Agenda packet, regular meeting — Palm Desert City Council, July 10, 2025 (part 3 of 3)

If the Contract Documents specify Alternate Bid items, the City can choose to include any, all, or none of the Alternate Bid items in the Work. If the City selects any of the Alternate Bid items, the corresponding Alternate Bid prices shall be added to or deducted from Base Bid Price for the Work. The City can award/select Alternate Bid items at any time(s).

I certify that I have read, understood the above statement.

Confirmed

3. BID GUARANTEE*
IF SUBMITTING AN ORIGINAL BID BOND: Please download the Bid Bond Form under #ATTACHMENTS, and Mail or hand deliver in a sealed and labeled envelope including the Project Number, Project Title, and Project Due Date visible on the outside of the envelope to the City Clerk's Office located at 73-510 Fred Waring Drive, Palm Desert, CA 92260 before the bid submittal deadline.

IF SUBMITTING CASH OR CASHIER'S CHECK: Mail or hand deliver in a sealed and labeled envelope including the Project Number, Project Title, and Project Due Date visible on the outside of the envelope to the City Clerk's Office located at 73-510 Fred Waring Drive, Palm Desert, CA 92260 before the bid submittal deadline.

IF SUBMITTING AN E-BID BOND: follow E-Bid Bond instructions.

Hard Copy Original Bid Bond (delivered before bid submittal deadline)

4. E-Bid Bond
Please enter your Bid Bond information from Surety2000 below ONLY IF YOU ARE NOT SUBMITTING A HARD COPY BID BOND, CASH, OR CASHIER'S CHECK.

Bond ID: No response submitted
Vendor ID: No response submitted

5. Enter Surety Company "Name" who Issued Bid Guarantee * This information will be verified against the California Department of Insurance Website. 420
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Bid Exchange
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6. DESIGNATION OF SUBCONTRACTORS*
Please download the below documents, complete, and upload. • DESIGNATION_OF_SUBCONTRACTO...

No_Subs.pdf

7. NON-COLLUSION DECLARATION*
The undersigned declares:

I am an authorized representative of my company, the party making the foregoing Bid, to certify the following.

The Bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation. The Bid is genuine and not collusive or sham. The Bidder has not directly or indirectly induced or solicited any other Bidder to put in a false or sham bid. The Bidder has not directly or indirectly colluded, conspired, connived, or agreed with any Bidder or anyone else to put in a sham bid, or to refrain from bidding. The Bidder has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the Bid Price of the Bidder or any other Bidder, or to fix any overhead, profit, or cost element of the Bid Price, or of that of any other Bidder. All statements contained in the Bid are true. The Bidder has not, directly or indirectly, submitted his or her Bid Price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, to any corporation, partnership, company, association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid, and has not paid, and will not pay, any person or entity for such purpose.

Any person executing this declaration on behalf of a Bidder that is a corporation, partnership, joint venture, limited liability company, limited liability partnership, or any other entity, hereby represents that he or she has full power to execute, and does execute, this declaration on behalf of the Bidder.

I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct.

Confirmed
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8. PUBLIC WORKS CONTRACTOR DIR REGISTRATION CERTIFICATION* Pursuant to Labor Code sections 1725.5 and 1771.1, all contractors and subcontractors that wish to bid on, be listed in a bid proposal, or enter into a contract to perform public work must be registered with the Department of Industrial Relations. See http://www.dir.ca.gov/Public-Works/PublicWorks.html for additional information.

No bid will be accepted, nor any contract entered into without proof of the contractor’s and subcontractors’ current registration with the Department of Industrial Relations to perform public work.

Bidder hereby certifies that it is aware of the registration requirements set forth in Labor Code sections 1725.5 and 1771.1 and is currently registered as a contractor with the Department of Industrial Relations.

Unless Bidder is exempt pursuant to the small project exemption, Bidder further acknowledges:

1. Bidder shall maintain a current DIR registration for the duration of the project.

2. Bidder shall include the requirements of Labor Code sections 1725.5 and 1771.1 in its contract with subcontractors and ensure that all subcontractors are registered at the time of bid opening and maintain registration status for the duration of the project.

3. Failure to submit this form or comply with any of the above requirements may result in a finding that the bid is nonresponsive.

Confirmed

9. Enter your California Department of Industrial Relations (DIR) Registration number* Please enter your Public Works Contractor DIR Number. This will be verified against the state database. 1000001177
Click to Verify Value will be copied to clipboard

10. Enter your valid CA Contractors State License Board (CSLB) number* Please enter your License Number here. This will be verified against the state database. 924979
Click to Verify Value will be copied to clipboard
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11. CONTRACTOR’S CERTIFICATE REGARDING WORKERS’ COMPENSATION* I am aware of the provisions of section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this Contract.

Confirmed

12. Fleet Compliance Certification*
I hereby acknowledge that I have reviewed the California Air Resources Board’s policies, rules and regulations and are familiar with the requirements of Title 13, California Code of Regulations, Division 3, Chapter 9, effective on January 1, 2024 (the “Regulation”). I hereby certify, subject to penalty for perjury, that the option checked below relating to the Bidder’s fleet, and/or that of their subcontractor(s) (“Fleet”) is true and correct:

The Fleet is subject to the requirements of the Regulation, and the appropriate Certificate(s) of Reported Compliance have been attached hereto.

13. Fleet Compliance Documentation*
Please attach supporting documentation for the selection made in the above item.

ARB_Certificate.pdf

14. Type of Business*
S Corporation (if corporation, two signatures are required)

15. Type your Legal Company Name Here*
State your Company's Name Here. This will be verified against the California Secretary of State's Website.

Jeremy Harris Construction, Inc.

Click to Verify Value will be copied to clipboard
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16. How many years has Bidder’s organization been in business as a Contractor? * 17 years

17. List the Signatory(s) Authorized to Sign and Bind an Agreement.* (If two (2) signatures are required, include the following information for both signatories)

1. Full Name

2. Title

3. Physical Business Address

4. Email Address

5. Phone Number

1. Jeremy Harris

2. Owner/ Vice president

3. 3921 Alamo Street. Riverside CA 92501

4. [email protected]

5. 951-215-0771

18. Nondiscrimination Certification*
The City of Palm Desert is committed to promoting equal opportunity in its contracting activities. We ensure that all individuals seeking to do business with the city treat contractors, subcontractors, and employees fairly, without discrimination based on race, color, religion, ancestry, national origin, disability, medical condition, marital status, domestic partner status, sex, gender, gender identity, gender expression, sexual orientation, or membership in any other protected class.

For any purchase exceeding $10,000, vendors must certify compliance with the City’s nondiscrimination policy (G.C. 3.30.200) before contract award. No contract will be awarded until the contractor submits this certification. 424
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By clicking the confirmation box below, the vendor certifies that they have read the code and agree to comply with its requirements.

Failure to comply may result in termination of any agreement entered into with the vendor.

Confirmed

PRICE TABLES
Line Item Description Quantity Unit of
Measure
Unit Cost Total
1 Nuisance soil removal 1 LS $529,998.00 $529,998.00
TOTAL $529,998.00
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427
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CITY OF PALM DESERT

STAFF REPORT
MEETING DATE: July 10, 2025
PREPARED BY: Julia Breyer, Project Manager
Chris Gerry, Senior Project Manager
SUBJECT: AWARD CONTRACT TO ST. FRANCIS ELECTRIC, LLC, FOR ON-CALL

TRAFFIC SIGNAL MAINTENANCE AND EMERGENCY RESPONSE

SERVICES
RECOMMENDATION:

1. Award a Maintenance Services Agreement to St. Francis Electric, LLC. for On-call Traffic Signal Maintenance and Emergency Response Services at an annual not-to-exceed amount of $200,000, for a three-year term with two one-year extensions.

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

3. Authorize the City Manager to execute the agreement, amendments, change orders, and any other documents necessary to effectuate this action.

BACKGROUND/ANALYSIS:

The City of Palm Desert performs routine traffic signal maintenance through City crews but supplements this service annually through a contracted vendor to support both routine and emergency maintenance needs. These services include:
 Emergency response to signal malfunctions or knockdowns  Routine inspection and maintenance of signal equipment  Repairs resulting from wear and tear, collisions, or vandalism These services ensure continued safety and operational reliability of traffic signal infrastructure citywide.

The City released a Request for Proposals (RFP) on June 2, 2025, through the City’s bid management portal OpenGov (Project ID: 2025-RFP-192), and received five proposals by the deadline of June 25, 2025. A selection committee evaluated the submissions based on clarity, quality of the work plan, experience and qualification of the proposer and assigned staff, references from similar municipal clients and cost. The proposals were ranked as follows:

Vendor Location Rank
St. Francis Electric, LLC Riverside, CA 1
Crosstown Electrical & Data, Inc. Irwindale, CA 2
Yunex, LLC Riverside, CA 3
Econolite Systems, Inc. Anaheim, CA 4
Bear Electrical Solutions, LLC Alviso, CA 5
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City of Palm Desert
Award Contract for On-Call Traffic Maintenance

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The City has previously engaged St. Francis Electric, LLC for similar services and has consistently experienced positive outcomes regarding responsiveness, technical expertise, and quality of work. Additionally, the hourly rates proposed by St. Francis Electric are competitive, being either lower than or comparable to those submitted by other proposers.

Based on the committee’s evaluation and the City’s prior experience, staff recommends awarding the contract to St. Francis Electric, LLC for an initial three-year term, with the option to extend for two additional one-year periods, contingent upon satisfactory performance and the availability of funding.

Legal Review:

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

FINANCIAL IMPACT:

The Public Works Department’s approved operations budget for Fiscal Year 2025/26 includes a total of $200,000 under Account No. 1104250-4332500 (Repairs and Maintenance, Traffic Signals) to support On-Call Traffic Signal Maintenance and Emergency Response Services. As such, there is no additional financial impact on the general fund. Funding for this agreement in future fiscal years will be subject to City Council approval.

ATTACHMENTS:

1. Maintenance Services Agreement

2. Payment and Performance Bonds

3. Contractor’s Proposal
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CITY OF PALM DESERT

MAINTENANCE SERVICES AGREEMENT

1. Parties and Date. This Agreement is made and entered into this 10th day of July, 2025, 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 St. Francis Electric, LLC, a Limited Liability Company, with its principal place of business at 2100 Iowa Avenue, Riverside, CA 92507 ("Vendor"). The City and Vendor are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. Recitals.

2.1 Contractor.

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

Contractor represents that it is experienced in providing maintenance services to public clients, that it and its subcontractors have all necessary licenses and permits to perform the services in the State of California, and that it is familiar with the plans of City. Contractor shall not subcontract any portion of the work 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.

2.2 Project.

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

On-Call Traffic Signal Maintenance & Emergency Response Services Project (hereinafter referred to as “the Project”).

3. Terms.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Contractor 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 maintenance 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 July 1, 2025, to June 30, 2028, unless earlier terminated as provided herein. The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than two additional one-year terms. Contractor shall complete the Services within the term of this Agreement and shall meet any other established schedules and deadlines. The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the Services.

3.2 Responsibilities of Contractor.

3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Contractor or under its supervision. Contractor will determine the 431
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means, methods, and details of performing the Services subject to the requirements of this Agreement. City retains Contractor on an independent contractor basis and not as an employee.

Any personnel performing the Services under this Agreement on behalf of Contractor shall not be employees of City and shall at all times be under Contractor’s exclusive direction and control.

Contractor 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. Contractor 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. Contractor 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. Contractor represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. Upon request of City, Contractor 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 Contractor shall be subject to the approval of City.

3.2.4 City’s Representative. The City hereby designates Chris Gerry, Senior Project Manager, or his or her designee, to act as its representative for the performance of this Agreement (“City’s Representative”). City’s Representative shall have the power to act on behalf of the City for all purposes under this Agreement except for increasing compensation. Contractor shall not accept direction or orders from any person other than the City’s Representative or his or her designee.

3.2.5 Contractor’s Representative. Contractor hereby designates Guy Smith, President, or his or her designee, to act as its representative for the performance of this Agreement (“Contractor’s Representative”). Contractor’s Representative shall have full authority to represent and act on behalf of the Contractor for all purposes under this Agreement. The Contractor’s Representative shall supervise and direct the Services, using his 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.

3.2.6 Coordination of Services. Contractor 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.

3.2.7 Standard of Care; Performance of Employees. Contractor 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. Contractor represents and maintains that it is skilled in the professional calling necessary to perform the Services. Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Contractor represents that it, its employees, and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Contractor 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 Contractor’s failure to comply with the standard of care provided for herein. 432
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Any employee of the Contractor or its sub-contractors 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 Contractor and shall not be re-employed to perform any of the Services or to work on the Project.

3.2.8 Period of Performance. Contractor shall perform and complete all Services under this Agreement within the term set forth in Section 3.1.2 above (“Performance Time”).

Contractor shall 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 provided separately in writing to the Contractor. Contractor agrees that if the Services are not completed within the aforementioned Performance Time and/or pursuant to any such completion schedule or Project milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged and agreed that the City will suffer damage.

3.2.9 Disputes. Should any dispute arise respecting the true value of any work done, of any work omitted, or of any extra work which Contractor may be required to do or respecting the size of any payment to Contractor during the performance of this Contract, Contractor shall continue to perform the Work while said dispute is decided by the City. If Contractor disputes the City’s decision, Contractor shall have such remedies as may be provided by law.

3.2.10 Laws and Regulations; Employee/Labor Certifications. Contractor 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, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor 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. City is a public entity of the State of California subject to certain provisions of the Health & Safety Code, Government Code, Public Contract Code, and Labor Code of the State. It is stipulated and agreed that all provisions of the law applicable to the public contracts of a municipality are a part of this Agreement to the same extent as though set forth herein and will be complied with.

3.2.10.1 Employment Eligibility; Contractor. Contractor 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 subsubconsultants to comply with the same. Contractor 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 Labor Certification. By its signature hereunder, Contractor 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 Workers’ 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.

3.2.10.3 Equal Opportunity Employment. Contractor represents that it is an equal opportunity employer, and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to 433
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initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Contractor shall 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.

3.2.10.4 Air Quality. Contractor must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the California Air Resources Board (CARB). Contractor shall specifically be aware of the CARB limits and requirements’ application to “portable equipment”, which definition is considered by CARB to include any item of equipment with a fuel-powered engine. Contractor shall indemnify City against any fines or penalties imposed by CARB or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Contractor, its subcontractors, or others for whom Contractor is responsible under its indemnity obligations provided for in this Agreement.

3.2.10.5 Water Quality Management and Compliance. To the extent applicable, Contractor’s Services must account for, and fully comply with, all local, state and federal laws, rules and regulations that may impact water quality compliance, including, without limitation, all applicable provisions of the Federal Water Pollution Control Act (33 U.S.C. §§ 1300); the California Porter-Cologne Water Quality Control Act (Cal Water Code §§ 13000-14950); laws, rules and regulations of the Environmental Protection Agency and the State Water Resources Control Board; the City’s ordinances regulating discharges of storm water; and any and all regulations, policies, or permits issued pursuant to any such authority regulating the discharge of pollutants, as that term is used in the Porter-Cologne Water Quality Control Act, to any ground or surface water in the State. Failure to comply with the laws, regulations and policies described in this Section is a violation of law that may subject Contractor to penalties, fines, or additional regulatory requirements.

3.2.11 Insurance.

3.2.11.1 Minimum Requirements. Without limiting Contractor’s indemnification of City, and prior to commencement of the Services, Contractor 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. Contractor 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. Contractor 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 Contractor 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 Manager 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) Umbrella or Excess Liability Insurance. Contractor may opt to utilize umbrella or excess liability insurance in meeting insurance requirements. In such 434
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circumstances, Contractor may obtain and maintain an umbrella or excess liability insurance policy with limits that will provide bodily injury, personal injury, and property damage liability coverage at least as broad as the primary coverages set forth above, including commercial general liability and employer’s liability. Such policy or policies shall include the following terms and conditions:
(a) 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;
(b) Pay on behalf of wording as opposed to
reimbursement;
(c) Concurrency of effective dates with primary
policies; and
(d) Policies shall “follow form” to the underlying
primary policies.
(e) Insureds under primary policies shall also be
insureds under the umbrella or excess policies.
(D) Workers’ Compensation Insurance. Contractor shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000). Contractor shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers, and representatives. (E) Fidelity Coverage. Reserved.
(F) Cyber Liability Insurance. Reserved.
(G) Pollution Liability Insurance. Reserved.

3.2.11.2 Other Provisions and Requirements.
(A) Proof of Insurance. Contractor 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 contract.

City reserves the right to require complete, certified copies of all required insurance policies, at any time.
(B) Duration of Coverage. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the work hereunder by Contractor, his/her agents, representatives, employees, or subconsultants. (C) Primary/Non-Contributing. Coverage provided by Contractor 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 435
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combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to protect it as a named insured.
(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 Contractor, or City will withhold amounts sufficient to pay premium from Contractor payments. In the alternative, City may cancel 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, and their respective agents, officials, employees, volunteers, and representatives, or shall specifically allow Contractor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers, and representatives, and shall require similar written express waivers and insurance clauses from each of its subcontractors. (G) Enforcement of Contract Provisions (non estoppel). Contractor acknowledges and agrees that any actual or alleged failure on the part of the City to inform Contractor 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 Contractor maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Contractor. 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. Contractor 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, its elected or appointed officers, and their respective agents, officials, 436
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employees, volunteers, and representatives, shall be additional insureds 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 Contractor’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. Contractor agrees to ensure that its subconsultants, sub-contractors, and any other party involved with the Project who is brought onto or involved in the project by Contractor, provide the same minimum insurance coverage and endorsements required of Contractor. Contractor 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. Contractor agrees that upon request, all agreements with consultants, subcontractors, and others engaged in the Project will be submitted to City for review. (N) City’s Right to Revise Specifications. The City or its Risk Manager reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Contractor ninety (90) days advance written notice of such change. If such change results in cost to the Contractor, the City and Contractor may renegotiate Contractor’s compensation. If the City reduces the insurance requirements, the change shall go into effect immediately and require no advanced written notice. (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. Contractor shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Contractor’s performance under this Agreement, and that involve or may involve coverage under any of the required liability policies.
(Q) Additional Insurance. Contractor 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 work.

3.2.12 Safety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Contractor 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. Safety precautions, where applicable, shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or 437
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injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures.

3.2.13 Bonds.

3.2.13.1 Performance Bond. If required by law or otherwise specifically requested by City in Exhibit “C” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Agreement a Performance Bond in the amount of the total, not-to-exceed compensation indicated in this Agreement, and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until it has been received and approved by the City.

3.2.13.2 Payment Bond. If required by law or otherwise specifically requested by City in Exhibit “C” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Agreement a Payment Bond in the amount of the total, not-to-exceed compensation indicated in this Agreement, and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until it has been received and approved by the City.

3.2.13.3 Bond Provisions. Should, in City’s sole opinion, any bond become insufficient, or any surety be found to be unsatisfactory, Contractor shall renew or replace the affected bond within ten (10) days of receiving notice from City. In the event the surety or Contractor intends to reduce or cancel any required bond, at least thirty (30) days prior written notice shall be given to the City, and Contractor shall post acceptable replacement bonds at least ten (10) days prior to expiration of the original bonds. No further payments shall be deemed due or will be made under this Agreement until any replacement bonds required by this Section are accepted by the City. To the extent, if any, that the total compensation is increased in accordance with the Agreement, the Contractor shall, upon request of the City, cause the amount of the bonds to be increased accordingly and shall promptly deliver satisfactory evidence of such increase to the City. To the extent available, the bonds shall further provide that no change or alteration of the Agreement (including, without limitation, an increase in the total compensation, as referred to above), extensions of time, or modifications of the time, terms, or conditions of payment to the Contractor, will release the surety. If the Contractor fails to furnish any required bond, the City may terminate this Agreement for cause.

3.2.13.4 Surety Qualifications. Only bonds executed by an admitted surety insurer, as defined in Code of Civil Procedure Section 995.120, shall be accepted. The surety must be a California-admitted surety with a current A.M. Best’s rating no less than A:VIII and satisfactory to the City. If a California-admitted surety insurer issuing bonds does not meet these requirements, the insurer will be considered qualified if it is in conformance with Section 995.660 of the California Code of Civil Procedure, and proof of such is provided to the City.

3.2.14 Accounting Records. Contractor shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Contractor 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. Contractor 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.

3.2.15 Work Sites.
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3.2.15.1 Inspection of Site. Contractor shall visit sites where Services are to be performed and shall become acquainted with all conditions affecting the Services prior to commencing the Services. Contractor shall make such examinations as it deems necessary to determine the condition of the work sites, its accessibility to materials, workmen and equipment, and to determine Contractor’s ability to protect existing surface and subsurface improvements.

No claim for allowances–time or money–will be allowed as to such matters after commencement of the Services.

3.2.15.2 Field Measurements. Contractor shall make field measurements, verify field conditions, and shall carefully compare such field measurements and conditions and other information known to Contractor with the Contract, including any plans, specifications, or scope of work before commencing Services. Errors, inconsistencies, or omissions discovered shall be reported to the City immediately and prior to performing any Services or altering the condition.

