
• Admin/User manual
• End User Training
• Data Migration
• UAT Signoff • User Training Manual
• Admin Training Manual

7.1.5 Roll-out
Roll-out is the phase when the goals of this project are accomplished, desired outcome is produced, and deliverables are accepted, so the project is ready for further realization and maintenance. It is an ending phase that embraces the timeframe between project completion and handover.

Deployment is another name of the project go-live phase. Production Migration takes place in this phase. A Go-Live checklist is prepared to ensure that the Roll-out is happening right.

Activity Deliverables Templates
• Go Live checklist
• Deployment Document
• Production Migration
• Sanity Check
• Go Live • Deployment Checklist

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7.1.6 Closure
This is the final phase of the project management, which is comes after all the project deliverables have been accepted by the client and the project is ‘rolled- out’.

This phase ensures that all projects close out activities like summarizing the project details and metrics collected, documenting the accomplishments and lessons learnt, updating relevant organization databases, closing any open issues, etc. have been accomplished as per defined processes. A discussion with the customer on the next steps is one of the key activities of this phase and it lays down a platform for the future engagement and support.

Activity Deliverables Templates
• Project Road map andnext steps • Post-ProductionSupport

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8.Data Conversion Approach

8.1 Data Conversion Methodology
Speridian has vast experience in doing massive data conversions and migration projects especially in such similar implementations. Almost all implementations that Speridian delivered involved data conversion from legacy systems. From these experiences Speridian has developed an end-to-end data migration methodology that incorporates best practices, tools and accelerators to migrate or convert data from Legacy system(s) or source(s) to a desired target system. Major milestones involved within this process includes:
 Data Conversion Plan.
 Identification of data sources, entities and elements that need to be converted.  Mapping of data from source to destination.
 Data extraction and Staging.
 Data profiling and Massaging.
 Data cleansing and de-duplication (Optional but strongly suggested).  Exception Reports for manual data corrections.
 System testing.

Data Conversion Plan - The detail plan involved in data conversion will be articulated during this exercise. Please note that the process of finalizing this plan will be undertaken during the initial stages of the project implementation. The main items within this plan include:
 High level Conversion Strategy.
 Identify high level entities for conversion.
 Identify the scope of conversion for each entity.
 Identify conversion dependencies.
 Iterations planning.
 Environment plan.
 System test plan.
 Final Cutover Plan.

Identification of Data Sources, Entities and Elements - Iterative work sessions with state subject matter experts and data stewards will be required to fully understand the existing data model of all data sources needing to be migrated over into the new system.

This exercise facilitates environment planning and helps in understanding number of recommended iterations required to convert the data. It also gives a high-level estimation of the level of data cleansing, profiling and mapping effort required. The source data entities and elements in the mapping sheet will be covered in this step.

Mapping of Data from Source to Destination - Source data entities and elements identified in the above step will be mapped to the target solution in this step.

Relationships between data elements in source and target systems are key drivers for the transformation process. Data Mapping will be performed on an entity to entity mapping level.

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www.speridian.com | 9201 Corporate Blvd, Suite 450, Rockville, MD, 20850 46 The following are high level activities involved in this exercise.  Based on the information from Data Mapping document, create a detailed staging Data Model diagram.
 Create Data Mapping document that explains data mapping from source to staging area and from staging area to target system.

Data Extraction and Staging - Design and develop data extraction scripts to extract from the source database to the staging area is implemented during the mapping exercise.

Staging area schema will be built from the staging are data model developed from the step above. Any exclusion logic that is identified during the data migration plan will be incorporated in this design. Extraction and load scripts will be developed, and unit tested on an entity-to-entity basis.

Data Profiling and Massaging - Our data conversion process is integrated with a proven data preparation process that includes automated data analysis (profiling), source to target mapping, and data cleansing that can improve data quality and reduce ETL timelines by as much as 35-50%. Data is also profiled at this stage to eliminate redundancies and to build a consistent and stable data in the staging area. This involves data type validations, length, discrete values, uniqueness, occurrence of null values, typical string patterns values, misspelling, missing values, varying value representation etc. Corrective actions will be taken in the staging area for these patterns discovered.

Some might be technical corrections, and some may need collaborative work between the conversion team and data stewards.

Data Cleansing - Our data conversion process is integrated with a proven data preparation process that includes automated data analysis (profiling), source to target mapping, and data cleansing that can improve data quality and reduce ETL timelines by as much as 35-50%. We use a comprehensive set of advanced, automated and proven high-performance software tools (ODI, MDM, PLSQL, SQL, EDQ) for the process.

Load to Target - This step involves loading the cleansed and standardized data from the staging area to the target data model. The data is loaded to the tables in the target schema.

Exception Reports for Manual Data Corrections - All the exceptions that happen during the conversion process will be identified and reported. These records or entities may need manual correction from the business users or data stewards. Data profiling and massaging procedures will be refined to possibly avoid these types of exceptions.

System Testing - Multiple levels of testing will occur throughout the project. Starting from unit testing, the data extraction, transformation and load scripts are unit tested, verifying the COTs configurations. IE functionalities are verified with converted data as well prior to cutover to production.

An optimization phase will follow each testing effort during the development and most of the system integration tests to verify optimization of the scripts, configuration and IE data model (indexes etc.)
Data Conversation and Final Cutover - Cutover is a critical activity where all client users are switched over to the new system. The final conversion activity will occur right after cutover, typically shortly before the go-live date.

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Palm Desert City CouncilNovember 16, 2023

Palm Desert City Council
November 16, 2023