3.2.15.3 Hazardous Materials and Differing Conditions. Should Contractor encounter material reasonably believed to be polychlorinated biphenyl (PCB) or other toxic wastes, hazardous substances and hazardous materials as defined in California state or federal law at the site which have not been rendered harmless, the Contractor shall immediately stop work at the affected area and shall report the condition to the City in writing. The City shall contract for any services required to directly remove and/or abate PCBs, hazardous substances, other toxic wastes, and hazardous materials, and shall not require the Contractor to subcontract for such services. The Services in the affected area shall not thereafter be resumed except by written agreement of the City and Contractor.

3.2.16 Loss and Damage. Contractor shall be responsible for all loss and damage which may arise out of the nature of the Services agreed to herein, or from the action of the elements, or from any unforeseen difficulties which may arise or be encountered in the prosecution of the Services until the same is fully completed and accepted by City.

3.2.17 Warranty. Contractor warrants all Services under the Agreement (which for purposes of this Section shall be deemed to include unauthorized work which has not been removed and any non-conforming materials incorporated into the work) to be of good quality and free from any defective or faulty material and workmanship. Contractor agrees that for a period of one year (or the period of time specified elsewhere in the Agreement or in any guarantee or warranty provided by any manufacturer or supplier of equipment or materials incorporated into the work, whichever is later) after the date of final acceptance, Contractor shall within ten (10) days after being notified in writing by the City of any defect in the Services or non-conformance of the Services to the Agreement, commence and prosecute with due diligence all Services necessary to fulfill the terms of the warranty at its sole cost and expense. Contractor shall act sooner as requested by the City in response to an emergency. In addition, Contractor shall, at its sole cost and expense, repair and replace any portions of the work (or work of other contractors) damaged by its defective Services or which becomes damaged in the course of repairing or replacing defective work. For any work so corrected, Contractor’s obligation hereunder to correct defective work shall be reinstated for an additional one (1) year period, commencing with the date of acceptance of such corrected work. Contractor shall perform such tests as the City may require to verify that any corrective actions, including, without limitation, redesign, repairs, and replacements comply with the requirements of the Agreement. All costs associated with such corrective actions and testing, including the removal, replacement, and reinstitution of equipment and materials necessary to gain access, shall be the sole responsibility of the Contractor. All warranties and guarantees of subcontractors, suppliers, and manufacturers with respect to any portion of the work, whether express or implied, are deemed to be obtained by Contractor for the 439
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benefit of the City, regardless of whether or not such warranties and guarantees have been transferred or assigned to the City by separate agreement and Contractor agrees to enforce such warranties and guarantees, if necessary, on behalf of the City. In the event that Contractor fails to perform its obligations under this Section, or under any other warranty or guaranty under this Agreement, to the reasonable satisfaction of the City, the City shall have the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor's sole expense. Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand.

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 “C” attached hereto and incorporated herein by reference. The total compensation shall not exceed Two Hundred Thousand Dollars ($200,000) per fiscal year without written approval of the City Council or City Manager, as applicable.

3.3.2 Payment of Compensation. Contractor shall submit to City monthly invoices which provides a detailed description of the Services and hours rendered by Contractor. City shall, within thirty (30) days of receiving such statement, review the statement and pay all non-disputed and approved charges. Contractor 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 Contractor to submit a timely invoice shall constitute a waiver of its right to final payment. Payment shall not constitute acceptance of any Services completed by Contractor. The making of final payment shall not constitute a waiver of any claims by the City for any reason whatsoever.

3.3.2.1 Retainer. Reserved.

3.3.3 Deductions. City may deduct or withhold, as applicable, from each progress payment an amount necessary to protect City from loss because of: (1) stop payment notices as allowed by state law; (2) unsatisfactory prosecution of the Services by Contractor; (3) sums representing expenses, losses, or damages as determined by the City, incurred by the City for which Contractor is liable under the Agreement; and (4) any other sums which the City is entitled to recover from Contractor under the terms of the Agreement or pursuant to state law, including Section 1727 of the California Labor Code. The failure by the City to deduct any of these sums from a progress payment shall not constitute a waiver of the City's right to such sums.

3.3.4 Reimbursement for Expenses. Contractor shall not be reimbursed for any expenses unless authorized in writing by City.

3.3.5 Extra Work. At any time during the term of this Agreement, City may request that Contractor 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. Contractor shall not perform, nor be compensated for, Extra Work without written authorization from City’s Representative.

3.3.6 Prevailing Wages. Contractor 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 440
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“maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $15,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Contractor 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 Contractor’s principal place of business and at the Project site. Contractor shall defend, indemnify, and hold the City, its elected or appointed officers, and their respective agents, officials, employees, 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. It shall be mandatory upon the Contractor and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). The requirement to submit certified payroll records directly to the Labor Commissioner under Labor Code section 1771.4 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Section 1771.4.

3.3.7 Registration/DIR Compliance. If the Services are being performed as part of an applicable “public works” or “maintenance” project, and if the total compensation is $15,000 or more, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Contractor and all subcontractors performing such Services must be registered with the Department of Industrial Relations. Contractor shall maintain registration for the duration of the Project and require the same of any subcontractors, as applicable. This Project may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Contractor’s sole responsibility to comply with all applicable registration and labor compliance requirements.

Any stop orders issued by the Department of Industrial Relations against Contractor or any subcontractor that affect Contractor’s performance of Services, including any delay, shall be Contractor’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Contractor caused delay and shall not be compensable by the City. Contractor shall defend, indemnify, and hold the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers, and representatives free and harmless from any claim or liability arising out of stop orders issued by the Department of Industrial Relations against Contractor or any subcontractor.

3.4 Termination of Agreement.

3.4.1 Grounds for Termination. City may, by written notice to Contractor, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Contractor of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Contractor shall be compensated only for those Services which have been adequately rendered to City, and Contractor shall be entitled to no further compensation. Contractor may not terminate this Agreement except for cause.

3.4.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Contractor to provide all finished or unfinished information of any kind prepared by Contractor in connection with the performance of Services under this Agreement. Contractor shall be required to provide such document and other information within fifteen (15) days of the request. 441
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3.4.3 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.

3.5 General Provisions.

3.5.1 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:

Contractor: St. Francis Electric, LLC
975 Carden Street
San Leandro, CA 94577
ATTN: Guy Smith
City: City of Palm Desert
73-510 Fred Waring Drive
Palm Desert, CA 92260-2578
ATTN: Public Works
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.

3.5.2 Indemnification.

3.5.2.1 Scope of Indemnity. To the fullest extent permitted by law, Contractor shall defend, indemnify and hold the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers and representatives free and harmless from any and all claims, demands, causes of action, suits, actions, proceedings, costs, expenses, liability, judgments, awards, decrees, settlements, loss, damage or injury of any kind, in law or equity, regardless of whether the allegations are false, fraudulent, or groundless, to property or persons, including wrongful death, (collectively, “Claims”) in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Contractor, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of all expert witness fees, attorneys’ fees and other related costs and expenses except such Claims caused by the sole or active negligence or willful misconduct of the City.

3.5.2.2 Additional Indemnity Obligations. Contractor shall defend, with counsel of City’s choosing and at Contractor’s own cost, expense, and risk, any and all Claims covered by this section that may be brought or instituted against the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers and representatives. In addition, Contractor shall pay and satisfy any judgment, award or decree that may be rendered against the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers, and representatives as part of any such claim, suit, action, or other proceeding.

Contractor shall also reimburse City for the cost of any settlement paid by the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers, and representatives as part of any such claim, suit, action, or other proceeding. Such reimbursement shall include payment for City’s attorney’s fees and costs, including expert witness fees. 442
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Contractor shall reimburse the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers, and representatives, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided.

Contractor’s obligation to indemnify shall survive expiration or termination of this Agreement, and shall not be restricted to insurance proceeds, if any, received by the Contractor, the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers, and representatives.

3.5.3 Governing Law; Government Code Claim Compliance. This Agreement shall be governed by the laws of the State of California. Venue shall be in Riverside County. In addition to any and all Agreement requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Contractor must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims, and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Contractor. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Contractor shall be barred from bringing and maintaining a valid lawsuit against the City.

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

3.5.5 City’s Right to Employ Other Contractors. City reserves right to employ other contractors in connection with this Project.

3.5.6 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.

3.5.7 Assignment or Transfer. Contractor shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.

3.5.8 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 Contractor include all personnel, employees, agents, and subcontractors of Contractor, except as otherwise specified in this Agreement. All references to the City include its elected or appointed officers, and their respective agents, officials, employees, 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.

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

3.5.10 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, 443
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privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel or otherwise.

3.5.11 No Third-Party Beneficiaries. Except to the extent expressly provided for in Section 3.5.7, there are no intended third-party beneficiaries of any right or obligation assumed by the Parties.

3.5.12 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.

3.5.13 Prohibited Interests. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor 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 Contractor, 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.

3.5.14 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.

3.5.15 Authority to Enter Agreement. Contractor 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.

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

3.5.17 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. This Agreement may only be modified by a writing signed by both parties.

3.5.18 Federal Provisions. Reserved.
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SIGNATURE PAGE TO MAINTENANCE SERVICES AGREEMENT

BY AND BETWEEN THE CITY OF PALM DESERT
AND ST. FRANCIS ELECTRIC, 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:

Chris Escobedo
Interim City Manager
Attest:

By:

Anthony J. Mejia
City Clerk
Approved as to form:

By:

Isra Shah
Best Best & Krieger LLP
City Attorney
ST. FRANCIS ELECTRIC, LLC, A LIMITED

LIABILITY COMPANY
By:

Guy Smith
President
Contractor’s License Number and
Classification
DIR Registration Number (if applicable)
City Clerk QC: _____
Contracts QC: _____
Insurance:
_____
Initial Review
_____
Final Approval
_____
Bonds
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Exhibit “A”
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EXHIBIT “A”

SCOPE OF SERVICES
 Emergency On-Call Support
o Provide after-hours and weekend emergency response for traffic signal malfunctions, knockdowns, or other urgent traffic control issues. o Maintain a 24/7 contact line with the ability to respond on-site within a specified timeframe (e.g., 60 minutes).
o Coordinate closely with City staff and law enforcement during incidents.  Traffic Equipment Knockdown Response
o Respond to and assess damage from knockdowns involving traffic signals, poles, cabinets, and related equipment.
o Secure damaged areas and provide temporary repairs or traffic control as needed.
o Document incident details and support coordination with insurance or liability claims.
 Preventive Maintenance Inspections
o Conduct routine inspections of traffic signals, cabinets, pedestrian push buttons, detection systems, and other field equipment.
o Perform basic servicing such as cleaning, tightening connections, checking signal timing, and replacing worn components.
o Provide inspection reports and flag any corrective maintenance needs.  Minor Construction and Field Modifications
o Install or modify signal loops, pedestrian detectors, and signal heads. o Add or reconfigure signal phasing, such as installing right-turn overlap movements or split phase operations.
o Support implementation of small capital projects or pilot installations as directed by City staff.
o Perform minor civil work, such as trenching, conduit installation, or mounting hardware.
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EXHIBIT “B”

SCHEDULE OF SERVICES
Reserved.
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EXHIBIT “C”

COMPENSATION
The total annual compensation shall not exceed Two Hundred Thousand Dollars ($200,000) per fiscal year. Payment and Performance Bonds apply and will follow after compensation. 448
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PERFORMANCE BOND
KNOW ALL PERSONS BY THESE PRESENTS:

THAT WHEREAS, the City of Palm Desert (hereinafter referred to as “City”) has awarded to Sy. Francis Electric, LLC, (hereinafter referred to as the “Contractor”) an agreement for OnCall Traffic Signal Maintenance & Emergency Response Services Project (hereinafter referred to as the “Project”).

WHEREAS, the work to be performed by the Contractor is more particularly set forth in the Contract Documents for the Project dated July 10, 2025, (hereinafter referred to as “Contract Documents”), the terms and conditions of which are expressly incorporated herein by reference; and
WHEREAS, the Contractor is required by said Contract Documents to perform the terms thereof and to furnish a bond for the faithful performance of said Contract Documents.

NOW, THEREFORE, we, St. Francis Electric, LLC, the undersigned Contractor and _____________________________________________ as Surety, a corporation organized and duly authorized to transact business under the laws of the State of California, are held and firmly bound unto the City in the annual sum of Two Hundred Thousand Dollars, ($200,000), said sum being not less than one hundred percent (100%) of the total amount of the Contract, for which amount well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors and assigns, jointly and severally, firmly by these presents.

THE CONDITION OF THIS OBLIGATION IS SUCH, that, if the Contractor, his or its heirs, executors, administrators, successors or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions and agreements in the Contract Documents and any alteration thereof made as therein provided, on its part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their intent and meaning; and shall faithfully fulfill all obligations including the one-year guarantee of all materials and workmanship; and shall indemnify and save harmless the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers and representatives, as stipulated in said Contract Documents, then this obligation shall become null and void; otherwise it shall be and remain in full force and effect.

As a condition precedent to the satisfactory completion of the Contract Documents, unless otherwise provided for in the Contract Documents, the above obligation shall hold good for a period of one (1) year after the acceptance of the work by City, during which time if Contractor shall fail to make full, complete, and satisfactory repair and replacements and totally protect the City from loss or damage resulting from or caused by defective materials or faulty workmanship, Surety shall undertake and faithfully fulfill all such obligations. The obligations of Surety hereunder shall continue so long as any obligation of Contractor remains. Nothing herein shall limit the City’s rights or the Contractor or Surety’s obligations under the Contract, law, or equity, including, but not limited to, California Code of Civil Procedure section 337.15.

Whenever Contractor shall be, and is declared by the City to be, in default under the Contract Documents, the Surety shall remedy the default pursuant to the Contract Documents, or shall promptly, at the City’s option:
(1) Take over and complete the Project in accordance with all terms and conditions in the Contract Documents; or
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(2) Obtain a bid or bids for completing the Project in accordance with all terms and conditions in the Contract Documents and upon determination by Surety of the lowest responsive and responsible bidder, arrange for a Contract between such bidder, the Surety and the City, and make available as work progresses sufficient funds to pay the cost of completion of the Project, less the balance of the contract price, including other costs and damages for which Surety may be liable. The term “balance of the contract price” as used in this paragraph shall mean the total amount payable to Contractor by the City under the Contract and any modification thereto, less any amount previously paid by the City to the Contractor and any other set offs pursuant to the Contract Documents.
(3) Permit the City to complete the Project in any manner consistent with local, California and federal law and make available as work progresses sufficient funds to pay the cost of completion of the Project, less the balance of the contract price, including other costs and damages for which Surety may be liable. The term “balance of the contract price” as used in this paragraph shall mean the total amount payable to Contractor by the City under the Contract and any modification thereto, less any amount previously paid by the City to the Contractor and any other set offs pursuant to the Contract Documents.

Surety expressly agrees that the City may reject any contractor or subcontractor which may be proposed by Surety in fulfillment of its obligations in the event of default by the Contractor.

Surety shall not utilize Contractor in completing the Project nor shall Surety accept a bid from Contractor for completion of the Project if the City, when declaring the Contractor in default, notifies Surety of the City’s objection to Contractor’s further participation in the completion of the Project.

The Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract Documents or to the Project to be performed thereunder shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract Documents or to the Project, including but not limited to the provisions of sections 2819 and 2845 of the California Civil Code.
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Contract No. ___________
IN WITNESS WHEREOF, we have hereunto set our hands and seals this _______ day of ______________, 20____.
(Corporate Seal)
Contractor/ Principal
By ____________________ ____
Printed name: _______________________
Title: ______________________________
(Corporate Seal) Surety
By: ________________________________
Printed Name: _______________________
Attorney-in-Fact
(Attach Attorney-in-Fact Certificate)
Signatures of those signing for the Contractor and Surety must be notarized and evidence of corporate authority attached.

The rate of premium on this bond is ____________ per thousand. The total amount of premium charges, $_______________________________.
(The above must be filled in by corporate attorney.)

THIS IS A REQUIRED FORM
Any claims under this bond may be addressed to:
(Name and Address of Surety)
(Name and Address of Agent or
Representative for service of
process in California, if different
from above)
(Telephone number of Surety and
Agent or Representative for
service of process in California)
NOTE: A copy of the Power-of-Attorney authorizing the person signing on behalf of the Surety to do so must be attached hereto.
451
Contract No. ___________
NOTE: This acknowledgment is to be completed for Contractor/Principal.

Notary Acknowledgment
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 CALIFORNIA
COUNTY OF ______________
On , 20___, before me, _______________________________, 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 of Notary Public

OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT Individual
Corporate Officer
Title(s) Title or Type of Document
Partner(s) Limited
General Number of Pages
Attorney-In-Fact
Trustee(s)
Guardian/Conservator Date of Document
Other:

Signer is representing:

Name Of Person(s) Or Entity(ies)
Signer(s) Other Than Named Above
452
Contract No. ___________
NOTE: This acknowledgment is to be completed for the Attorney-in-Fact. The Power-of-Attorney to local representatives of the bonding company must also be attached.

STATE OF CALIFORNIA
COUNTY OF ______________
On , 20___, before me, _______________________________, 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 of Notary Public

Signer is representing:

Name Of Person(s) Or Entity(ies)
Signer(s) Other Than Named Above
453
Contract No. ___________

PAYMENT BOND
KNOW ALL PERSONS BY THESE PRESENTS That
WHEREAS, the City of Palm Desert (hereinafter designated as the “City”), by action taken or a resolution passed July 10, 2025, has awarded to St. Francis Electric, LLC, hereinafter designated as the “Principal,” a contract for the work described as follows:

On-Call Traffic Signal Maintenance & Emergency Response Services Project (the “Project”).; and
WHEREAS, the work to be performed by the Principal is more particularly set forth in the Contract Documents for the Project dated July 10, 2025, (“Contract Documents”), the terms and conditions of which are expressly incorporated by reference; and WHEREAS, said Principal is required to furnish a bond in connection with said contract; providing that if said Principal or any of its Subcontractors shall fail to pay for any materials, provisions, provender, equipment, or other supplies used in, upon, for or about the performance of the work contracted to be done, or for any work or labor done thereon of any kind, or for amounts due under the Unemployment Insurance Code or for any amounts required to be deducted, withheld, and paid over to the Employment Development Department from the wages of employees of said Principal and its Subcontractors with respect to such work or labor the Surety on this bond will pay for the same to the extent hereinafter set forth.

NOW THEREFORE, we, the Principal and __________________________ as Surety, are held and firmly bound unto the City in the penal annual sum of Two Hundred Thousand Dollars, ($200,000) lawful money of the United States of America, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents.

THE CONDITION OF THIS OBLIGATION IS SUCH that if said Principal, his or its subcontractors, heirs, executors, administrators, successors or assigns, shall fail to pay any of the persons named in Section 9100 of the Civil Code, fail to pay for any materials, provisions or other supplies, used in, upon, for or about the performance of the work contracted to be done, or for any work or labor thereon of any kind, or amounts due under the Unemployment Insurance Code with respect to work or labor performed under the contract, or for any amounts required to be deducted, withheld, and paid over to the Employment Development Department or Franchise Tax Board from the wages of employees of the contractor and his subcontractors pursuant to Section 18663 of the Revenue and Taxation Code, with respect to such work and labor the Surety or Sureties will pay for the same, in an amount not exceeding the sum herein above specified, and also, in case suit is brought upon this bond, all litigation expenses incurred by City in such suit, including reasonable attorneys’ fees, court costs, expert witness fees and investigation expenses.

This bond shall inure to the benefit of any of the persons named in Section 9100 of the Civil Code so as to give a right of action to such persons or their assigns in any suit brought upon this bond.

It is further stipulated and agreed that the Surety on this bond shall not be exonerated or released from the obligation of this bond by any change, extension of time for performance, addition, alteration or modification in, to, or of any contract, plans, specifications, or agreement pertaining or relating to any scheme or work of improvement herein above described, or pertaining or relating to the furnishing of labor, materials, or equipment therefore, nor by any change or modification of any terms of payment or extension of the time for any payment pertaining or 454
Contract No. ___________
relating to any scheme or work of improvement herein above described, nor by any rescission or attempted rescission of the contract, agreement or bond, nor by any conditions precedent or subsequent in the bond attempting to limit the right of recovery of claimants otherwise entitled to recover under any such contract or agreement or under the bond, nor by any fraud practiced by any person other than the claimant seeking to recover on the bond and that this bond be construed most strongly against the Surety and in favor of all persons for whose benefit such bond is given, and under no circumstances shall Surety be released from liability to those for whose benefit such bond has been given, by reason of any breach of contract between the owner or City and original contractor or on the part of any obligee named in such bond, but the sole conditions of recovery shall be that claimant is a person described in Section 9100 of the Civil Code, and has not been paid the full amount of his claim and that Surety does hereby waive notice of any such change, extension of time, addition, alteration or modification herein mentioned and the provisions of sections 2819 and 2845 of the California Civil Code.
[SIGNATURES ON NEXT PAGE]
455
Contract No. ___________
IN WITNESS WHEREOF, we have hereunto set our hands and seals this _______ day of ______________, 20__.
(Corporate Seal)
Contractor/ Principal
By ____________________ ____
Printed name: _______________________
Title: ______________________________
(Corporate Seal) Surety
By: ________________________________
Printed Name: _______________________
Attorney-in-Fact
(Attach Attorney-in-Fact Certificate)
Signatures of those signing for the Contractor and Surety must be notarized and evidence of corporate authority attached. A Power-of-Attorney authorizing the person signing on behalf of the Surety to do so much be attached hereto.

NOTE: A copy of the Power-of-Attorney authorizing the person signing on behalf of the Surety to do so must be attached hereto.
456
Contract No. ___________
NOTE: This acknowledgment is to be completed for Contractor/Principal.

STATE OF CALIFORNIA
COUNTY OF ______________
On _________________, 20___, before me, _______________________________, 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 of Notary Public

Signer is representing:

Name Of Person(s) Or Entity(ies)
Signer(s) Other Than Named Above
457
Contract No. ___________
NOTE: This acknowledgment is to be completed for the Attorney-in-Fact. The Power-of-Attorney to local representatives of the bonding company must also be attached.

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 of Notary Public

Signer is representing:

Name Of Person(s) Or Entity(ies)
Signer(s) Other Than Named Above
458
Request for Proposals to

CITY OF PALM DESERT

FOR ON-CALL TRAFFIC SIGNAL MAINTENANCE & EMERGENCY RESPONSE SERVICES RFP# 2025-RFP-192
Request for Proposal to the City of Palm Desert
Presented by: St Francis Electric
2100 Iowa Avenue, Riverside, CA 92507
“Experience, Quality & Reliability…”
Due by: June 25, 2025 @ 2:00 p.m.
459

TABLE OF CONTENTS

1. COVER LETTER .......................................................................................................................................... 1

2. EXPERIENCE AND TECHNICAL COMPETENCE ...................................................................................... 2 A. BACKGROUND........................................................................................................................... 2 B. REFERENCES ................................................................................................................................ 7

3. FIRM STAFFING AND KEY PERSONNEL .................................................................................................... 8 A. STAFFING..................................................................................................................................... 8 B. KEY PERSONNEL .......................................................................................................................... 9 C. TEAM ORGANIZATION ............................................................................................................... 9 D. SUBCONTRACTORS .................................................................................................................. 10

4. PROPOSED METHOD TO ACCOMPLISH THE WORK ........................................................................... 11 460
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St. Francis Electric | A and C-10 Licensed Contractor | 2100 Iowa Ave. Riverside, CA 92507 stfranciselectric.com – Phone (951) 203-4586 – 24/7/365 Traffic Signal Service 1-(844)-LIGHT88 2

2. Experience and Technical Competence
A. Background:

SFE has been in the electrical business for 79 years. We have provided a track record of success in the contracting and in the maintenance divisions, over these 79 years. With over 250+ employees, we have the senior management team to allow for continued growth and have the path of growth to succeed. We have seen tremendous changes in our industry and have grown our business along the lines of longevity and stability. We have matured as a company from the early days of SFE into a leader in our industry. We pride ourselves on a close working relationship with our clients and we have continued to create new and lasting relationships with all of them. SFE has extensive experience in the maintenance work that is being requested. SFE owns and operates approximately 100+ service vehicles of various types and sizes throughout California.

We maintain management of all our costs and expenses. Having been in the Electrical business for these 79 years length of time, we have crafted special relationships with our suppliers and our financial backing. We have worked on projects that have been worth over 20 million dollars and have successfully secured the financing and the manpower to produce the finest work and craftsmanship in this business proving that SFE is the best qualified to provide the services as described in this RFP. We intend to bring our years of experience to this maintenance proposal.

SFE has extensive experience in the maintenance work that is being requested. SFE to help ensure safety, our maintenance crews use hydraulic “bucket” trucks with aerial lifts which are Occupational Safety and Health Administration (OSHA) approved, inspected, and certified as required by law. Our bucket trucks are typically equipped with the most common traffic signal gear, poles, and street light replacement parts to service most emergency responses such as knock downs. In addition, SFE’s vehicles are equipped with a permanently mounted arrow board/stick, warning beacon/strobe lights, traffic cones & construction warning signs.

Our “bucket truck” hydraulic lift is capable of reaching a height of at least forty (40) feet from roadway surfaces. Additionally, SFE houses a minimum of 2 crane truck at our yard. Our technicians are equipped with necessary laptops for the programming/testing of traffic signal controllers, CMU/MMU, Camera monitoring (CCTV, Video, etc.), and various equipment. In addition, all SFE employees will be equipped with a smartphone/mobile tablet with 5G access capable of email, text, photo, and internet. SFE is committed to maintaining an inventory of all signal equipment used by the City of Palm Desert. This commitment will ensure the City avoiding long wait time on some equipment such as traffic signal poles.

We maintain these types of services to create the applications needed to keep SFE in the leading edge of services that are provided as part of our core business. We take great pride in our value-added services and how we can be relied on for a complete package of services in the Transportation areas.

SFE’s Maintenance Division Management Team has extensive experience of more than 50 years in serving the governmental needs as well as in charge of municipalities’ maintenance programs as government employees. Shenoa Townsend will be the Project Manager and Guy Smith will be the Management contact that is authorized to sign an agreement for St. Francis Electric. 462
St. Francis Electric | A and C-10 Licensed Contractor | 2100 Iowa Ave. Riverside, CA 92507 stfranciselectric.com – Phone (951) 203-4586 – 24/7/365 Traffic Signal Service 1-(844)-LIGHT88 3 Number of Years Company has Provided Services and Company Ownership St. Francis Electric, LLC is a Limited Liability Company. Doing business in the state of California. SFE is not owned by another business organization or individual. SFE has been conducting business as St. Francis Electric, LLC. for 10 years and providing the services as outlined in the RFP; however, SFE has been in business for 79 years. Our Headquarters is located at 975 Carden St, San Leandro, CA 94577 with many satellite offices located throughout California including Riverside. The Riverside location opened its doors on November 1, 2015, and is the location from which the employees are assigned. SFE has over 25 years of experience providing similar services to cities within San Bernardino County alone. Our contractor’s license number is 1003811 for A, C-10 classifications and it expires on 5/31/27. Our DIR# is 1000022208.

St. Francis Electric Availability
SFE understands the importance of maintaining a functional traffic signal system for the City’s public reception and safety concerns. SFE has 15+ employees locally available to service the City of Palm Desert and 250+ employees throughout California. We also have a technician that resides in the City of Palm Desert available to respond to after-hours calls. SFE promises to make available for the City of Palm Desert on a 365/24/7 basis to perform tasks and services under this contract. SFE as a company has an excellent reputation performing traffic signal maintenance contract work on time and on budget. We are confident that our existing clients are greatly satisfied with our services and will be providing positive feedback and recommendations. SFE will make every effort to satisfy the City of Palm Desert in responding to the 24/7 emergency calls. SFE will respond immediately within two (2) hours of notification to emergency and accident work under normal conditions. All of our technicians drive their bucket trucks home and often times have technicians working in neighboring cities daily making it possible to respond in a timely manner for unscheduled, after-hours and emergency work.

SFE’s Experience
It is always the goal of SFE to hone our service around a City’s needs. We understand that throughout the term of a contract of this type, those needs may change. We approach all our contracts with the same vision; build a partnership with the City’s staff and work towards achieving common goals set forth through that partnership. We realize that this is an ever-evolving process and that is why we believe that the only successful route is through establishing these common goals. SFE’s account management team as well as our field staff will work closely with the City in order to make sure that all of your requests are being effectively addressed. We make every effort to ensure that the City’s staff is always aware of issues that are in need of attention.

Key Contact Information:

Headquarters Southern California Region Southern California Region St. Francis Electric, LLC Jill Petrie – SoCal Area Manager Shenoa Townsend 975 Carden Street SoCal Area Manager Project Manager
San Leandro, CA 94577 2100 Iowa Ave 2100 Iowa Ave
Office: (510) 639-0639 Riverside, CA 92507 Riverside, CA 92507 Fax: (510) 639-4653 (951) 203-4586 (951) 906-7626
[email protected] [email protected]
463
St. Francis Electric | A and C-10 Licensed Contractor | 2100 Iowa Ave. Riverside, CA 92507 stfranciselectric.com – Phone (951) 203-4586 – 24/7/365 Traffic Signal Service 1-(844)-LIGHT88 4 Employee Quality Control
Safety is the top priority within SFE. In order to operate as a larger general electrical contractor, SFE has developed a culture to always pay extra attention regarding safety. With our designated safety officer and safety team constantly going from job to job, SFE promises to plan and conduct the work in a manner that will safeguard all persons from injury in accordance with CAL OSHA regulations and will take precautions required by all other applicable government regulations.

SFE Safety Data – Within the Last 5 Years
To ensure good quality from SFE staff, we believe in proper foresight and preparation. We train our technicians to IMSA, OSHA, State specific requirements, Caltrans specs, and Vendor Specific standards. We supply the “right tools” for the job, from hand tools to heavy equipment. Once the proper tools and training are supplied, we can then progressively inspect and ensure proper production and quality levels are met.

We regularly and randomly inspect our technician’s quality and thoroughness. We strive to “see things” from our customers’ perspective. When performing maintenance on Traffic Signals and Street Lights, we believe that the efforts we put into the quality of our service prolongs the life and efficiency of the components, and The City of Palm Desert’s confidence in our work.

SFE’s Senior Management is fully committed to addressing the safety of today and beyond. We have established aggressive goals and have adopted a ZERO tolerance regarding safety compliance. Our focus on a Safer tomorrow is paramount to our future. The success in reaching our goals rests on the shoulders of each and every employee at SFE. With their knowledge, by their preparations, and through their practices, we can achieve these goals. We have identified a number of actions, and our efforts are doubled with regard to safety awareness. Since 2012, SFE has not received an OSHA citation. In addition, the renewed efforts are already being shown in Our Experience Modification Rate.

SFE has also recently won Best Rating per 250,000 – 500,000 man hours and featured in United Contractors Magazine for three years in a row. Having a great safety rating (A.K.A EMR/ MOD RATING) or ZERO injuries in the construction world is HUGE! General contractors and Project owners look at this mod rating as our “credit score” and our ability to perform the job safely! Maintaining a great EMR rating is critical when competing for work.
464
St. Francis Electric | A and C-10 Licensed Contractor | 2100 Iowa Ave. Riverside, CA 92507 stfranciselectric.com – Phone (951) 203-4586 – 24/7/365 Traffic Signal Service 1-(844)-LIGHT88 5 Training Programs
SFE has several training programs we use for our employees to ensure the highest quality, with the most up to date knowledge and training. We also review the latest maintenance procedures and suggestions from the industry, the industry periodicals and NECA, IMSA seminars, so that SFE can maintain our service capability to the latest industry guidelines.

We work with our Local Unions who have Apprenticeship and Training programs for Technical Application/Training, First Aid/CPR and also OSHA Safety.

Many of our staff are trainers in these programs and have the opportunity to instruct and mentor the electricians in the industry.

In-House SFE has many employees that have been in this industry for 40+ years, these Journeymen / Foremen / Mentors /Area Leads help to train, develop and grow our team with real life exposure and situations both in the field and at our in-shop training lab.

We work with all our field staff and project managers to help them acquire and maintain IMSA certified training and the State Certified National Electrical Certification. We feel the attainment of these types of certifications is a means for individuals to indicate to the general public, coworkers, agencies, and others that an impartial, nationally recognized organization has determined that they are qualified to perform specific technical tasks by virtue of their technical knowledge and experiences. Certification also bestows a sense of achievement upon the certified individual since it reflects professional advancement in a chosen field. We encourage all of our technicians to be certified in Work Zone Safety, TS Level I, II and III and Roadway Lighting Levels I, & II. We employ several employees who have gone beyond these certifications.

IMSA currently offers certification in the following fields:
• Electronics in Traffic Signals
• Fiber Optics for ITS
• Flagging and Basic Traffic Control
• Microprocessors in Traffic Signals
• Roadway Lighting
• Signs and Markings
• Traffic Signals
• Traffic Signal Inspector
• Work Zone Traffic Control Safety
SFE Technicians and Project managers also receive specialized training from LRN Transportation. LRN Transportation has developed a comprehensive program in the areas of signal operation and maintenance to upgrade the skills of traffic signal technicians, electricians, engineers, inspectors, contractors, and consultants. Their goal isto train in the latest equipment and technology to make experts of the personnel working in the traffic signal industry while learning the latest MUTCD, Caltrans and ADA regulations; build pedestrian-friendly streets; design, inspect and finalize safe traffic signal intersections. We have been trained and certified in several of these classes and also continue to take refresher courses to stay up to date on all industry changes.

We encourage our staff to attend these classes and make time available to attend these courses as needed.
465
St. Francis Electric | A and C-10 Licensed Contractor | 2100 Iowa Ave. Riverside, CA 92507 stfranciselectric.com – Phone (951) 203-4586 – 24/7/365 Traffic Signal Service 1-(844)-LIGHT88 6 SFE’s Primary, Headquarters and Satellite Office Locations St. Francis Electric’s Southern California office is the designated local office/yard for this project located at 2100 Iowa Ave, Riverside, CA 92507 in the County of Riverside. We currently provide these exact services to your neighboring cities, allowing for our technicians to always be in the neighborhood just minutes away - this allows for eyes on in the field of day-to-day operations of the intersections and emergency support when needed. SFE’s office has secured outdoor storage space sufficient for all the contract equipment, parts, components, and inventory. In addition to the outdoor storage, we also have ample warehouse indoor secured storage space necessary for these types of contracts. SFE’s Southern California shop is not only set up for our typical maintenance & response work but has the necessary room for growth to support the addition of many new customers, contracts and projects. SFE has a Southern California traffic signal lab located in Riverside County used for the testing and repairs of new/used equipment and the on-going training of field technicians in a controlled environment. SFE also has a testing lab facility located at our Headquarters office for these same types of services in that area. Since all of our offices are located in California, as seen below, they all provide services throughout Northern, Central and Southern California.

St. Francis Electric, LLC. (Primary Office) St. Francis Electric, LLC. (Headquarters) 2100 Iowa Ave 975 Carden St
Riverside, CA 92507 San Leandro, CA 94577
Other SFE Office Locations Include:
1850 West Imola Ave
Napa, CA 94559
230 Mayock Rd
Gilroy, CA 95020
341 Industrial Way
Woodland, CA 95776
Northern California Locations Southern California Locations

SFE’s Southern California office currently has contracts for Traffic Signal Maintenance Services with such Cities as: City of Colton, Corona, Downey, Grand Terrace, Indian Wells, Lancaster, La Quinta, Loma Linda, Palm Desert, Palm Springs, Rialto, Rosemead, County of San Bernardino Waste, Wildomar, Yorba Linda, and Town of Apple Valley as well as several projects with other cities throughout Southern California.

We graciously hope for the opportunity to work hand and hand with your City. 466
St. Francis Electric | A and C-10 Licensed Contractor | 2100 Iowa Ave. Riverside, CA 92507 stfranciselectric.com – Phone (951) 203-4586 – 24/7/365 Traffic Signal Service 1-(844)-LIGHT88 7 B. References:

St. Francis Electric has established a reputation of quality service with our Southern California team.

The field and office staff have provided maintenance/response services to public agencies for over two decades and continue to build strong relationships with new clients. We understand the value of our clients as well as their demands all while keeping the citizens’ safety in mind.

Client Client Project
Manager Addresses Email & Phone Info
Town of Apple Valley Brett Morgan 14955 Dale Evans Pkwy Apple Valley, CA 92307
[email protected]
(760) 403-8034
City of Colton Victor Ortiz 160 S. 10th St
Colton, CA 92324
[email protected]
(909) 514-4210
City of Corona Gabriel Hernandez 400 S. Vicentia Ave
Corona, CA 92882
[email protected]
(951) 279-3709
City of Downey Edwin Norris 11111 Brookshire Ave
Downey, CA 90241
[email protected]
(562) 904-7110
City of Grand Terrace Ruben Montano 22795 Barton Rd
Grand Terrace, CA 92313
[email protected]
(909) 835-0890
City of Indian Wells Mihai Dan 44-950 Eldorado Dr
Indian Wells, CA 92210
[email protected]
(760) 346-2489
City of Lancaster Mike Harne 44933 Fern Ave
Lancaster, CA 93534
[email protected]
(661) 723-5801
City of La Quinta Adam Viramonte 78-495 Calle Tampico
La Quinta, CA 92253
[email protected]
(760) 835-5109
City of Loma Linda John Trujillo 25541 Barton Rd
Loma Linda, CA 92354
[email protected]
(909) 478-4269
City of Palm Desert Robert Becerra 73-510 Fred Waring Dr Palm Desert, CA 92260
[email protected]
(760) 862-6804
City of Palm Springs Joel Montalvo 3200 E. Tahquitz Canyon Way Palm Springs, CA 92262
[email protected]
(760) 322-8339
City of Rialto Tim Sullivan 150 S. Palm Ave
Rialto, CA 92376
[email protected]
(909) 421-7229
City of Rosemead Jimmy Limon 2174 River Ave
Rosemead, CA 91770
[email protected]
(626) 644-1287
City of Wildomar Jason Farag 23873 Clinton Keith Rd, Suite 201 Wildomar, CA 92595
[email protected]
(951) 677-7751 x219
City of Yorba Linda Armando Jaime 4845 Casa Loma Ave
Yorba Linda, CA 92886
[email protected]
(714) 961-7170
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St. Francis Electric | A and C-10 Licensed Contractor | 2100 Iowa Ave. Riverside, CA 92507 stfranciselectric.com – Phone (951) 203-4586 – 24/7/365 Traffic Signal Service 1-(844)-LIGHT88 8

3. Firm Staffing and Key Personnel
A. Staffing:

SFE understands the importance of maintaining a functional traffic signal system for the City’s public reception and safety concerns. SFE has 15+ employees locally available to service the City of Palm Desert and 250+ employees throughout California. SFE promises to make available for the City of Palm Desert on a 365/24/7 basis to perform tasks and services under this contract. SFE as a company has an excellent reputation performing traffic signal maintenance contract work on time and on budget. We are confident that our existing clients are greatly satisfied with our services and will be providing positive feedback and recommendations. SFE will make every effort to satisfy the City of Palm Desert in responding to the 24/7 emergency calls. SFE will respond immediately within two (2) hours for responding to unscheduled or emergency work under normal conditions. All our technicians drive their bucket trucks home and often times have technicians working in neighboring cities daily making it possible to respond in a timely manner for unscheduled, after-hours and emergency work.

SFE is an active union company and is supported by the local unions in all areas which provides upon request, certified IBEW journeyman electricians, traffic signal technicians, laborers and apprentices for these classifications and is available to provide additional personnel as needed. SFE supports these unions and their apprenticeship programs in order to develop knowledge and growth which in turn provides jobs for our local communities in the traffic signal maintenance industry.

Name: Jill Petrie
Discipline: Estimating / Manager
Job Title: SoCal Area Manager/Project Manager
Name: Scott Verplanck
Discipline: Traffic Signal & Streetlight
Job Title: Construction Foreman
Name: Shenoa Townsend
Discipline: Estimating / Project Management
Job Title: Project Manager
Name: Chris Cruz
Discipline: Traffic Signal & Streetlight
Job Title: Technician / Electrician
Name: Andy Briones
Discipline: Service Coordinator
Job Title: Project Engineer
Name: Emi Cervantes
Discipline: Traffic Signal & Streetlight
Job title: Technician/Electrician Foreman
Name: Guy Smith
Discipline: Operational Management
Job Title: President
Name: Stephen Petrie
Discipline: Traffic Signal & Streetlight
Job Title: Technician/Electrician
Name: Lance Alm
Discipline: Traffic Signal & Streetlight
Job Title: Technician/Electrician
Name: Josh Alm
Discipline: Traffic Signal & Streetlight
Job Title: Technician / Electrician
Name: Brian Meza
Discipline: Traffic Signal & Streetlight
Job Title: Technician/Electrician
Name: Alex Lara
Discipline: Traffic Signal & Streetlight
Job Title: Technician/Electrician
Name: Ceasar Gonzales
Discipline: Traffic Signal & Streetlight
Job Title: Technician/Electrician
Name: Paul Felix
Discipline: Streetlight
Job Title: Technician / Electrician
Name: Efrain Luna
Discipline: Traffic Signal & Streetlight
Job Title: Technician/Electrician
Name: Robert Amaro
Discipline: Traffic Signal & Streetlight
Job Title: Technician/Electrician
Name: Joshua Sandoval
Discipline: Streetlight
Job Title: Technician/Electrician
468
St. Francis Electric | A and C-10 Licensed Contractor | 2100 Iowa Ave. Riverside, CA 92507 stfranciselectric.com – Phone (951) 203-4586 – 24/7/365 Traffic Signal Service 1-(844)-LIGHT88 9 B. Key Personnel:

Name: Jill Petrie
Role: - SoCal Area Manager/Project Manager
Name: Scott Verplanck
Role: Construction Foreman
Name: Shenoa Townsend
Role: Assigned Project Manager / Estimating
Name: Emi Cervantes
Role: Provide Advanced Technical Support
Name: Andy Briones
Role: Project Administrative Support
Name: Stephen Petrie (Assigned Tech)
Role: Provide Routine & Response Services
Name: Guy Smith
Role: Authorized Individual to Contractually Bind SFE
Name: Josh Alm (Assigned Tech)
Role: Provide Routine, Responses & USA Services
Name: Lance Alm
Role: Provide Routine, Response & USA Services
Name: Chris Cruz
Role: Provide Routine & Response Services
Name: Brian Meza
Role: Respond to Emergency Service Requests
Name: Alex Lara
Role: Respond to Emergency Service Requests
Name: Efrain Luna
Role: Provide Response Services and Support
Name: Joshua Sandoval
Role: Provide Streetlight Service and Support
C. Team Organization:
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St. Francis Electric | A and C-10 Licensed Contractor | 2100 Iowa Ave. Riverside, CA 92507 stfranciselectric.com – Phone (951) 203-4586 – 24/7/365 Traffic Signal Service 1-(844)-LIGHT88 10 D. Subcontractors:

SFE will/may subcontract work within the City using the subcontractors listed below.

If it is found that additional subcontractors are required, their information would be submitted to City at that time.

Company Address Phone Number License DIR
Registration Functions
Sierra Pacific
Electrical,
Inc.
2542 Avalon St
Riverside, CA 92509 (951) 784-1410
264048
A, B, C101000004626 Underground
Construction
Smithson
Electric, Inc.
1938 E. Katella Ave
Orange, CA 92867 (714) 997-9556 614518C-10 1000001610 Detector Loops 470
St. Francis Electric | A and C-10 Licensed Contractor | 2100 Iowa Ave. Riverside, CA 92507 stfranciselectric.com – Phone (951) 203-4586 – 24/7/365 Traffic Signal Service 1-(844)-LIGHT88 11

4. Proposed Method to Accomplish the Work
A. SFE’s team intends to approach this contract with a desire to provide the best customer service experience for the City of Palm Desert and its citizens. SFE has consistently performed to the highest levels of satisfaction on all our service contracts. SFE understands that, as a maintenance contractor, we represent the City while working on its streets.

Having worked with the City for over 10 years, we clearly understand what the City expects of us and the work we do. SFE’s field and office staff continues to strive to become a highly valued part of the City of Palm Desert’s team. SFE proposes to make every effort to satisfy the City of Palm Desert in responding to the 24/7 unscheduled and emergency work. All Emergency and accident calls will be responded to within the two (2) hours from receiving the call.

Our SFE team stands out over many due to our experience and providing exceptional customer service year after year. Working with municipalities is our primary focus. All SFE Employees have the same goal to “be the best in the industry”, by providing superior customer service. We understand to last the test of time you not only must be the very best at what you do but you have to care about what you do and prove it every day. From day one, SFE owners have always been boots on the ground, in the field working alongside their employees, taking pride in the service we provide and the team that it has built throughout the years.

SFE’s crew is focused and attentive to the City’s needs and will do what it takes to assist the City achieve their goals for their streets and infrastructure.

SFE has been in the traffic signal and streetlighting industry for over 79 years and has built an outstanding reputation all over California for its work and services provided:
• We have over 250+ employees throughout our offices and in the field, IMSA certified, NEC certified, VMS qualified, USA trained, Traffic Engineers on staff and Construction specialists dedicated to this industry alone. Our motto “Experience, Quality & Reliability…” is something we all stand by.
• We strive to understand our customer’s, their needs and goals. We understand there can be many obstacles our customers may have to navigate, and we are there to help them in any way possible.

Our project managers/field staff make it a point to answer calls and emails responsively; we meet with our customers on a routine basis whether it be onsite or at their facility to have clear concise communications at all times. With this type of effort, we can sustain from common issues that arise when there is a lack of communication.
• We offer our customers an emailing option for non-urgent [email protected] during our business hours so that our cities will receive a response from our office staff. We inform our customers that a tech has been dispatched and when a service request has been completed in the field by our technicians so that they are not left wondering if a problem has been addressed. • We have a live person dispatch service when calling our 24/7 Direct Line Teleservice every time you call in, and the service call is immediately dispatched to our on-call technicians. Our techs will follow up with a return phone call notifying the reporting party confirmation of receipt and our estimated time of arrival. All our technicians have smartphones / tablets and / or laptops and can be reached at any time while performing services within the City. • We have built outstanding relationships with our suppliers over the past few decades giving us the advantage of outstanding pricing, expedited shipping and also making it so we have access to thousands of components that may not be the standard everyday part, and a tremendous amount of resources that we can rely on.
• SFE continuously works with all of our customers on getting their warranty items repaired or replaced throughout the city even when they were not the original installer. We make every effort to handle and relieve our customers of this burden, while keeping the customer informed and up to date on their status.
471
St. Francis Electric | A and C-10 Licensed Contractor | 2100 Iowa Ave. Riverside, CA 92507 stfranciselectric.com – Phone (951) 203-4586 – 24/7/365 Traffic Signal Service 1-(844)-LIGHT88 12 • We have an In-house testing/training Lab in both our Southern California and Northern California facilities.
• Our technicians receive communication directly from our 24/7 Dispatch center and take company vehicles home for a faster response time. Our shop is centrally located between the 215/60/91 Freeways making it convenient for our technicians to pickup materials if needed. Our technicians reside in varies areas of SoCal and our company vehicles are equipped with GPS to be able to dispatch the nearest technician available.

Communications between City of Palm Desert and SFE
SFE Staff we will proactively communicate with City officials to inform of field issues encountered for all services described in this RFP during the contract period. Correspondence between the City of Palm Desert and our local Area Manager, Project Managers, and Project Coordinators can be called in direct line or via individual email or to [email protected] (this will send an email to all office staff.) Any and all issues with service, performance or quality shall be directed to the assigned project manager for the City of Palm Desert. All Call/Service request and Dispatch request will go through our 24/7 dispatch center.

The helps to insure they are responded to in a timely manner. Our Dispatch Center also knows what techs are in what area in order to have the quickest response possible. SFE DISPATCH 1-(844)-LIGHT88 • Staff will proactively communicate with city personnel to inform of field issues encountered for all services described in this RFP during the contract period. • SFE highly encourages all field technicians become acquainted with city personnel so that they are recognized while working throughout the City. Our technicians will contact designated city contact(s) when they plan on being in the city, when they are responding to calls and to update status of the calls in the city or prior to leaving the city to ensure all tasks have been communicated.
• Correspondence between the City of Palm Desert and our local Area Manager, Project Managers, and Project Coordinators can be called in direct line or via individual email or to [email protected] (this will send an email to all office staff.) Any and all issues with service, performance or quality shall be directed to the assigned project manager for the City of Palm Desert.
• Dispatch requests (emergency or non-emergency) are encouraged to be called into our 24/7/365 dispatch call center at 1-844-LIGHT88. This helps ensure complete accurate information is received and dispatched appropriately.
24/7/365 Traffic Signal Telephone Service 1-(844)-LIGHT88 472
St. Francis Electric | A and C-10 Licensed Contractor | 2100 Iowa Ave. Riverside, CA 92507 stfranciselectric.com – Phone (951) 203-4586 – 24/7/365 Traffic Signal Service 1-(844)-LIGHT88 13 Scope of Services
• Emergency On-Call Support
o SFE will provide after-hours and weekend emergency response for traffic signal malfunctions, knockdowns, or other urgent traffic control issues.
o SFE maintains a 24/7 contact line (1-844-LIGHT88) and is able to respond on-site within (2) hours of notification during normal conditions.
o SFE will coordinate closely with City Staff and law enforcement during incidents. • Traffic Equipment Knockdown Response
o SFE will respond to and assess damage from knockdowns involving traffic signals, poles, cabinets, and related equipment.
o SFE will secure damaged areas and provide temporary repairs or traffic control as needed. o SFE will document incident details and support coordination with insurance or liability claims. • Preventative Maintenance Inspections
o SFE will conduct routine inspections of traffic signals, cabinets pedestrian push buttons, detection systems, and other field equipment.
o SFE will perform basic service such as cleaning, tightening connections, checking signal timing, and replacing worn components.
o SFE will provide inspection reports and flag any corrective maintenance needs. • Minor Construction and Field Modifications
o SFE will install or modify signal loops, pedestrian detectors, and signal heads. o SFE will add or reconfigure signal phasing, such as installing right-turn overlap movements or split phase operations.
o SFE will support implementation of small capital projects or pilot installations as directed by City staff.
o SFE will perform minor civil work, such as trenching, conduit installation, or mounting hardware.
• Other On-Call and Mutually Agreed Upon Traffic-Related Requests 473
St. Francis Electric | A and C-10 Licensed Contractor | 2100 Iowa Ave. Riverside, CA 92507 stfranciselectric.com – Phone (951) 203-4586 – 24/7/365 Traffic Signal Service 1-(844)-LIGHT88 14 Preventative Maintenance Schedule
SFE will continue to utilize the quarterly preventative maintenance schedule as it was first implemented in July of 2022. We have split the total number of intersections (104) into 3 groups: “Group A”, “Group B”, “Group C” and will perform each group as scheduled below. Not only will this save the City funds, but this allows SFE to be in your City every month and can also reduce the number of extraordinary calls and travel time. Our team will continue to work closely with City Staff and will be notified when we are in the City so that we can complete any service requests they may have while we are there.

Deliverables
SFE will provide a computerized monthly activity report to the City each month for the previous month’s activities. The report will provide a brief description of all preventative maintenance and emergency service activities and will be attached to the monthly invoice.

Addendum #1
In Closing
SFE would like to thank the City of Palm Desert for giving us another opportunity to submit this RFP and for their consideration to use our local Staff as part of a crew that represents its City. If chosen our staff will make every effort to ensure your City is our next best reference on future RFP’s to other Cities. We don’t strive to be the biggest but we do strive to be the BEST! 474
St. Francis Electric | A and C-10 Licensed Contractor | 2100 Iowa Ave. Riverside, CA 92507 stfranciselectric.com – Phone (951) 203-4586 – 24/7/365 Traffic Signal Service 1-(844)-LIGHT88 1 Fee Proposal
Preventative Maintenance Per Intersection Rate
Item No. Description Rate
1 Traffic Signal Preventative Maintenance per Intersection $99.50 Suggested Preventative Maintenance Fee Schedule
I/S
QTY
I/S
Rate
Monthly Total
(per Group)
Annual Total
(Per Group)
Group A 34 $99.50 $3,383.00 $13,532.00
Group B 35 $99.50 $3,482.50 $13,930.00
Group C 35 $99.50 $3,482.50 $13,930.00
Total Annual Routine Maintenance Cost (Group A + Group B + Group C) $41,392.00 Hourly Rates for Labor
Item No. Description Hourly Rate
2 Superintendent / Foreman (Regular Time) $132.00
3 Superintendent / Foreman (Over Time) $179.00
4 Superintendent / Foreman (Double Time) $225.00
5 Traffic Signal Technician – Field (Regular Time) $122.00 6 Traffic Signal Technician – Field (Over Time) $169.00 7 Traffic Signal Technician – Field (Double Time) $215.00 8 Traffic Signal Laborer – Field (Regular Time) $112.00 9 Traffic Signal Laborer – Field (Over Time) $159.00
10 Traffic Signal Laborer – Field (Double Time) $199.00 Hourly Rates for Equipment
Item No. Description Rate
11 Pickup Truck $25.00
12 Service Bucket Truck $38.00
13 Service Truck $35.00
14 Crane $99.00
Material Mark Up is Cost + 15% GM
Rates are hourly Port-to-Port for Labor and Equipment
Note: Regular, Overtime/Saturday, and Double Time/Sunday/Holiday Rates will be billed and applied per the DIR Requirements.
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CITY OF PALM DESERT

STAFF REPORT
MEETING DATE: July 10, 2025
PREPARED BY: Shawn Muir, Community Services Manager
SUBJECT: AUTHORIZE THE PURCHASE OF SHADE STRUCTURES AND

PLAYGROUND EQUIPMENT FOR THE CIVIC CENTER PARK
IMPROVEMENTS (PROJECT NO. CFA00011)
RECOMMENDATION:

1. Authorize the purchase of seven playground shade structures from Shade Structures, Inc., dba USA SHADE & Fabric Structures, in the amount of $492,158.92, plus $50,000 in contingency for unforeseen expenses.

2. Authorize the purchase of playground equipment from Landscape Structures, Inc. in the amount of $445,406.10, plus a $45,000 contingency for unforeseen expenses.

3. Authorize the City Attorney to make necessary nonmonetary changes to the agreements.

4. Authorize the City Manager to execute the agreement and any other documents, changes, or amendments necessary to effectuate this action.

BACKGROUND/ANALYSIS:

The Civic Center Park playground is an integral part of the City’s largest and most frequented public park. In 2024, staff initiated a playground renovation project to address accessibility, safety, and general improvement needs. The new design is based on community input collected through surveys and outreach events and prioritizes inclusive play features and increased shade coverage.

On January 14, 2025, the City entered into agreements with Michael Baker International, Inc., and their subcontractor, In-Site Landscape Architecture, Inc., for design and engineering services. Their scope includes public engagement, conceptual planning, construction documents, and regulatory coordination. Final plans are currently under review by the City’s Building and Safety Division and the City Engineer.

The approved design includes new accessible playground equipment and shade structures to enhance usability and aesthetics. The design specifies the use of products from:
 Landscape Structures, Inc. – playground equipment
 Shade Structures, Inc. dba USA SHADE & Fabric Structures – fabric shade structures Both companies are authorized vendors under the California Multiple Award Schedules (CMAS) program, which complies with the City’s purchasing policy requirements by ensuring pricing is obtained through an open and public competitive procurement. 477
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To expedite the construction timeline and avoid delays caused by long lead times (estimated at 4–6 weeks for playground equipment and 8–10 weeks for shade structures), staff recommends pre-purchasing the equipment now. These materials will be listed as owner-furnished items in the forthcoming construction bid documents, allowing the contractor to account for and coordinate installation accordingly.

Both vendors have demonstrated strong performance histories. USA SHADE has successfully completed shade installations for the City, including projects at the Palm Desert Aquatic Center, while Landscape Structures is a trusted provider that In-Site has collaborated with on multiple park projects with favorable outcomes.

Appointed Body Recommendation:

Draft designs for the renovated playground were presented to the Parks and Recreation Committee at its meeting on May 6, 2025. Committee members expressed support for the proposed improvements and emphasized the importance of incorporating public comments received during earlier outreach. Members also encouraged staff to apply lessons learned from this process to future park improvement projects.

A study session presentation was also held with the City Council on May 22, 2025. Council members were supportive of the project and underscored the importance of accessible play equipment and the broad community benefits of upgrading the Civic Center Park playground.

Legal Review:

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

FINANCIAL IMPACT:

The Public Works Department Capital Improvement Budget for Fiscal Year 2025/26 includes a total of $2,286,624 for the Civic Center Park Improvements project under Capital Account No. 4004674-4400100 and 2334618-4400100; therefore, there is no additional financial impact to the general fund with this action. The table below provides a breakdown of the project budget and expenses:

Civic Center Park Improvements Estimated
Carryover
Proposed FY 25/26
Budget
Contract Amount Balance
4004674-4400100 $1,636,624
2334618-4400100 $650,000
Park Design/Plans - Michael Baker $141,465
*Shade Structures - USA Shade $492,159
*Shade Structure – Contingency $50,000
*Playground Equipment - Landscape Structures $445,407
*Playground Equipment - Contingency $45,000
**Estimated Construction - Installation $2,100,000
Subtotal $1,636,624 $650,000 $3,274,031 ($987,407)
Estimated appropriation request $1,000,000
Total $1,636,624 $1,650,000 $3,274,031 $12,593
*Current Request
**Estimated construction plus contingency
Construction bidding is anticipated to take place in July–August 2025, with a construction 478
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contract award expected in September 2025. At that time, staff will return to the City Council to request approval of the construction contract award, and any additional budget appropriation necessary to fully fund the construction phase of the project.

Any unused contingency amounts from this procurement phase will be reallocated to support the construction phase of the project, thereby reducing the total appropriation needed at that time.

ATTACHMENTS:

1. City Goods and Equipment Purchase Agreement – USA Shade

2. City Goods and Equipment Purchase Agreement – Landscape Structures

3. Shade Structure Designs

4. Playground Designs
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CITY OF PALM DESERT

GOODS AND EQUIPMENT PURCHASE AGREEMENT

CIVIC CENTER PARK SHADE STRUCTURES
This Goods and Equipment Purchase Agreement (“Agreement”) is made and entered into this 10th day of July, 2025, 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 Shade Structures, Inc. dba USA SHADE & Fabric Structures, a Corporation, with its principal place of business at 2580 Esters Blvd., Suite 100, DFW Airport, TX 75261 ("Supplier"). The City and Vendor are sometimes individually referred to herein as "Party" and collectively as "Parties." Section 1. Definitions/Cooperative Procurement.

A. Definitions.

1. “Goods” means all machinery, equipment, supplies, items, parts, materials, labor, or other services, including design, engineering, and installation services, provided by Supplier as specified in Exhibit “A”, attached hereto and incorporated herein by reference.

2. “Delivery Date(s)” means that date or dates upon which the Goods is to be delivered to the City, ready for approval, testing and/or use as specified in Exhibit “B.” B. Cooperative Procurement. This Agreement is entered into pursuant to City of Palm Desert Municipal Code section 3.30.160, which authorizes participation with other governmental agencies who have, through a bidding process, determined to award or purchase goods and/or services from Supplier.

1. Program. The purchase has been made through California Multiple Award Schedules, a program for the procurement of goods and services for governmental agencies. Documents related to the procurement of this Agreement shall be made available to City upon request.

2. Reserved.

Section 2. Materials And Workmanship.

When Exhibit “A” specifies machinery, equipment or material by manufacturer, model or trade name, no substitution will be made without the City’s written approval. Machinery, equipment or material installed in the Goods without the approval required by this 0 will be deemed to be defective material for purposes of 0. Where machinery, equipment or materials are referred to in Exhibit “A” as equal to any particular standard, the City will decide the question of equality. When requested by the City, Supplier will furnish the City with the name of the manufacturer, the performance capabilities and other pertinent information necessary to properly determine the quality and suitability of any machines, equipment, and material to be incorporated in the Goods. Material samples will be submitted at the City’s request.

Section 3. Inspections And Tests.

The City shall have the right to inspect and/or test the Goods prior to acceptance. If upon inspection or testing the Goods or any portion thereof are found to be nonconforming, 481
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unsatisfactory, defective, of inferior quality or workmanship, or fail to meet any requirements or specifications contained in Exhibit “A,” then without prejudice to any other rights or remedies, the City may reject the Goods or exercise any of its rights under C. The inspection, failure to make inspection, acceptance of goods, or payment for goods shall not impair the City’s right to reject nonconforming goods, irrespective of the City’s failure to notify Supplier of a rejection of nonconforming goods or revocation of acceptance thereof or to specify with particularity any defect in nonconforming goods after rejection or acceptance thereof.

Section 4. Warranty.

A. Supplier warrants that the Goods will be of merchantable quality and free from defects in design, engineering, material, and workmanship for a period of ten (10) years on shade fabric cloth and two (2) years on steel, or such longer period as provided by a manufacturer’s warranty or as agreed to by Supplier and City, from the date of final written acceptance of the Goods by the City as required for final payment under 0. Supplier further warrants that any services provided in connection with the Goods will be performed in a professional and workmanlike manner and in accordance with the highest industry standards.

B. Supplier further warrants that all machinery, equipment, or process included in the Goods will meet the performance requirements and specifications specified in Exhibit “A” and shall be fit for the purpose intended. The City’s inspection, testing, approval, or acceptance of any such machinery, equipment, or process will not relieve Supplier of its obligations under this B.

C. For any breach of the warranties contained in A and B, Supplier will, immediately after receiving notice from the City, at the option of the City, and at Supplier’s own expense and without cost to the City:

1. Repair the defective Goods;

2. Replace the defective Goods with conforming Goods, F.O.B. City’s plant, office or other location of City where the Goods was originally performed or delivered; or

3. Repay to City the purchase price of the defective Goods.

If City selects repair or replacement, any defects will be remedied without cost to the City, including but not limited to, the costs of removal, repair, and replacement of the defective Goods, and reinstallation of new Goods. All such defective Goods that is so remedied will be similarly warranted as stated above. In addition, Supplier will repair or replace other items of the Goods which may have been damaged by such defects or the repairing of the same, all at its own expense and without cost to the City.

D. Supplier also warrants that the Goods is free and clear of all liens and encumbrances whatsoever, that Supplier has a good and marketable title to same, and that Supplier owns or has a valid license for all of the proprietary technology and intellectual property incorporated within the Goods. Supplier agrees to indemnify, defend, and hold the City and their officials, officers, employees, volunteers, representatives and agents harmless against any and all third-party claims resulting from the breach or inaccuracy of any of the foregoing warranties.

E. In the event of a breach by Supplier of its obligations under this 0, the City will not be limited to the remedies set forth in this 0, but will have all the rights and remedies permitted by 482
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applicable law, including without limitation, all of the rights and remedies afforded to the City under the California Commercial Code.

Section 5. Prices.

Unless expressly provided otherwise, all prices and fees specified in Exhibit “A,” attached hereto and incorporated herein by reference, are firm and shall not be subject to change without the written approval of City. No extra charges of any kind will be allowed unless specifically agreed to in writing by the City’s authorized representative. The total price shall include (i) all federal, state, and local sales, use, excise, privilege, payroll, occupational and other taxes applicable to the Goods furnished to the City hereunder; and (ii) all charges for packing, freight and transportation to destination.

Section 6. Changes.

City, at any time, by a written order, and without notice to any surety, may make changes in the Goods, including but not limited to, City’s requirements and specifications. If such changes affect the cost of the Goods or time required for its performance, an equitable adjustment will be made in the price or time for performance or both. Any change in the price necessitated by such change will be agreed upon between the City and Supplier and such change will be authorized by a change order document signed by the City and accepted by Supplier.

Section 7. Payments.

A. Terms of payment, are net thirty (30) days, less any applicable retention, after receipt of invoice, or completion of applicable Progress Milestones. Final payment shall be made by City after Supplier has satisfied all contractual requirements. Payment of invoices shall not constitute acceptance of Goods.

B. If Progress Milestones have been specified in Exhibit “B,” then payments for the Goods will be made as the requirements of such Progress Milestones are met. Progress payments for the Goods will be made by City upon proper application by Supplier during the progress of the Goods and according to the terms of payment as specified in Exhibit “B.” Supplier’s progress billing invoice will include progress payments due for the original scope of work and changes. Each “Item for Payment” shown in Exhibit “B” and each change order will be itemized on the invoice. Invoices for cost plus work, whether part of Exhibit “B” or a change order, must have subcontractor and/or supplier invoices attached to Supplier’s invoice. Other format and support documents for invoices will be determined by the City in advance of the first invoice cycle.

C. Payments otherwise due may be withheld by the City on account of defective Goods not remedied, liens or other claims filed, reasonable evidence indicating probable filing of liens or other claims, failure of Supplier to make payments properly to its subcontractors or for material or labor, the failure of Supplier to perform any of its other obligations under the Agreement, or to protect the City against any liability arising out of Supplier’s failure to pay or discharge taxes or other obligations. If the causes for which payment is withheld are removed, the withheld payments will be made promptly. If the said causes are not removed within a reasonable period after written notice, the City may remove them at Supplier’s expense.

D. Payment of the final Progress Milestone payment or any retention will be made by City upon:
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1. Submission of an invoice for satisfactory completion of the requirements of a Progress Milestone as defined in Exhibit “B” and in the amount associated with the Progress Milestone;

2. Written acceptance of the Goods by the City;

3. Delivery of all drawings and specifications, if required by City;

4. Delivery of executed full releases of any and all liens arising out of this Agreement; and

5. Delivery of an affidavit listing all persons who might otherwise be entitled to file, claim, or maintain a lien of any kind or character, and containing an averment that all of the said persons have been paid in full.

If any person refuses to furnish an actual release or receipt in full, Supplier may furnish a bond satisfactory to the City to indemnify City against any claim or lien at no cost to the City.

E. Acceptance by Supplier of payment of the final Progress Milestone payment pursuant to D will constitute a waiver, release and discharge of any and all claims and demands of any kind or character which Supplier then has, or can subsequently acquire against the City, its successors and assigns, for or on account of any matter or thing arising out of, or in any manner connected with, the performance of this Agreement. However, payment for the final Progress Milestone by City will not constitute a waiver, release or discharge of any claims or demands which City then has, or can subsequently acquire, against Supplier, its successors and assigns, for or on account of any matter or thing arising out of, or in any manner connected with, the performance of this Agreement.

Section 8. Schedule For Delivery.

A. The time of Supplier’s performance is of the essence for this Agreement. The Goods will be delivered in accordance with the schedule set forth in Exhibit “B.” Supplier must immediately notify the City in writing any time delivery is behind schedule or may not be completed on schedule. In addition to any other rights the City may have under this Agreement or at law, Supplier shall pay City the sum of $250.00 per item of Goods for each calendar day for which the item of Goods is unavailable beyond the scheduled delivery date(s) specified in Exhibit “B.” B. In the event that the Goods is part of a larger project or projects that require the coordination of multiple contractors or suppliers, then Supplier will fully cooperate in scheduling the delivery so that the City can maximize the efficient completion of such project(s).

Section 9. Taxes.

A. Supplier agrees to timely pay all sales and use tax (including any value added or gross receipts tax imposed similar to a sales and use tax) imposed by any federal, state or local taxing authority on the ultimate purchase price of the Goods provided under this Agreement.

B. Supplier will withhold, and require its subcontractors, where applicable, to withhold all required taxes and contributions of any federal, state or local taxing authority which is measured by wages, salaries or other remuneration of its employees or the employees of its subcontractors. Supplier will deposit, or cause to be deposited, in a timely manner with the appropriate taxing authorities all amounts required to be withheld. 484
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C. All other taxes, however denominated or measured, imposed upon the price of the Goods provided hereunder, will be the responsibility of Supplier. In addition, all taxes assessed by any taxing jurisdiction based on Supplier property used or consumed in the provision of the Goods such as and including ad valorem, use, personal property and inventory taxes will be the responsibility of Supplier.

D. Supplier will, upon a written request, submit to the City written evidence of any filings or payments of all taxes required to be paid by Supplier hereunder.

Section 10. Independent Contractor.

Supplier enters into this Agreement as an independent contractor and not as an employee of the City. Supplier shall have no power or authority by this Agreement to bind the City in any respect. Nothing in this Agreement shall be construed to be inconsistent with this relationship or status. All employees, agents, contractors, or subcontractors hired or retained by the Supplier are employees, agents, contractors, or subcontractors of the Supplier and not of the City. The City shall not be obligated in any way to pay any wage claims or other claims made against Supplier by any such employees, agents, contractors or subcontractors or any other person resulting from performance of this Agreement.

Section 11. Subcontracts.

Unless otherwise specified, Supplier must obtain City’s written permission before subcontracting any portion of the Goods. Except for the insurance requirements in A, all subcontracts and orders for the purchase or rental of supplies, materials or equipment, or any other part of the Goods, will require that the subcontractor be bound by and subject to all of the terms and conditions of the Agreement. No subcontract or order will relieve Supplier from its obligations to the City, including, but not limited to Supplier’s insurance and indemnification obligations. No subcontract or order will bind City.

Section 12. Title And Risk Of Loss.

Unless otherwise agreed, the City will have title to, and risk of loss of, all completed and partially completed portions of the Goods upon delivery, as well as materials delivered to and stored on City property which are intended to become a part of the Goods. However, Supplier will be liable for any loss or damage to the Goods and/or the materials caused by Supplier or its subcontractors, their agents or employees, and Supplier will replace or repair said Goods or materials at its own cost to the complete satisfaction of the City. Notwithstanding the foregoing, in the event that the City has paid Supplier for all or a portion of the Goods which remains in the possession of Supplier, then the City shall have title to, and the right to take possession of, such Goods at any time following payment therefor. Risk of loss for any Goods which remains in the possession of Supplier shall remain with Supplier until such Goods has been delivered or City has taken possession thereof. Supplier will have risk of loss or damage to Supplier’s property used in the construction of the Goods, but which does not become a part of the Goods.

Section 13. Indemnification.

A. Supplier shall defend, indemnify and hold the City of Palm Desert (“City”), and their officials, officers, employees, volunteers, representatives and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or 485
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incident to any alleged acts, omissions, negligence or willful misconduct of Supplier, its officials, officers, employees, agents, subcontractors, and subconsultants arising out of or in connection with the Goods or the performance of this Agreement, including without limitation the payment of all damages and attorneys’ fees and other related costs and expenses except such loss or damage which was caused by the sole negligence or willful misconduct of the City.

B. Supplier’s defense obligation for any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against the City, and their officials, officers, employees, agents, representatives or volunteers shall be at Supplier’s own cost, expense, and risk. Supplier shall pay and satisfy any judgment, award, or decree that may be rendered against the City or its officials, officers, employees, agents, representatives, or volunteers, in any such suit, action, or other legal proceeding. Supplier shall reimburse the City and their officials, officers, employees, agents, representatives and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided.

C. Supplier’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, and their officials, officers, employees, agents, representatives, or volunteers.

Section 14. Insurance.

A. General. Supplier shall take out and maintain:

1. Commercial General Liability Insurance, of at least $1,000,000 per occurrence/ $2,000,000 aggregate for bodily injury, personal injury and property damage, at least as broad as Insurance Services Office Commercial General Liability most recent Occurrence Form CG 00 01;

2. Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles, of at least $1,000,000 per accident for bodily injury and property damage, at least as broad as most recent Insurance Services Office Form Number CA 00 01 covering automobile liability, Code 1 (any auto);

3. Workers’ Compensation in compliance with applicable statutory requirements and Employer's Liability Coverage of at least $1,000,000 per occurrence; and

4. Pollution Liability Insurance of at least $1,000,000 per occurrence and $2,000,000 aggregate shall be provided by the Supplier if transporting hazardous materials.

5. If Supplier is also the manufacturer of any equipment included in the Goods, Supplier shall carry Product Liability and/or Errors and Omissions Insurance which covers said equipment with limits of not less than $1,000,000.

B. Additional Insured; Primary; Waiver of Subrogation; No Limitation on Coverage.

The policies required under this Section shall give the City, and their officials, officers, employees, agents, representatives, or volunteers additional insured status. Such policies shall contain a provision stating that Supplier’s policy is primary insurance and that any insurance, self-insurance or other coverage maintained by the City, or any additional insureds shall not be called upon to contribute to any loss and shall contain or be endorsed with a waiver of subrogation in favor of the City, and their officials, officers, employees, agents, representatives, and volunteers. The 486
Contract No. ___________
7 Revised 01-2024
limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as additional insured pursuant to this Agreement.

C. Insurance Carrier. All insurance required under this Section is to be placed with insurers with a current A.M. Best’s rating no less than A-:VII, licensed to do business in California, and satisfactory to the City.

D. Evidence of Insurance. Supplier shall furnish the City with original certificates of insurance and endorsements effecting coverage required by the Agreement. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf and shall be on forms supplied or approved by the City. All certificates and endorsements must be received and approved by the City before delivery commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time.

E. Subcontractors. All subcontractors shall meet the requirements of this Section before commencing work. In addition, Supplier shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.

F. Freight. Supplier shall ensure that third party shippers contracted by Supplier have adequate insurance coverage for the shipped Goods.

Section 15. Liens.

A. Supplier, subcontractors and any other suppliers will not make, file or maintain a mechanic’s or other lien or claim of any kind or character against the Goods, for or on account of any labor, materials, fixtures, tools, machinery, equipment, or any other things furnished, or any other work done or performance given under, arising out of, or in any manner connected with the Agreement (such liens or claims referred to as “Claims”); and Supplier, subcontractor and any other suppliers expressly waive and relinquish any and all rights which they now have, or may subsequently acquire, to file or maintain any Claim and Supplier, subcontractor and any other suppliers agree that this provision waiving the right of Claims will be an independent covenant.

B. Supplier will save and hold City harmless from and against any and all Claims that may be filed by a subcontractor, supplier or any other person or entity and Supplier will, at its own expense, defend any and all actions based upon such Claims and will pay all charges of attorneys and all costs and other expenses arising from such Claims.

Section 16. Termination Of Agreement By City.

A. Should Supplier at any time refuse or fail to deliver the Goods with promptness and diligence, or to perform any of its other obligations under the Agreement, the City may terminate Supplier’s right to proceed with the delivery of the Goods by written notice to Supplier.

In such event the City may obtain the Goods by whatever method it may deem expedient, including the hiring of another contractor or other contractors and, for that purpose, may take possession of all materials, machinery, equipment, tools, and appliances and exercise all rights, 487
Contract No. ___________
8 Revised 01-2024
options and privileges of Supplier. In such case Supplier will not be entitled to receive any further payments until the Goods is delivered. If City’s cost of obtaining the Goods, including compensation for additional managerial and administrative services, will exceed the unpaid balance of the Agreement, Supplier will be liable for and will pay the difference to City.

B. City may, for its own convenience, terminate Supplier’s right to proceed with the delivery of any portion or all of the Goods by written notice to Supplier. Such termination will be effective in the manner specified in such notice, will be without prejudice to any claims which the City may have against Supplier, and will not affect the obligations and duties of Supplier under the Agreement with respect to portions of the Goods not terminated.

C. On receipt of notice under B, Supplier will, with respect to the portion of the Goods terminated, unless the notice states otherwise,

1. Immediately discontinue such portion of the Goods and the placing of orders for materials, facilities, and supplies in connection with the Goods,

2. Unless otherwise directed by the City, make every reasonable effort to procure cancellation of all existing orders or contracts upon terms satisfactory to City; and

3. Deliver only such portions of the Goods which the City deems necessary to preserve and protect those portions of the Goods already in progress and to protect material, plant and equipment at the Goods site or in transit to the Goods site.

D. Upon termination pursuant to B, Supplier will be paid a pro rata portion of the compensation in the Agreement for any portion of the terminated Goods already delivered, including material and services for which it has made firm contracts which are not canceled, it being understood that the City will be entitled to such material and services. Upon determination of the amount of said pro rata compensation, City will promptly pay such amount to Supplier upon delivery by Supplier of the releases of liens and affidavit, pursuant to C.

Section 17. Force Majeure
A. Supplier shall not be held responsible for failure or delay in shipping nor City for failure or delay in accepting goods described herein if such failure or delay is due to a Force Majeure Event.

B. 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 occurring at the project site; (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 work); (4) pandemics, epidemics or quarantine restrictions; and (5) strikes and other organized labor action occurring at the project site and the effects thereof on the work, only to the extent such strikes and other organized labor action are beyond the control of Supplier and its subcontractors, of every tier, and to the extent the effects thereof cannot be avoided by use of replacement workers. 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 the City in its capacity as a municipal authority. 488
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C. In the event of any such excused interference with shipments, the City shall have the option either to reduce the quantity provided for in the order accordingly or to exercise its right of cancellation as set forth in this Agreement.

Section 18. Miscellaneous Provisions.

A. 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:

Supplier: Shade Structures, Inc. dba USA Shade
PO Box 3467
Coppell, TX 75019
ATTN: William King
City: City of Palm Desert
73-510 Fred Waring Drive
Palm Desert, CA 92260-2578
ATTN: Public Works
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.

B. Assignment or Transfer. Supplier shall not assign or transfer any interest in this Agreement whether by assignment or novation, without the prior written consent of the City, which will not be unreasonably withheld. Provided, however, that claims for money due or to become due Supplier from the City under this Agreement may be assigned to a financial institution or to a trustee in bankruptcy, without such approval. Notice of any assignment or transfer, whether voluntary or involuntary, shall be furnished promptly to the City.

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

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

E. 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.

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

G. Attorneys’ Fees and Costs. If any action in law or equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, each Party shall pay its own attorneys’ fees.
489
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H. Interpretation. 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.

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

J. Authority to Enter 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.

K. 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.

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

M. City’s Right to Employ Other Suppliers. City reserves its right to employ other contractors in connection with the Goods.

N. Entire Agreement. This Agreement constitutes the entire agreement between the Parties relative to the Goods specified herein. There are no understandings, agreements, conditions, representations, warranties or promises with respect to this Agreement, except those contained in or referred to in the writing.
[SIGNATURES ON FOLLOWING PAGE]
490
Contract No. ___________
11 Revised 01-2024

SIGNATURE PAGE TO GOODS AND EQUIPMENT PURCHASE AGREEMENT

BETWEEN THE CITY OF PALM DESERT
AND SHADE STRUCTURES, INC. DBA USA SHADE AND FABRIC STRUCTURES IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date first above written.

CITY OF PALM DESERT
By: _____________________________
Chris Escobedo
Interim City Manager
Attest:

By:

Anthony J. Mejia
City Clerk
Approved as to form:

By:

Isra Shah
Best Best & Krieger LLP
City Attorney
SHADE STRUCTURES, INC. DBA USA

SHADE AND FABRIC STRUCTURES, A

CORPORATION
By:

Rob Blakely
Senior Vice President
By:

David Schneider
Vice President
City Clerk QC: _____
Contracts QC: _____
Insurance:
_____
Initial Review
_____
Final Approval
491
Contract No. ___________
Exhibit “A”
Revised 01-2024
Exhibit A
Goods Specifications
492
Contract No. ___________
Exhibit “A”
Revised 01-2024
493
Contract No. ___________
Exhibit “B”
Revised 01-2024
Exhibit B
Delivery Schedule
See attached scope of services per contractor’s proposal Contractor’s schedule is as follows:

Contract Finalization; Insurance 2 weeks
Engineering Drawings 4-6 weeks
Manufacturing 6-8 weeks
Shipping 1 week
494
Contract No. ___________
1 Revised 01-2024

CITY OF PALM DESERT

GOODS AND EQUIPMENT PURCHASE AGREEMENT

CIVIC CENTER PARK PLAYGROUND EQUIPMENT
This Goods and Equipment Purchase Agreement (“Agreement”) is made and entered into this 10th day of July, 2025, 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 Landscape Structures, Inc., a Corporation, with its principal place of business at 601 7th Street South, Delano, MN 55328 ("Supplier"). The City and Vendor are sometimes individually referred to herein as "Party" and collectively as "Parties."
Section 1. Definitions/Cooperative Procurement.

A. Definitions.

2. Reserved.

Section 2. Materials And Workmanship.

Section 3. Inspections And Tests.

The City shall have the right to inspect and/or test the Goods prior to acceptance. If upon inspection or testing the Goods or any portion thereof are found to be nonconforming, 495
Contract No. ___________
2 Revised 01-2024
unsatisfactory, defective, of inferior quality or workmanship, or fail to meet any requirements or specifications contained in Exhibit “A,” then without prejudice to any other rights or remedies, the City may reject the Goods or exercise any of its rights under C. The inspection, failure to make inspection, acceptance of goods, or payment for goods shall not impair the City’s right to reject nonconforming goods, irrespective of the City’s failure to notify Supplier of a rejection of nonconforming goods or revocation of acceptance thereof or to specify with particularity any defect in nonconforming goods after rejection or acceptance thereof.

Section 4. Warranty.

A. Supplier warrants that the Goods will be of merchantable quality and free from defects in design, engineering, material, and workmanship for the period specified in Appendix A based on the material type, or such longer period as provided by a manufacturer’s warranty or as agreed to by Supplier and City, from the date of final written acceptance of the Goods by the City as required for final payment under 0. Supplier further warrants that any services provided in connection with the Goods will be performed in a professional and workmanlike manner and in accordance with the highest industry standards.

1. Repair the defective Goods;

2. Replace the defective Goods with conforming Goods, F.O.B. City’s plant, office or other location of City where the Goods was originally performed or delivered; or

3. Repay to City the purchase price of the defective Goods.

E. In the event of a breach by Supplier of its obligations under this 0, the City will not be limited to the remedies set forth in this 0, but will have all the rights and remedies permitted by 496
Contract No. ___________
3 Revised 01-2024
applicable law, including without limitation, all of the rights and remedies afforded to the City under the California Commercial Code.

Section 5. Prices.

Section 6. Changes.

Section 7. Payments.

D. Payment of the final Progress Milestone payment or any retention will be made by City upon:
497
Contract No. ___________
4 Revised 01-2024

1. Submission of an invoice for satisfactory completion of the requirements of a Progress Milestone as defined in Exhibit “B” and in the amount associated with the Progress Milestone;

2. Written acceptance of the Goods by the City;

3. Delivery of all drawings and specifications, if required by City;

4. Delivery of executed full releases of any and all liens arising out of this Agreement; and

If any person refuses to furnish an actual release or receipt in full, Supplier may furnish a bond satisfactory to the City to indemnify City against any claim or lien at no cost to the City.

Section 8. Schedule For Delivery.

Section 9. Taxes.

B. Supplier will withhold, and require its subcontractors, where applicable, to withhold all required taxes and contributions of any federal, state or local taxing authority which is measured by wages, salaries or other remuneration of its employees or the employees of its subcontractors. Supplier will deposit, or cause to be deposited, in a timely manner with the appropriate taxing authorities all amounts required to be withheld. 498
Contract No. ___________
5 Revised 01-2024
C. All other taxes, however denominated or measured, imposed upon the price of the Goods provided hereunder, will be the responsibility of Supplier. In addition, all taxes assessed by any taxing jurisdiction based on Supplier property used or consumed in the provision of the Goods such as and including ad valorem, use, personal property and inventory taxes will be the responsibility of Supplier.

D. Supplier will, upon written request, submit to the City written evidence of any filings or payments of all taxes required to be paid by Supplier hereunder.

Section 10. Independent Contractor.

Section 11. Subcontracts.

Section 12. Title And Risk Of Loss.

Section 13. Indemnification.

A. Supplier shall defend, indemnify and hold the City of Palm Desert (“City”), and their officials, officers, employees, volunteers, representatives and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or 499
Contract No. ___________
6 Revised 01-2024
incident to any alleged acts, omissions, negligence or willful misconduct of Supplier, its officials, officers, employees, agents, subcontractors, and subconsultants arising out of or in connection with the Goods or the performance of this Agreement, including without limitation the payment of all damages and attorneys’ fees and other related costs and expenses except such loss or damage which was caused by the sole negligence or willful misconduct of the City.

C. Supplier’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, and their officials, officers, employees, agents, representatives, or volunteers.

Section 14. Insurance.

A. General. Supplier shall take out and maintain:

3. Workers’ Compensation in compliance with applicable statutory requirements and Employer's Liability Coverage of at least $1,000,000 per occurrence; and

4. Pollution Liability Insurance of at least $1,000,000 per occurrence and $2,000,000 aggregate shall be provided by the Supplier if transporting hazardous materials.

B. Additional Insured; Primary; Waiver of Subrogation; No Limitation on Coverage.

The policies required under this Section shall give the City, and their officials, officers, employees, agents, representatives, or volunteers additional insured status. Such policies shall contain a provision stating that Supplier’s policy is primary insurance and that any insurance, self-insurance or other coverage maintained by the City, or any additional insureds shall not be called upon to contribute to any loss and shall contain or be endorsed with a waiver of subrogation in favor of the City, and their officials, officers, employees, agents, representatives, and volunteers. The 500
Contract No. ___________
7 Revised 01-2024
limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as additional insured pursuant to this Agreement.

F. Freight. Supplier shall ensure that third party shippers contracted by Supplier have adequate insurance coverage for the shipped Goods.

Section 15. Liens.

Section 16. Termination Of Agreement By City.

In such event the City may obtain the Goods by whatever method it may deem expedient, including the hiring of another contractor or other contractors and, for that purpose, may take possession of all materials, machinery, equipment, tools, and appliances and exercise all rights, 501
Contract No. ___________
8 Revised 01-2024
options and privileges of Supplier. In such case Supplier will not be entitled to receive any further payments until the Goods is delivered. If City’s cost of obtaining the Goods, including compensation for additional managerial and administrative services, will exceed the unpaid balance of the Agreement, Supplier will be liable for and will pay the difference to City.

C. On receipt of notice under B, Supplier will, with respect to the portion of the Goods terminated, unless the notice states otherwise,

1. Immediately discontinue such portion of the Goods and the placing of orders for materials, facilities, and supplies in connection with the Goods,

2. Unless otherwise directed by the City, make every reasonable effort to procure cancellation of all existing orders or contracts upon terms satisfactory to City; and

B. 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 occurring at the project site; (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 work); (4) pandemics, epidemics or quarantine restrictions; and (5) strikes and other organized labor action occurring at the project site and the effects thereof on the work, only to the extent such strikes and other organized labor action are beyond the control of Supplier and its subcontractors, of every tier, and to the extent the effects thereof cannot be avoided by use of replacement workers. 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 the City in its capacity as a municipal authority. 502
Contract No. ___________
9 Revised 01-2024
C. In the event of any such excused interference with shipments, the City shall have the option either to reduce the quantity provided for in the order accordingly or to exercise its right of cancellation as set forth in this Agreement.

Section 18. Miscellaneous Provisions.

Supplier: Landscape Structures, Inc.
601 7th Street South
Delano, MN 55328
ATTN: Taylor Smith
City: City of Palm Desert
73-510 Fred Waring Drive
Palm Desert, CA 92260-2578
ATTN: Public Works
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.

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

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

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

G. Attorneys’ Fees and Costs. If any action in law or equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, each Party shall pay its own attorneys’ fees.
503
Contract No. ___________
10 Revised 01-2024
H. Interpretation. 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.

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

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

M. City’s Right to Employ Other Suppliers. City reserves its right to employ other contractors in connection with the Goods.

SIGNATURE PAGE TO GOODS AND EQUIPMENT PURCHASE AGREEMENT

BETWEEN THE CITY OF PALM DESERT
AND LANDSCAPE STRUCTURES, INC.

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

CITY OF PALM DESERT
By: _____________________________
Chris Escobedo
Interim City Manager
Attest:

By:

Anthony J. Mejia
City Clerk
Approved as to form:

By:

Isra Shah
Best Best & Krieger LLP
City Attorney
LANDSCAPE STRUCTURES, INC., A

CORPORATION
By:

Karlye Emerson
President
By:

Brant Dennis
Vice President of Finance
City Clerk QC: _____
Contracts QC: _____
Insurance:
_____
Initial Review
_____
Final Approval
505
Contract No. ___________
Exhibit “A”
Revised 01-2024
Exhibit A
Goods Specifications
506
Contract No. ___________
Exhibit “A”
Revised 01-2024
507
Contract No. ___________
Exhibit “B”
Revised 01-2024
Exhibit B
Delivery Schedule
See attached scope of services per contractor’s proposal Contractor’s schedule is as follows:

Contract Finalization; Insurance 2-3 weeks
Manufacturing 8-10 weeks
Shipping 1 week
508
509
510
511
512
DRAWING #:

SYSTEM TYPE:

SWI GG LY
STIX
164074

SING LE BOBBLE

SPR ING RIDER
179185

FOUR ARCHES
ARCH #1
ARCH #2
R
A
H
C
3#
A
RC
H
#4

HEMISPHERE CLIMBER
O-ZONE
156448
156449

HE LI X NET
156450

SW IG G LE STIX
513
514
515
516
517
518

Page 1 of 2 ends

CITY OF PALM DESERT

STAFF REPORT
MEETING DATE: July 10, 2025
PREPARED BY: Cesar Lopez, Associate Engineer
SUBJECT: RESOLUTION APPROVING FINAL PARCEL MAP NO. 38366 AND

AGREEMENTS
RECOMMENDATION:

1. Adopt a Resolution entitled “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

PALM DESERT, CALIFORNIA, APPROVING THE FINAL SUBDIVISION OF FINAL PARCEL MAP NO. 38366.”

2. Authorize the Mayor to execute Easement Agreements.

3. Authorize the City Attorney to make non-substantive changes to the Agreements and City Manager to execute said Agreements.

BACKGROUND/ANALYSIS:

On October 13, 2022, the City Council approved Palm Villas at Millenium for a Precise Plan (PP) 22-0003, Tentative Parcel Map (TPM) 38366, and Environmental Assessment (EA) 22-0003 by Resolution No. 2022-85 within the Millennium Palm Desert Specific Plan (MSP), a request by Palm Communities, LLC, 100 Pacifica, Ste 205, Irvine, CA 92618 (Applicant). A two-phased development of a 241-unit multi-family (affordable housing) development, a housing density bonus, and related improvements on a 10.49-acre site (Project) located at the northwest corner of Gerald Ford Drive and the extension of Technology Drive.

The vacant 10.49-acre site includes Parcel 8 and a portion of Parcel 9 of Parcel Map 36792, Assessor’s Parcel Number 694-120-028 and 694-120-029, parcels owned by the City of Palm Desert. The TPM 38366 approvals by Resolution No. 2022-85 (Conditions of Approval), allowed the subdivision of the 10.49-acre site into two parcels (Parcel 1 and Parcel 2).

On November 23, 2022, the City of Palm Desert Housing Authority and the Applicant entered into a Disposition, Development, and Loan Agreement (DDLA) to sell the undeveloped property after the City records Final Parcel Map 38366. Subsequent amendments and restated DDLA agreements have been signed with the latest dated October 10, 2024. Therefore, the city is scheduled to collect the Subdivision Improvement Agreements and Bonds to secure improvements after the close of escrow per the DDLA.

On October 1, 2024, the Planning Commission approved a twelve-month time extension for PP22-0003 and TPM 38366 until October 1, 2025 by Resolution No. 2884.

The City Engineer has determined that Final Parcel Map No. 38366 meets the application requirements of the Subdivision Map Act and the City’s ordinances. The Final Map has been deemed technically correct by the City Engineer, and the Conditions of Approval in the resolution have been satisfied with the exceptions stipulated in the DDLA which requires the Applicant to 519
City of Palm Desert
Final Parcel Map 38366 and Agreements

Page 2 of 2 ends

provide agreements and securities after conveyance of the property. The cost estimates for these improvements and monuments have been evaluated and easement agreements required for the Project have been reviewed in draft form.

The Applicant will enter into an agreement with the city to ensure the maintenance obligations for the phased site, which includes maintaining all lots reserved for open space, landscaping and storm drain purposes, and all landscaping located in the public right-of-way adjacent to private property and within medians and roundabouts within the community.

On June 26, 2025, the City Council accepted public improvements for the extension of Technology Drive and Zenith Drive Staff fronting the City-owned parcel associated with the Palm Villas project. These improvements were constructed by Palm Desert University Gateway, LLC as part of the adjacent development, and the City will reimburse the developer for the cost of constructing the improvements fronting the property, consistent with the terms of the reimbursement arrangement.

While Resolution 2022-85 identified these specific street improvements as the responsibility of the Palm Villas project in the event they were not otherwise constructed, their completion by the master developer satisfies that obligation. Therefore, Palm Villas is no longer responsible for this specific scope of work.

All remaining required improvements, including sidewalks, landscaping, irrigation, and utilities, remain the responsibility of the Palm Villas project, as outlined in Resolution 2022-85.

Legal Review:

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

Environment Review:

The proposed Final Map is a project under CEQA. The adoption of the Final Map is exempt from CEQA under Section 15268(b) of Chapter 3 of Title 14 of the California Code of Regulations (State CEQA Guidelines). Section 15628(b) exempts ministerial approval by public agencies from CEQA. Final Maps are specifically cited as a type of ministerial permit. Therefore, this project qualifies for the identified exemption.

ATTACHMENTS:

1. Resolution 2025-

2. Conditions of Approval Res No. 2022-85

3. Tentative Parcel Map 38366

4. Time Extension Resolution No. 2884

5. Final Parcel Map 38366

6. Applicant’s Bonding Letter

7. Draft Phase I and Phase II Access Easement

8. Draft Parcel 9 Easement

9. Draft Maintenance Easement Agreement
520
RESOLUTION NO. 2025-____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM

DESERT, CALIFORNIA, APPROVING THE FINAL SUBDIVISION MAP OF FINAL PARCEL MAP NO. 38366
WHEREAS, the Parcel Map conforms to the requirements of the Subdivision Map Act and City Ordinances; and
WHEREAS, on October 13, 2023, the Tentative Parcel Map 38366 (TPM 38366) was approved to include 10.49-acres inclusive of Parcel 8 and a portion of Parcel 9 of Parcel Map 36792, Assessor’s Parcel Number 694-120-028 and 694-120-029, parcels owned by the City of Palm Desert. The TPM 38366 approvals by City Council Resolution No. 2022-85, allowed the subdivision of the 10.49-acre site into two parcels; and WHEREAS, on November 23, 2022, City of Palm Desert Housing Authority and Palm Communities, LLC (Developer) entered into a Disposition, Development, and Loan Agreement (DDLA) to sell the undeveloped property after the City records Final Parcel Map 38366; and
WHEREAS, On October 1, 2024, the Planning Commission approved a twelvemonth time extension for PP22-0003 and TPM 38366 until October 1, 2025 by Resolution No. 2884; and
WHEREAS, on October 10, 2024, the City of Palm Desert Housing Authority signed a Third Amendment and Restated DDLA.

WHEREAS, the Final Subdivision Map of Parcel Map 38366, has met the Conditions of Approval for this project.

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

SECTION 1. That the foregoing Recitals are true and correct and are incorporated herein by this reference.

SECTION 2. The Final Subdivision Map of Parcel Map 38366, City of Palm Desert, California, is hereby approved as the official map of said parcel, subject to the conditions of the Tentative Map.

SECTION 3. The Director of Development Services is directed to process the Parcel Map for recording upon receipt of the required payment of all fees.

SECTION 4. Effective Date. This Resolution shall take effect immediately upon this adoption.
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Resolution No. 2025-____ Page 2
ADOPTED ON ________________, 2025.

JAN HARNIK, MAYOR
ATTEST:

ANTHONY J. MEJIA, CITY CLERK
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Resolution No. 2025-____ Page 3
I, Anthony J. Mejia, City Clerk of the City of Palm Desert, hereby certify that Resolution No. 2025-__ is a full, true, and correct copy, and was duly adopted at a regular meeting of the City Council of the City of Palm Desert on _______________________, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

RECUSED:

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Palm Desert, California, on ______________, 2025.

ANTHONY J. MEJIA

CITY CLERK
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INTERSTATE 10

UNION PACIFIC RAILROAD

DINAH SHORE DRIVE
DINAH SHORE DRIVE GERALD FORD DRIVE TECHNOLOGYDRIVE PROPOSED LOT 1 AREA=262,362.40 SF AREA= 6.023 AC PROPOSED LOT 2 AREA=194,494.88 SF AREA= 4.465 AC LINE AND CURVE TABLE GERALD FORD DRIVE DINAH SHORE DRIVE TECHNOLOGY DRIVE PHASE I PROJECT ENTRY AT TECHNOLOGY DRIVE PHASE II PROJECT ENTRANCE AT DINAH SHORE DRIVE TENTATIVE PARCEL MAP NO. 38366 PALM VILLAS AT MILLENNIUM AFFECTING PARCEL 8 OF PARCEL MAP NO. 36792 CITY OF PALM DESERT PROJECT LOCATION NORTH 1 1 LEGAL DESCRIPTION APN OWNER DEVELOPER LEGEND TOPOGRAPHY SOURCE TENTATIVE PARCEL MAP NO. 38366 DATE OF SURVEY ADDRESS BASIS OF BEARING PARCEL 8 AREA FLOOD ZONE NOTE ZONING NOTE BENCHMARK NOTE MONUMENT NOTE SURVEYOR'S NOTES RECORD DATA LEGEND SURVEY PERFORMED BY: — PARCEL 8 TITLE INFORMATION GENERAL NOTES PARCEL 9 EASEMENT NOTES CIVIL ENGINEER RESPONSIBLE IN CHARGE OF THIS TPM UTILITY PROVIDERS 547 548
PLANNING COMMISSION RESOLUTION NO. 2884

A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF PALM

DESERT, CALIFORNIA, APPROVING A TWELVE-MONTH TIME
EXTENSION FOR PRECISE PLAN 22-0003 AND TENTATIVE PARCEL MAP 38336 UNTIL OCTOBER 13, 2025
CASE NO. PP 22-0003/TPM 38336 Extension No. 1
WHEREAS, the City Council of the City of Palm Desert, California, did on the 13th day of October 2022, adopt Resolution No. 2022-85, approving Precise Plan 22-0003 and Tentative Parcel Map 38336 for a 241-unit, multi-family affordable housing development community consisting of 10 three-story apartment buildings, one (1) two-story community building with two (2) on-site manager’s units, outdoor recreation areas, landscaping, and associated parking areas on a 10.49-acre site on the northwest corner of Gerald Ford Drive and Technology Drive; and
WHEREAS, the original resolution for the Precise Plan and tentative map established a 24-month life and was set to expire on October 13, 2024; and WHEREAS, a timely request was filed by Palms Communities, the authorized representative for the property owner, for an extension of Precise Plan 22-0003 and TPM 38336; and
WHEREAS, the original findings and Conditions of Approval in the entirety for Planning Case Nos. PP 22-0003 and TPM 38336 as stated in City Resolution No. 2022-85 are still applicable to the project and incorporated herein by reference; and WHEREAS, the Planning Commission of the City of Palm Desert, California, did on the 1st day of October 2024, consider the request by the property owner for approval of the above-noted extension of time request at a duly noticed public hearing; and WHEREAS, at the said public hearing, upon hearing and considering all testimony and arguments, if any, of all interested persons desiring to be heard, the Planning Commission did find the following facts and reasons, which are outlined in the staff report exist to justify approval of said request; and
WHEREAS, all other legal prerequisites to the adoption of this Resolution have occurred; and
NOW, THEREFORE, BE IT RESOLVED by the Planning Commission of the City of Palm Desert, California, as follows:

SECTION 1. Recitals. The Planning Commission hereby finds that the foregoing recitals are true and correct and are incorporated herein as substantive findings of this Resolution.

SECTION 2. Project Approval. The Planning Commission approves a twelve-month time extension for Planning Case Nos. Precise Plan 22-0003 and TPM 38336 from to October 13, 2025, subject to the Conditions of Approval attached hereto as Exhibit “A.” Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 549
PLANNING COMMISSION RESOLUTION NO. 2884
2 ADOPTED ON October 1, 2024

RON GREGORY

CHAIRPERSON
ATTEST:

RICHARD D. CANNONE, AICP

SECRETARY
I, Richard D. Cannone, AICP, Secretary of the City of Palm Desert, hereby certify that Resolution No. 2884 is a full, true, and correct copy, and was duly adopted at a regular meeting of the Planning Commission of the City of Palm Desert on October 1, 2024, by the following vote:

AYES: GREGORY, GREENWOOD, HOLT, PRADETTO
NOES: NONE
ABSENT: NONE
ABSTAIN: NONE
RECUSED: DELUNA
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Palm Desert, California, on October _11_, 2024.

RICHARD D. CANNONE, AICP

SECRETARY
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 550
PLANNING COMMISSION RESOLUTION NO. 2884
3 EXHIBIT A

CONDITIONS OF APPROVAL
CASE NOS. PP22-0003/TPM 38336 EXTENSION OF TIME NO. 1
PLANNING DIVISION:

1. The Applicant agrees that in the event of any administrative, legal, or equitable action instituted by a third party challenging the validity of any of the procedures leading to the adoption of these Project Approvals for the Project, or the Project Approvals themselves, the Developer and City each shall have the right, in their sole discretion, to elect whether or not to defend such action. The Developer, at its sole expense, shall defend, indemnify, and hold harmless the City (including its agents, officers, and employees) from any such action, claim, or proceeding with counsel chosen by the City, subject to the Developer’s approval of counsel, which shall not be unreasonably denied, and at the Developer’s sole expense. If the City is aware of such an action or proceeding, it shall promptly notify the Developer and cooperate in the defense. The Developer, upon such notification, shall deposit with City sufficient funds in the judgment of the City Finance Director to cover the expense of defending such action without any offset or claim against said deposit to assure that the City expends no City funds. If both Parties elect to defend, the Parties hereby agree to affirmatively cooperate in defending said action and to execute a joint defense and confidentiality agreement in order to share and protect the information under the joint defense privilege recognized under applicable law. As part of the cooperation in defending an action, City and Developer shall coordinate their defense in order to make the most efficient use of legal counsel and to share and protect information. The Developer and City shall each have sole discretion to terminate its defense at any time.

The City shall not settle any third-party litigation of Project approvals without the Developer’s consent, which consent shall not be unreasonably withheld, conditioned, or delayed unless the Developer materially breaches this indemnification requirement.

2. The Applicant shall comply with the Conditions of Approval of the previously approved per City Council Resolution No. 2022-85, attached hereto as Exhibit “B” in their entirety.

The Conditions of Approval are still applicable and valid and are incorporated herein by reference.

3. The Precise Plan 22-0003 and Tentative Parcel Map 38336 map will expire on October 13, 2025, unless an extension of time is granted by the City of Palm Desert’s Planning Commission.

END OF CONDITIONS OF APPROVAL
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 551

EXHIBIT B
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 552
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 553
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 554
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 555
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 556
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 557
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 558
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 559
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 560
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 561
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 562
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 563
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 564
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 565
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 566
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 567
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 568
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 569
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 570
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 571
Docusign Envelope ID: 960707B4-EE36-4FCA-BDCF-6E552E4EA5DE 572
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RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:

City of Palm Desert
73-510 Fred Waring Drive
Palm Desert, CA 92260
Attention: Housing Division
WITH A COPY TO:

PD Millenium Partners LP
100 Pacifica, Suite 203
Irvine, CA 92618
Attention: President
(SPACE ABOVE THIS LINE FOR RECORDER’S USE)

PHASE I AND PHASE II ACCESS EASEMENT
This PHASE II ACCESS EASEMENT II ACCESS EASEMENT (this “Agreement”) is made as of __________ 2025, by and between, PD MILLENIUM PARTNERS LP, a California limited partnership, (the “Partnership”), and the CITY OF PALM DESERT, a municipal corporation (the “City”), individually a “Party” and collectively referred to herein as the “Parties”.

RECITALS
A. The Partnership owns an approximately 6.02-acre parcel of real property located on the north side of Gerald Ford Drive between Portola Road and Cook Street in Palm Desert, California, as more particularly described in Exhibit A attached hereto (“Phase I Parcel”), on which the Partnership intends to construct and own one hundred twenty (120) units of affordable rental housing commonly known as Palm Villas I (“Phase I Project”).

B. The City owns an approximately 4.47-acre parcel of real property located on the north side of Gerald Ford Drive between Portola Road and Cook Street in Palm Desert, California in the City of Palm Desert, California, as more particularly described in Exhibit B attached hereto (the “Phase II Parcel”). The Phase II Parcel is adjacent to the Phase I Parcel and is intended to be Phase II of the Palm Villa development with one hundred nineteen (119) units of affordable rental housing (the “Phase II Project”).

C. The Partnership intends to construct a private street for ingress and egress through the Phase I Project (the “Phase I Street”) and include a community building, picnic facilities, swimming pool, tot lot and retention basins as part of the Phase I Project (collectively the “Common Area Facilities”).

D. Through this Agreement, the Partnership and the City desire to grant each other certain nonexclusive easements over Phase I and Phase II and to allocate certain rights and responsibilities in connection with the maintenance and repair of such easements. 581
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E. The Partnership desires to construct a private street across the Phase II Parcel to gain access through the adjacent City-owned parcel, commonly known as “Parcel 9”, to access Dinah Shore Drive (the “Phase II Street Improvements”), which Phase II Street Improvements will be an extension of the Phase I Street Improvements.

F. In connection with the Phase I Project, the Partnership desires to secure a nonexclusive, appurtenant easement (subject to the terms and conditions of this Agreement) to allow for: (i) access, ingress and egress by and for the Partnership and its tenants, subtenants, licensees, invitee, customers, contractors, employees, and agents including both pedestrian and vehicular access from the Phase I Parcel across the Phase II Parcel to the adjoining City-owned parcel known as Parcel 9; (ii) construction of the Private Street Improvements; and (iii) maintenance, repair, and replacement of the Private Street Improvements in connection with such access.

G. In connection with the Phase II Project, the City, on behalf of the eventual owner of the Phase II Project desires to secure a non-exclusive, appurtenant easement (subject to the terms and conditions of this Agreement), to allow for: (i) access, ingress and egress by and for the Phase II owner and its tenants, subtenants, licensees, invitees, customers, contractors, employees, and agents including both pedestrian and vehicular access from the Phase II Parcel across the Phase I Parcel.

H. In connection with the Phase II Project, the City, on behalf of the eventual owner of the Phase II Project desires to secure a non-exclusive, appurtenant easement (subject to the terms and conditions of this Agreement), to allow for access and use of the Common Area Facilities by the Phase II owner and its eligible tenants upon completion of construction of the Phase II Project.

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained in this Agreement, the Parties agree as follows:

Section 1. Grant of Phase I Access Easement. The City hereby grants to the Partnership and its tenants, subtenants, licensees, invitees customers, contractors, employees, and agents, for the benefit of the Phase I Parcel the following easements: (i) a non-exclusive easement for pedestrian and vehicular access, ingress and egress by the Permitted Parties over and across the Phase II Parcel, as more particularly described in Exhibit C-1 attached hereto (the “Street Easement”); (ii) an exclusive temporary easement over the Street Easement in order to construct, alter, remodel, demolish, repair, restore and reconstruct the Private Street Improvement,; and (iii) a non-exclusive easement over, upon and across the Street Easement for the purpose of maintaining, operating and repairing the Private Street Improvements (collectively the “Phase I Access Easement”). The Partnership specifically acknowledges and agrees that the City is granting the Phase I Access Easement to the Partnership on an “as is with all faults” basis and subject to all title matters of record and all title matters visible upon inspection.

Section 2. Grant of Phase II Access Easement. The Partnership hereby grants to the City, on behalf of the eventual Phase II owner and its tenants, subtenants, licensees, invitees, customers, contractors, employees and agents, for the benefit of the Phase II Parcel, a nonexclusive easement for pedestrian and vehicular access, ingress and egress by the Permitted Parties 582
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over and across the Phase I Parcel, as more particularly described in Exhibit C-2 attached hereto (the “Phase II Access Easement”).

Section 3. Common Area Facility Access Easement. The Partnership hereby grants to the eventual owner of the Phase II Project a non-exclusive, appurtenant easement (subject to the terms and conditions of this Agreement), to allow for access and use of the Common Area Facilities by the Phase II owner and its eligible tenants upon completion of construction of the Phase II Project.

Section 4. Term.

All deeds, leases or other real property conveyance contracts entered into by the Grantee on or after the date of this Grant Deed as to any portion of the Property shall contain the following language:
(a) The term of the Phase I Access Easement shall commence as of the Effective Date and will be perpetual unless sooner terminated as a result of the demolition of the housing developments on the Phase I Parcel, which is not replaced by another residential development.
(b) Subject to Section 9 below, the term of the Phase II Access Easement shall commence as of the close of escrow for the sale of the Phase II Parcel by the City to the prospective Phase II owner and will be perpetual unless sooner terminated as a result of the demolition of the housing developments on the Phase II Parcel, which is not replaced by another residential development.
(c) Subject to Section 9 below, the term of the Common Area Facilities Easement shall commence as issuance of a certificate of occupancy (or temporary certificate of occupancy) for the Phase II Project and will continue through the life of the Common Area Facilities on the Phase I Project.

Section 5. Nature of Easements. The Easements granted in this Agreement are appurtenant to and for the benefit of the Phase I Parcel and the Phase II Parcel. The Easements may not be transferred, assigned, or encumbered except as an appurtenance to the Phase I Parcel or the Phase II Parcel, respectively.

Section 6. Covenants Running with the Land. The City and the Partnership expressly intend that the covenants contained in this Agreement with respect to each easements described in this Agreement will be equitable servitudes and covenants running with and benefiting and burdening the Phase I Parcel and Phase II Parcel.

Section 7. Construction of the Street Improvements. The Partnership shall construct the Private Street Improvements in accordance with City-approved plans and specifications for the construction of the Private Street Improvements. The Partnership shall diligently prosecute such construction to completion at the Partnership’s sole cost and expense. The Partnership agrees that the Private Street Improvements shall be constructed in a good and workmanlike manner and in accordance with all applicable laws, rules, ordinances and regulations. 583
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Section 8. Maintenance and Repair of Access Easement. The Partnership shall provide for the appropriate upkeep and maintenance of the portion of the Street Easement, unless otherwise agreed upon by the Parties, to ensure that the Street Easement is maintained in good condition and repair and clean and free of rubbish, debris and other hazards to users. The Partnerships shall maintain the surface of the Street Easement so that the surface is level and evenly covered with the type of surfacing material originally installed or a substitute material that is equal in quality, appearance, and durability.

Section 9. Use and Maintenance Agreement. As a condition of the commencement of the Phase II Access Easement and the Common Area Facilities Easement, the Partnership and the Phase II Parcel owner shall negotiate in good faith a cost sharing agreement for the reasonable allocation of maintenance costs of the Phase I Access Easement, the Phase II Access Easement and the Common Area Facilities Easement. The Parties shall also include the costs for any other easements benefiting or burdening one or both Parties. In addition to the cost sharing, the Parties shall agree on reasonable rules and regulations governing the use of the Common Area Facilities by the tenants of the Phase I Project and the Phase I Project. The City acknowledges that the Phase I Project is using Low-Income Housing Tax Credits (“LIHTCs”) as a funding mechanism and as a result the rules and regulations governing the use of the Common Area Facilities may contain restrictions imposed by the use of LIHTCs.

Section 10. Amendment of Agreement. The Parties anticipate that this Agreement may need to be amended prior to the recordation of the Parcel Map and/or the conveyance of the Phase II Parcel by the City to ensure that the Agreement clearly delineates mutual responsibilities and rights with respect to Common Area Facilities’ maintenance, control and use in order to fully comply with the City’s condition of approval for the Parcel Map.

Section 11. Insurance and Indemnification Requirements. The Partnership shall maintain insurance against claims for injuries to persons or damages to property which may arise from or in connection with the Easements.
(a) Required Coverage. The Partnership must maintain and keep in force, at the Partnership’s sole cost and expense, the following insurance:
(1) Worker’s Compensation insurance, as required by the State of California and consistent with statutory limits, and Employers’ Liability coverage, with limits not less than One Million Dollars ($1,000,000) each accident for bodily injury or disease. (2) Commercial General Liability insurance with limits not less than One Million Dollars ($1,000,000) each occurrence and Five Million Dollars ($5,000,000) aggregate combined single limit for Bodily Injury and Property Damage including coverages for Contractual Liability, Personal Injury, Broadform Property Damage, Products and Completed Operations. Products and Completed Operations coverage must be obtained no later than completion of construction of the Development. The Partnership shall cause the Partnership’s general contractor to maintain Commercial General Liability insurance limits not less than Two Million Dollars ($2,000,000) each occurrence and Four Million Dollars ($4,000,000) aggregate combined single limit for Bodily Injury and Property Damage, including coverages for Contractual Liability, Personal Injury, Broadform Property Damage, Products and Completed Operations. 584
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(b) General Requirements.
(1) The required insurance must be provided under an occurrence form, and the Developer must maintain such coverage continuously throughout the Term. Should any of the required insurance be provided under a form of coverage that includes an annual aggregate limit or provides that claims investigation or legal defense costs be included in such annual aggregate limit, such annual aggregate limit must be three (3) times the occurrence limits specified above.
(2) Commercial General Liability insurance must be endorsed to name as additional insureds the City and its elected officials, officers, directors, representatives, consultants, employees, and agents. The endorsement must include liability arising out of work or operations performed by or on behalf of the Partnership including materials, parts, or equipment furnished in connection with such work or operations. For commercial general liability, the policy must be endorsed with a form at least as broad as ISO form CG 20 10 11 85 or both CG 20 10 and CG 20 37 forms if later revisions used.
(3) The Partnership’s insurance must be primary to any other insurance (including self-insurance) available to the City (including elected officials, officers, directors, representatives, consultants, employees, and agents) with respect to any claim arising out of this Agreement. Any insurance maintained by the City shall be in excess of the Partnership’s insurance and shall not contribute with it.
(4) No policy shall be canceled, limited, or allowed to expire without renewal until after thirty (30) days written notice has been given to the City by first class mail. (5) Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City. Exception may be made for the State Compensation Insurance Fund when not specifically rated.

Section 12. Indemnification.
(a) The Partnership hereby agrees to release, indemnify and defend the City, its councilmembers, its officers, its employees from and against any and all claims, liabilities, losses, damages, costs and expenses arising from or as the result of the death of, or any accident, injury, loss or damage to, any person or property that occurs within the Phase I Access Easement.

Notwithstanding the foregoing, the City will not be entitled to such indemnification for any damage to the extent caused by its own negligence or by its willful misconduct. (b) The City, in its capacity as the Phase II Parcel owner, hereby agrees to release, indemnify and defend the Partnership, its officers, its employees from and against any and all claims, liabilities, losses, damages, costs and expenses arising from or as the result of the death of, or any accident, injury, loss or damage to, any person or property that occurs within the Phase II Access Easement or as a result of the use of the Common Act Facilities Easement.

Notwithstanding the foregoing, the Partnership will not be entitled to such indemnification for any damage to the extent caused by its own negligence or by its willful misconduct. Upon the sale of the Phase II Parcel to a third party, the City shall be released from this indemnity obligation for 585
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events occurring after the close of escrow for the Phase II Parcel and the new Phase II Parcel owner shall be bound by the obligation hereunder.

Section 13. Remedies. If there is a material breach of any provision of this Agreement, a non-breaching Party may serve written notice of the breach of the breaching Party. If the breach is not cured within thirty (30) days following receipt of the notice of breach (or such longer period as is reasonably necessary to remedy such breach, provided that the breaching Party shall continuously and diligently pursue such remedy at all times until such breach is cured), the nonbreaching Party may take any and all action as permitted by law.

Section 14. Rights of Mortgagees and Investor.
(a) Right to Encumber. Each owner of the Phase I Parcel and Phase II Parcel shall have the right to encumber its interest by any Mortgage, provided such Mortgage is subject to and subordinate to this Agreement. Each owner of the Phase I Parcel and Phase II Parcel, upon written request by either the Partnership or the Phase II Parcel owner, shall obtain written recordable agreements from its lenders and other holders of such Mortgages, if any, whereby such lienors agree to subordinate their interests under such liens to the rights and interests of the Parties created by this Agreement. As used herein, the term “Mortgagee” shall mean any mortgagee, beneficiary under any deed of trust or governmental agency which is a grantor of funds. The term “Mortgagor” shall mean the mortgagor or trustor under a “Mortgage.” The term “Mortgage” shall mean any mortgage or deed of trust, bonds, grant of taxable or tax-exempt funds from a governmental agency.
(b) Breach Won’t Defeat Lien. The breach of any of the provisions of this Agreement shall not defeat or render invalid the lien of any Mortgage encumbering the parcel or any portion thereof which is/are made in good faith and for value, provided that all provisions of this Agreement shall be binding and effective against any Party whose acquired the parcel by foreclosure, deed in lieu of foreclosure, trustee’s sale or otherwise. (c) Notice to Mortgagee. Any default notices provided for in this Agreement shall also be provided to the holder of any Mortgage requesting a copy of such notices. (d) Right to Cure. If any notice of default shall be given and the defaulting Party fails to cure or commence to cure such default within thirty (30) days of receipt of notice of such default, then in that event the Mortgagee under any Mortgage affecting the property of the defaulting Party shall be given an additional notice that the defaulting Party has failed to cure or commence to cure such default and such Mortgagee shall have an additional thirty (30) days to diligently commence curing within such time and diligently prosecute to completion within a reasonable time.
(e) No Obligation to Cure. Nothing contained in this Agreement shall require any Mortgagee to cure any default of a Party prior to its acquisition of title to a property pursuant to foreclosure, trustee’s sale or deed in lieu of foreclosure. Upon acquisition of title to a Property pursuant to a foreclosure, trustee’s sale or deed in lieu of foreclosure, such Mortgagee, the purchaser or grantee, as applicable, shall only be liable and responsible for defaults accruing after the date of such acquisition and neither any Mortgagee no successor thereof shall be liable for any 586
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damages, costs, liabilities or expenses, and such Party’s property shall not be subject to any lien under this Agreement for any amounts due hereunder, based upon the actions, defaults or violations taken or suffered by any Party hereunder prior to the date of such foreclosure, trustee sale or deed in lieu of foreclosure.

Section 15. No Public Dedication. Nothing herein shall be deemed to be a gift or dedication of any portion of the Easements to the general public or for any public purposes whatsoever. It is the intention of the Parties that this Agreement is strictly limited to and for the purposes herein expressed. The right of the public or any person to make any use whatsoever of any easement hereunder or any portion thereof is by permission and subject to the mutual agreement of the Parties. Notwithstanding anything to the contrary herein, the Parties may, by mutual agreement, periodically restrict ingress and egress to and from any or all of an easement in order to prevent any type of prescriptive easement from arising by reason of continued public use.

Section 16. Notices. Formal notices, demands and communications between the Parties shall be sufficiently given if, and shall not be deemed given unless, dispatched by certified mail, return receipt requested, or express delivery service with a delivery receipt, to the principal offices of the Party as follows:

City: City of Palm Desert
73-510 Fred Waring Drive
Palm Desert, CA 92260
Attn: Housing Division
Partnership: PD Millenium Partners LP
100 Pacifica, Suite 203
Irvine, CA 92618
Attn: President
Notices shall be deemed received as of the date delivered or delivery was refused as shown on the return receipt. The foregoing address may be changed by notice given as provided in this Agreement. Each Party shall promptly notify each of the other Party of any change in its address as last disclosed.

Section 17. Counterparts. This Agreement may be signed in one or more counterparts, each of which shall be deemed an original, and all of which taken together constitute this Agreement.

Section 18. Effective Date. The Effective Date of this Agreement shall be the date that this Agreement has been fully executed and acknowledged by all Parties and recorded in the Official Records of Riverside County, California.

Section 19. Legal Action. If any legal action is brought to interpret or enforce the terms of this Agreement, the prevailing Party shall be entitled to recover against the Party not prevailing, all reasonable costs, including attorneys’ fees, incurred in the action. 587
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Section 20. Entire Agreement. This Agreement contains the entire agreement between the Owners relating to the rights granted and the obligation hereunder assumed. Any oral representations or modification concerning this Agreement shall be of no force and effect excepting a subsequent modification in writing signed by the Parties.

Section 21. Exhibits. Any and all Exhibits referred to in this Agreement are incorporated in this Agreement by this reference.

Section 22. Successors an Assigns. This Agreement shall be binding upon, and shall inure to the benefit of, the Parties hereto and their permitted successors and assigns.

Section 23. Amendments. This Agreement may be amended or modified only by a written instrument executed by the Parties.

Section 24 Governing Law. This Agreement shall be governed by and interpreted in accordance with the laws of the State of California.

WHEREFORE, the Parties have executed this Agreement as of the date first written above.

CITY:

CITY OF PALM DESERT,
a municipal corporation
By: ____________________________
Jan C. Harnik
Mayor
PARTNERSHIP:

PD MILLENNIUM PARTNERS LP,
a California limited partnership
By: PC Gerald Ford Developers LLC,
a California limited liability company,
Its administrative general partner
By: Palm Companies LLC,
a California limited liability company,
Its managing member
________________________
By: Danavon L. Horn, President
588

EXHIBIT A

LEGAL DESCRIPTION OF PHASE I

THE LAND IN THE CITY OF PALM DESERT, IN THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS:
589
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EXHIBIT B

LEGAL DESCRIPTION OF PHASE II

THE LAND IN THE CITY OF PALM DESERT, IN THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS:
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EXHIBIT C-1

DESCRIPTION OF PHASE I ACCESS EASEMENT
591
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EXHIBIT C-2

DESCRIPTION OF PHASE II ACCESS EASEMENT
592
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CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
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 CALIFORNIA

COUNTY OF RIVERSIDE
On before me, ________________________________________ 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, and that by his/her/their signature(s) on the instrument the person(s), or the entity(ies) 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.

Place Notary Seal Above
Signature of Notary Public
593
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STATE OF CALIFORNIA

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.

Place Notary Seal Above
Signature of Notary Public
594
P6401-0001\3101807v1.doc
1 RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:

City of Palm Desert
73-510 Fred Waring Drive
Palm Desert, CA 92260
Attn: Housing Division

AFTER RECORDATION MAIL TO AND
MAIL TAX STATEMENTS TO:
100 Pacifica, Suite 203
Irvine, CA 92618
______________________________________________________________________________ (SPACE ABOVE THIS LINE FOR RECORDER'S USE)
PARCEL 9 EASEMENT AGREEMENT
This Parcel 9 Easement Agreement (this "Agreement") is made as of ________, 2025, by and between PD MILLENIUM PARTNERS LP, a California limited partnership (the "Partnership"), and the CITY OF PALM DESERT, a municipal corporation (the "City”), (individually a "Party" and collectively referred to herein as the “Parties”), with reference to the following facts:

RECITALS
A. The Partnership owns an approximately 6.02-acre parcel of real property located at on the north side of Gerald Ford Drive between Portola Road and Cook Street in Palm Desert, California, as more particularly described in Exhibit A attached hereto ("Phase I Parcel"), on which the Partnership intends to construct and own one hundred twenty (120) units of affordable rental housing commonly known as Palm Villas I ("Phase I Project").

B. The City owns an approximately 4.47-acre parcel of real property located on the north side of Gerald Ford Drive between Portola Road and Cook Street in Palm Desert, California in the City of Palm Desert, California (the "Phase II Parcel"). The Phase II Parcel is adjacent to the Phase I Parcel and is intended to be Phase II of the Palm Villa development with one hundred nineteen (119) units of affordable rental housing.

C. The City also owns an approximately 26.14-acre parcel of real property located on the Dina Shore Drive in Palm Desert, California in the City of Palm Desert, California, as more particularly described in Exhibit B attached hereto (the "Parcel 9") that is adjacent to the Phase II Parcel.
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2 D. Through a separate agreement the City has granted easements to the Partnership over the Phase II Parcel to allow the Partnership to construct private street improvements on the Phase II Parcel (the "Private Street Improvements") and to have ingress and egress across the Phase II Parcel.

E. The Partnership desires to construct street improvements across the Phase 9 to gain access Dinah Shore Drive (the "Street Improvements"), which Street Improvements will be connected to the Private Street Improvements.

F. In connection with the Phase I Project, the Partnership desires to secure a nonexclusive, appurtenant easement (subject to the terms and conditions of this Agreement), to allow for: (i) access, ingress and egress by and for the Permitted Parties (defined below) including both pedestrian and vehicular access the Parcel 9; (ii) construction of the Street Improvements; (iii) maintenance, repair, and replacement of the Street improvements in connection with such access.

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained in this Agreement, the Parties agree as follows:

Section 1. Grant of Easements. The City hereby grants to the Partnership and its tenants, subtenants, licensees, invitees, customers, contractors, employees, and agents (the “Permitted Parties”), for the benefit of the Phase I Parcel the following easements: (i) a nonexclusive easement for pedestrian and vehicular access, ingress and egress by the Permitted Parties over and across the Parcel 9, as more particularly described in Exhibit C attached hereto (the "Access Easement"); (ii) an exclusive temporary easement over the Access Easement in order to construct, alter, remodel, demolish, repair, restore and reconstruct the Street Improvement (the "Construction Easement"); and (iii) a non-exclusive easement over, upon and across the Access Easement for the purpose of maintaining, operating and repairing the Private Street Improvements (the "Maintenance Easement") The Access Easement, the Construction Easement, and the Maintenance Easement shall be collectively referred to herein as the "Easements". The Partnership specifically acknowledges and agrees that the City is granting the Easements to the Partnership on an "as is with all faults" basis and subject to all title matters of record and all title matters visible upon inspection.

Section 2. Term. Subject to the provisions of Section 3, each covenant, easement, restriction, and undertaking of the Easement contained in this Agreement will be perpetual, unless sooner terminated as a result of the demolition of the housing developments on the Phase I Parcel and Phase II Parcel, which are not replaced by another residential development. 596
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3 Section 3. Termination of the Easement. The Parties intend that upon completion of the Street Improvements the City will inspect the completed improvements and confirm that the improvements comply with the City standards for a public street. Following the City's confirmation of the Street Improvement compliance with City standards, the City shall promptly dedicate the Access Easement as a public street and, at which time, the Easements shall terminate. The Parties shall execute and record the appropriate documents to evidence the termination of the Easements.

Section 4. Nature of Easements. The Easements granted in this Agreement are appurtenant to and for the benefit of the Phase I Parcel. The Easements may not be transferred, assigned, or encumbered except as an appurtenance to the Phase I Parcel.

Section 5. Covenants Running with the Land. The City and the Partnership expressly intend that the covenants contained in this Agreement with respect to the Easements described in this Agreement will be equitable servitudes and covenants running with and benefiting and burdening the Phase I Parcel and Parcel 9.

Section 6. Construction of the Street Improvements. The Partnership shall construct the Private Street Improvement in accordance with City-approved plans and specifications for the construction of the Private Street Improvements. The Partnership shall diligently prosecute such construction to completion at the Partnership's sole cost and expense. The Partnership agrees that the Street Improvements shall be constructed in a good and workmanlike manner and in accordance with all applicable laws, rules, ordinances and regulations.

Section 7. Maintenance and Repair of Access Easement. The Partnership shall provide for the appropriate upkeep and maintenance of the portion of the Access Easement to ensure that the Access Easement is maintained in good condition and repair and clean and free of rubbish, debris and other hazards to users. The Partnership's shall maintain the surface of the Access Easement so that the surface is level and evenly covered with the type of surfacing material originally installed or a substitute material that is equal in quality, appearance, and durability.

Section 8. New Phase II Owner. If the City conveys the Phase II Parcel prior to the termination of this Agreement pursuant to Section 3, the new Phase II Owner its tenants, subtenants, licensees, invitees, customers, contractors, employees, and agents shall be consider Permitted Parties under this Agreement and the Parties and the new Phase II Owner will work cooperatively to record the appropriate documents to reflect that the Phase II Parcel is a benefitting parcel of the Easements set forth in Section 1 of this Agreement.

Section 9. Insurance and Indemnification Requirements. The Partnership shall maintain insurance against claims for injuries to persons or damages to property which may arise from or in connection with the Easements.
(a) Required Coverage. The Partnership must maintain and keep in force, at the Partnership's sole cost and expense, the following insurance:
597
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4 (1) Workers' Compensation insurance, as required by the State of California and consistent with statutory limits, and Employers' Liability coverage, with limits not less than One Million Dollars ($1,000,000) each accident for bodily injury or disease. (2) Commercial General Liability insurance with limits not less than One Million Dollars ($1,000,000) each occurrence and Five Million Dollars ($5,000,000) aggregate combined single limit for Bodily Injury and Property Damage, including coverages for Contractual Liability, Personal Injury, Broadform Property Damage, Products and Completed Operations. Products and Completed Operations coverage must be obtained no later than completion of construction of the Development. The Partnership shall cause the Partnership's general contractor to maintain Commercial General Liability insurance with limits not less than Two Million Dollars ($2,000,000) each occurrence and Four Million Dollars ($4,000,000) aggregate combined single limit for Bodily Injury and Property Damage, including coverages for Contractual Liability, Personal Injury, Broadform Property Damage, Products and Completed Operations.
(b) General Requirements.
(1) The required insurance must be provided under an occurrence form, and the Developer must maintain such coverage continuously throughout the Term. Should any of the required insurance be provided under a form of coverage that includes an annual aggregate limit or provides that claims investigation or legal defense costs be included in such annual aggregate limit, such annual aggregate limit must be three (3) times the occurrence limits specified above.
(2) Commercial General Liability insurance must be endorsed to name as additional insureds the City and its elected officials, officers, directors, representatives, consultants, employees, and agents. The endorsement must include liability arising out of work or operations performed by or on behalf of the Partnership including materials, parts, or equipment furnished in connection with such work or operations. For commercial general liability, the policy must be endorsed with a form at least as broad as ISO form 20 10, GC 11 85 or both CG 20 10 and CG 20 37 forms if later revisions used. (3) The Partnership's insurance must be primary to any other insurance (including self-insurance) available to the City (including elected officials, officers, directors, representatives, consultants, employees, and agents) with respect to any claim arising out of this Agreement. Any insurance maintained by the City shall be excess of the Partnership's insurance and shall not contribute with it.
(4) No policy shall be canceled, limited, or allowed to expire without renewal until after thirty (30) days written notice has been given to the City by first class mail. (5) Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City. Exception may be made for the State Compensation Insurance Fund when not specifically rated.

Section 10. Indemnification. The Partnership hereby agrees to release, indemnify and defend the City, its councilmembers, its officers, its employees from and against any and all 598
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5 claims, liabilities, losses, damages, costs and expenses arising from or as the result of the death of, or any accident, injury, loss or damage to, any person or property that occurs within the Easements. Notwithstanding the foregoing, the City will not be entitled to such indemnification for any damage to the extent caused by its own negligence or by its willful misconduct.

Section 11. Remedies. If there is a material breach of any provision of this Agreement, a non-breaching Party may serve written notice of the breach on the breaching Party.

If the breach is not cured within thirty (30) days following receipt of the notice of breach (or such longer period as is reasonably necessary to remedy such breach, provided that the breaching Party shall continuously and diligently pursue such remedy at all times until such breach is cured), the non-breaching Party may take any and all action as permitted by law.

Section 12. No Public Dedication. Nothing herein shall be deemed to be a gift or dedication of any portion of the Easements to the general public or for any public purposes whatsoever. It is the intention of the Parties that this Agreement be strictly limited to and for the purposes herein expressed. The right of the public or any person to make any use whatsoever of the Access Easement or any portion thereof is by permission and subject to the mutual agreement of the Parties. Notwithstanding anything to the contrary herein, the Parties may, by mutual agreement, periodically restrict ingress and egress to and from any or all of the Access Easement in order to prevent any type of prescriptive easement from arising by reason of continued public use.

Section 13. Notices. Formal notices, demands and communications between the Parties shall be sufficiently given if, and shall not be deemed given unless, dispatched by certified mail, return receipt requested, or express delivery service with a delivery receipt, to the principal offices of the Party as follows:

City: City of Palm Desert
73-510 Fred Waring Drive
Palm Desert, CA 92260
Attn: Housing Division
Partnership: PD Millenium Partners LP
100 Pacifica, Suite 203
Irvine, CA 92618
Notices shall be deemed received as of the date delivered or delivery was refused as shown on the return receipt. The foregoing addressed may be change by notice given as provided in this Agreement. Each Party shall promptly notify each of the other Party of any change in its address as last disclosed.

Section 14. Counterparts. This Agreement may be signed in one or more counterparts, each of which shall be deemed an original, and all of which taken together shall constitute this Agreement.
599
P6401-0001\3101807v1.doc
6 Section 15. Legal Actions. If any legal action is brought to interpret or enforce the terms of this Agreement, the prevailing Party shall be entitled to recover against the Party not prevailing, all reasonable costs, including attorneys' fees, incurred in the action.

Section 16. Entire Agreement. This Agreement contains the entire agreement between the Owners relating to the rights granted and the obligations hereunder assumed. Any oral representations or modification concerning this Agreement shall be of no force and effect excepting a subsequent modification in writing signed by the Parties.

Section 17. Exhibits. Any and all Exhibits referred to in this Agreement are incorporated in this Agreement by this reference.

Section 19. Successors and Assigns. This Agreement shall be binding upon, and shall inure to the benefit of, the Parties hereto and their permitted successors and assigns.

Section 20. Amendments. This Agreement may be amended or modified only by a written instrument executed by the Parties.

Section 21. Governing Law. This Agreement shall be governed by and interpreted in accordance with the laws of the State of California.

WHEREFORE the Parties have executed this Agreement as of the date first written above.

CITY:

CITY OF PALM DESERT
a municipal corporation
By: __________________________
Jan C. Harnik, Mayor
ATTEST:

By: __________________________
Anthony Mejia, City Clerk
PARTNERSHIP:

PD MILLENNIUM PARTNERS LP,
a California limited partnership
By: PC Gerald Ford Developers LLC,
a California limited liability company,
Its administrative general partner
By: Palm Companies LLC,
a California limited liability
company, Its managing member
________________________
By: Danavon L. Horn, President
600
1046\101\3364448.5
P6401-0001\3101807v1.doc
A-7

EXHIBIT A
Legal Description of Phase I Parcel
601
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B-8

EXHIBIT B
Legal Description of Parcel 9
602
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C-9

EXHIBIT C
Description of Access Easement
603
604

RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:

City of Palm Desert
73-510 Fred Waring Drive
Palm Desert, CA 92260
Attention: Housing Division
WITH A COPY TO:

PD Millenium Partners LP
100 Pacifica, Suite 203
Irvine, CA 92618
Attention: President
(SPACE ABOVE THIS LINE FOR RECORDER’S USE)

MAINTENANCE EASEMENT AGREEMENT
This MAINTENANCE EASEMENT AGREEMENT (this “Agreement”) is made as of __________ 2025, by and between, PD MILLENIUM PARTNERS LP, a California limited partnership, (the “Partnership”), and the CITY OF PALM DESERT, a municipal corporation (the “City”), individually a “Party” and collectively referred to herein as the “Parties”.

B. The City owns an approximately 4.47-acre parcel of real property located on the north side of Gerald Ford Drive between Portola Road and Cook Street in Palm Desert, California in the City of Palm Desert, California (the “Phase II Parcel”). The Phase II Parcel is adjacent to the Phase I Parcel and is intended to be Phase II of the Palm Villa development with one hundred nineteen (119) units of affordable rental housing.

C. The City owns approximately 26.14-acre parcel of real property located on the Dina Shore Drive in Palm Desert, California in the City of Palm Desert, California, as more particularly described in Exhibit B attached hereto (the “Parcel 9”). Parcel 9 adjoins the Phase I Parcel and the Phase II Parcel.

D. As part of the Phase I Project, the Partnership intends to construct an eight (8) foot high wall along the north boundary line of the Phase I Parcel adjacent to Parcel 9 (the “Phase I Wall”).
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E. The Parties anticipate that the development of the Phase II Parcel will also necessitate the development of a boundary wall between the Phase II Parcel and Parcel 9.

F. In Connection with the Phase I Project, the Partnership desires to secure a nonexclusive, appurtenant easement for access over Parcel 9 along the Phase I Wall to remove any sand build-up against the wall and to maintain and repair the exterior of the Phase 1 Wall in connection with such access.

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained in this Agreement, the Parties agree as follows:

Section 1. Grant of Easement. The City hereby grants the Partnership and its contractors, employees, and agents (the “Permitted Parties”), for the benefit of the Phase I Parcel a non-exclusive easement thirty (30) feet in width for access by the Permitted Parties over and across the Parcel 9, as more particularly described in Exhibit C attached hereto for the purpose of removing sand build-up against Parcel I Wall and to maintain and repair the exterior of the Phase I Wall in connection with such access (the “Easement”). The Developer specifically acknowledges and agrees that the City is granting the Easement to the Developer on an “as is with all faults” basis and subject to all title matters of record and all title matters visible upon inspection.

Section 2. Term. Each covenant, easement, restriction, and undertaking of the Easement contained in this Agreement will be perpetual, unless sooner terminated as a result of the demolition of the housing development on the Phase I Parcel and Phase II Parcel, which are not replaced by another residential development.

Section 3. Nature of Easement. The Easement granted in this Agreement are appurtenant to and for the benefit of the Phase I Parcel. The Easement may not be transferred, assigned, or encumbered except as an appurtenance to the Phase I Parcel.

Section 4. Covenants Running with the Land. The City and the Partnership expressly intend that the covenants contained in this Agreement with respect to the Easement described in this Agreement will be equitable servitudes and covenants running with and benefiting and burdening the Phase I Parcel and Parcel 9.

Section 5. Use of Easement. The Partnership’s use of the Easement will be for the purpose of removing sand build-up against Phase I Wall and to maintain and repair the exterior of the Phase I Wall in connection with such access. Prior to commencing the activities on the Easement, the Partnership shall provide its sand removal and maintenance plans to the City for the City’s review and reasonable approval.

Section 6. Insurance and Indemnification Requirements. he Partnership shall maintain insurance against claims for injuries to persons or damages to property which may arise from or in connection with the Easements.
(a) Required Coverage. The Partnership must maintain and keep in force, at the Partnership’s sole cost and expense, the following insurance:
606
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(1) Worker’s Compensation insurance, as required by the State of California and consistent with statutory limits, and Employers’ Liability coverage, with limits not less than One Million Dollars ($1,000,000) each accident for bodily injury or disease. (2) Commercial General Liability insurance with limits not less than One Million Dollars ($1,000,000) each occurrence and Two Million Dollars ($2,000,000) aggregate combined single limit for Bodily Injury and Property Damage including coverages for Contractual Liability, Personal Injury, Broadform Property Damage, Products and Completed Operations. Products and Completed Operations coverage must be obtained no later than completion of construction of the Development.
(b) General Requirements.
(1) The required insurance must be provided under an occurrence form, and the Developer must maintain such coverage continuously throughout the Term. Should any of the required insurance be provided under a form of coverage that includes an annual aggregate limit or provides that claims investigation or legal defense costs be included in such annual aggregate limit, such annual aggregate limit must be three (3) times the occurrence limits specified above.
(2) Commercial General Liability insurance must be endorsed to name as additional insureds the City and its elected officials, officers, directors, representatives, consultants, employees, and agents. The endorsement must include liability arising out of work or operations performed by or on behalf of the Partnership including materials, parts, or equipment furnished in connection with such work or operations. For commercial general liability, the policy must be endorsed with a form at least as broad as ISO form CG 20 10 11 85 or both CG 20 10 and CG 20 37 forms if later revisions used.
(3) The Partnership’s insurance must be primary to any other insurance (including self-insurance) available to the City (including elected officials, officers, directors, representatives, consultants, employees, and agents) with respect to any claim arising out of this Agreement. Any insurance maintained by the City shall be in excess of the Partnership’s insurance and shall not contribute with it.
(4) No policy shall be canceled, limited, or allowed to expire without renewal until after thirty (30) days written notice has been given to the City by first class mail. (5) Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City. Exception may be made for the State Compensation Insurance Fund when not specifically rated.

Section 8. Remedies. If there is a material breach of any provision of this Agreement, a non-breaching Party may serve written notice of the breach of the breaching Party. If the breach is not cured within thirty (30) days following receipt of the notice of breach (or such longer period as is reasonably necessary to remedy such breach, provided that the breaching Party shall continuously and diligently pursue such remedy at all times until such breach is cured), the nonbreaching Party may take any and all action as permitted by law. 607
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Section 9. No Public Dedication. Nothing herein shall be deemed to be a gift or dedication of any portion of the Easements to the general public or for any public purposes whatsoever. It is the intention of the Parties that this Agreement is strictly limited to and for the purposes herein expressed.

Section 10. Indemnification. The Partnership hereby agrees to release, indemnify and defend the City, its councilmembers, its officers, its employees from and against and all claims, liabilities, losses, damages, costs and expenses arising from or as the result of the death of, or any accident, injury, loss or damage to, any person or property that occurs within the Easements.

Notwithstanding the foregoing, the City will not be entitled to such indemnification for any damage to the extent caused by its own negligence or by its willful misconduct.

Section 11. Notices. Formal notices, demands and communications between the Parties shall be sufficiently given if, and shall not be deemed given unless, dispatched by certified mail, return receipt requested, or express delivery service with a delivery receipt, to the principal offices of the Party as follows:

Section 12. Counterparts. This Agreement may be signed in one or more counterparts, each of which shall be deemed an original, and all of which taken together constitute this Agreement.

Section 13. Legal Action. If any legal action is brought to interpret or enforce the terms of this Agreement, the prevailing Party shall be entitled to recover against the Party not prevailing, all reasonable costs, including attorneys’ fees, incurred in the action.

Section 14. Entire Agreement. This Agreement contains the entire agreement between the Owners relating to the rights granted and the obligation hereunder assumed. Any oral representations or modification concerning this Agreement shall be of no force and effect excepting a subsequent modification in writing signed by the Parties. 608
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Section 15. Exhibits. Any and all Exhibits referred to in this Agreement are incorporated in this Agreement by this reference.

Section 16. Successors an Assigns. This Agreement shall be binding upon, and shall inure to the benefit of, the Parties hereto and their permitted successors and assigns.

Section 17. Amendments. This Agreement may be amended or modified only by a written instrument executed by the Parties.

Section 18 Governing Law. This Agreement shall be governed by and interpreted in accordance with the laws of the State of California.

WHEREFORE, the Parties have executed this Agreement as of the date first written above.

CITY:

CITY OF PALM DESERT,
a municipal corporation
By:
____________________________
Jan C. Harnik, Mayor

ATTEST
By:
____________________________
Anthony Mejia, City Clerk

PARTNERSHIP:

EXHIBIT A

LEGAL DESCRIPTION OF PHASE I

THE LAND IN THE CITY OF PALM DESERT, IN THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS:
610
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EXHIBIT B

LEGAL DESCRIPTION OF PHASE II

THE LAND IN THE CITY OF PALM DESERT, IN THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS:
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EXHIBIT C

DESCRIPTION OF EASEMENT
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STATE OF CALIFORNIA

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.

Place Notary Seal Above
Signature of Notary Public
613
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STATE OF CALIFORNIA

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.

Place Notary Seal Above
Signature of Notary Public
614

Page 1 of 2 ends

CITY OF PALM DESERT

STAFF REPORT
MEETING DATE: July 10, 2025
PREPARED BY: Anthony J. Mejia, City Clerk
SUBJECT: INTRODUCTION OF AN AMENDING PALM DESERT MUNICIPAL CODE SECTION 2.34.050 RELATED TO ADVISORY BODY OFFICERS
RECOMMENDATION:

1. Introduce an ordinance entitled, “AN ORDINANCE OF THE CITY COUNCIL OF THE CITY

OF PALM DESERT, CALIFORNIA, AMENDING PALM DESERT MUNICIPAL CODE SECTION 2.34.050 RELATED TO ADVISORY BODY OFFICERS.”

2. Direct the City Clerk to immediately implement the policy establishing an annual rotation of advisory body chairperson and vice chairperson positions using a numeric seat-based system.

BACKGROUND/ANALYSIS:

At its meeting of June 26, 2025, the City Council introduced an ordinance amending Palm Desert Municipal Code Section 2.34.050 to require annual rotation of advisory body Chair and Vice Chair positions. The intent of this change is to ensure broader participation in leadership roles Since introduction of the ordinance, the City Council Subcommittee has expressed support for establishing a clear and equitable process to implement the policy. In reviewing current practices, it became apparent that allowing a member to serve consecutively in different officer roles (for example, serving as Chair and then as Vice Chair the following year) could result in effectively holding the Chair position in back-to-back years. To promote transparency and avoid this outcome, staff was asked to develop a rotation framework that would provide clarity and consistency for all advisory bodies.

Staff considered adopting a seniority-based model similar to the system used by the City Council.

However, this approach would require tracking each member’s prior service history, maintaining a queue of deferred appointments, and applying tie-breakers on a recurring basis. Due to these complexities, staff does not recommend the seniority model.

Instead, staff recommends implementing a numeric seat-based rotation system that assigns each member a seat number and uses this sequence to establish the annual rotation schedule.

This system is straightforward to administer and ensures that all members have an equal and predictable opportunity to serve in officer positions.

SUMMARY OF RECOMMENDED SYSTEM:
 Staff will assign numbered seats to members (Seat 1–Seat 7), with the current Chair designated as Seat 7 (end of the rotation) and the current Vice Chair designated as Seat 1 (start of the rotation). All remaining members will be assigned seat numbers in alphabetical order.
615
City of Palm Desert
Ordinance regarding Appointed Body Officers

Page 2 of 2 ends

 Each seat will have a predetermined schedule for rotating into the Chair role in sequential order (e.g., Seat 1 in July 2025, Seat 2 in July 2026, Seat 3 in July 2027).  The member occupying a given seat inherits that seat’s scheduled turn.  If a member is in their first year of service when their seat’s scheduled turn occurs, their appointment will be deferred to the end of the rotation sequence, and the next eligible seat will advance.
 Members may serve as Vice Chair in any year, regardless of their length of service.  Members may defer serving as Chair or Vice Chair when their scheduled turn occurs; in such cases, their appointment will be moved to the end of the rotation sequence.

If the City Council concurs, staff recommends immediate implementation to ensure consistency for advisory body meetings occurring prior to the ordinance’s effective date.

FINANCIAL IMPACT:

There is no financial impact associated with this action.

ATTACHMENT:

1. Draft Ordinance
616
ORDINANCE NO. 1430

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF PALM

DESERT, CALIFORNIA, AMENDING PALM DESERT MUNICIPAL CODE SECTION 2.34.050 RELATED TO ADVISORY BODY OFFICERS

THE CITY COUNCIL OF THE CITY OF PALM DESERT DOES HEREBY ORDAIN AS FOLLOWS:

SECTION 1. Amendment to Municipal Code. Palm Desert Municipal Code Section

2.34.050(A), Officers, is hereby amended to read as follows:

Officers. At the first meeting following July 1st, appointed bodies shall elect a chairperson and vice chairperson for a one-year term. The chairperson shall preside over all meetings. The vice chairperson shall preside in the chairperson's absence. In the chairperson's and vice chairperson's absence, the appointed body may designate a presiding officer. Vacancies in either the chairperson or vice chairperson position occurring prior to July may be filled at any time by a majority vote of the appointed body.

The chairperson and vice chairperson positions shall rotate annually in accordance with a numeric seat-based system established by the City Clerk. Each member shall be assigned a seat number that determines the sequence in which they will serve as chairperson. When a seat's scheduled turn occurs, the member occupying that seat shall be appointed chairperson. If a member is in their first year of service or elects to defer serving as chairperson when their turn occurs, their appointment shall be moved to the end of the rotation sequence, and the next eligible seat shall advance. Members may serve as vice chairperson in any year, regardless of their length of service. No member may serve consecutive terms in the same officer position.

ADOPTED ON ___________________, 2025.

JAN C. HARNIK
MAYOR
ATTEST:

ANTHONY J. MEJIA

CITY CLERK
617
Ordinance No. 1430 Page 2
I, Anthony J. Mejia, City Clerk of the City of Palm Desert, California, do hereby certify that Ordinance No. 1430 is a full, true, and correct copy, and was introduced at a regular meeting of the Palm Desert City Council on June 26, 2025, and adopted at a regular meeting of the City Council held on __________, 2025, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

RECUSED:

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Palm Desert, California, on ____________________.

ANTHONY J. MEJIA

CITY CLERK
618

Palm Desert City CouncilJuly 10, 2025

Palm Desert City Council
July 10, 2025