Palm Springs City Council
September 29, 2022

the community… theaters, museums, retail, and other entertainment venues are encouraged.” The proposed use is harmonious with the goals and policies of the General Plan as follows:

• Policy LU7.1: Encourage a diversity of high -quality commercial uses, attractive to both the resident and the visitor, including retail, entertainment, cultural, and food sales in appropriate areas of the City. • Policy LU10.4: Accommodate a broad range of uses Downtown to meet the needs of both residents and visitors and to stimulate both daytime and evening activity.

Resolution No.

Downtown/Central Business District . The C-B-D zone is intended for the central business district, primarily retail business in character , with related hotels, multiple-family dwellings, and service, office, cultural and institutional uses. The central business district is intended to be a compact, lively, active, intensively used area catering to the pedestrian. Planted walkways, covered walks and open plazas that provide for sitting, dining, conversing, gathering and window shopping are permitted and encouraged. The current use is an indoor retail market with a small, pre-packaged food market. The Mojave Flea Trading Post is consistent with surrounding use including restaurants, nightclubs, cocktail lounges and retail shops.

Compatibility. The project site is located on a Major Thoroughfare, North Indian Canyon Drive, within the Central Business District zone. The project site is .43 -acres in size, and it is adequate in size and suitable for the proposed use. The sale of beer and wine as part of the Mojave Flea Trading Post will contribute to diversifying products and services the area has to offer to local residents and visitors. The approval of the PCN will add to the attractiveness of the new business.

THE CITY COUNCIL OF THE CITY OF PALM SPRINGS RESOLVES:

That the public convenience would be served by the issuance of Type 42 (On-Sale Beer & Wine ) alcoholic beverage license for the sale of beer and wine at PS Bottle Shop located at 383 North Indian Canyon Drive, Census Tract No. 446.06, Section 15.

ADOPTED THIS 29th DAY OF SEPTEMBER, 2022.

Teresa Gallavan, Interim City Manager

ATTEST:

Brenda Pree, City Clerk

Resolution No.

CERTIFICATION

STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE ) ss.

CITY OF PALM SPRINGS )

I, Brenda Pree, City Clerk of the City of Palm Springs, hereby certify that Resolution No. ____ is a full, true and correct copy, and was duly adopted at a regular meeting of the City Council of the City of Palm Springs on _______________________, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Brenda Pree, City Clerk
City of Palm Springs, California

ATTACHMENT #1

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ATTACHMENT #2

ATTACHMENT #3

August 5, 2022

City of Palm Springs
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262

To Whom It May Concern,

PS Bottle Shop, LLC, DBA PSBS in Palm Springs, has a pending application with the CA Department of Alcohol and Beverage Control (ABC) for a Type 42 On-Sale Beer & Wine liquor license for a beer and wine tasting room and catering services. This license will be used at PSBS specialty food market to be located inside Mojave Flea Trading Post at 383 N Indian Canyon Dr in Palm Springs, CA, 92262. We have already obtained approval from the Palm Springs Planning Department and secured our Palm Springs business license.

During the application process, the ABC is requiring us to provide a Public Convenience or Necessity letter from a local governing council that supports PS Bottle Shop, LLC’s application.

This letter is a request by Christopher White, Managing Member, to the Palm Springs City Council to provide the information requested by ABC.

PSBS is an upscale specialty food market that sells a variety of snacks, locally pre-packaged prepared foods, microbrews, natural wines, and various sundries. A Type 42 license will allow us to hold tasting sessions and educational tastings to complement our retail beer and wine sales. This license will also allow us to provide beverage services for both public and private events utilizing a catering permit. We believe that PSBS will fill a gap PS CBD. In addition, the majority of products sold at PSBS are from LGBTQ+, BIPOC, and Women-owned businesses with a focus on local and California artisans and creators. While there are other businesses that sell wine and beer in the CBD, there currently is not a convenient food market north of Andreas Rd, and none that focus on supporting minority-owned businesses in the CBD and uptown design district. PSBS will operate inside the Mojave Flea Trading Post, another POC/LGBTQ+ owned and operated business.

PSBS will operate within all local laws and ordinances and will have no negative impact on the surrounding area. Our staff will be appropriately trained so that they are aware of, and enforce, all laws regarding alcohol sales. No minors or intoxicated individuals will be served. Further, PSBS will employ a number of people and generate additional tax revenue for the city.

Please see the following attachments:
- ABC Form 245(requiring PCN)
- Land Use Permit
- Floor Plan

Should you have any questions or concerns, I can be reached at (512) 656-9566 or by email at [email protected].

Sincerely,

Christopher White
Owner and Managing Member
PS Bottle Shop, LLC, DBA PSBS

ATTACHMENT #4

1. Name
of
Entity
PS
Bottle
Shop,
LLC
PUBLIC

INTEGRITY

DISCLOSURE

APPLICANT

DISCLOSURE
FORM

2. Address
of
Entity
(Principle
Place
of
Business)
383
N
Indian
Canyon
Dr

3. local
or
California
Address
(if
different
than
#2)
Palm
Springs

4. State
where
Entity
is
Registered
with
Secretary
of
State
CA
If
other
than
California,
is
the
Entity
also
registered
in
California?
n
Yes
n
No

5. Type
of
Entity
D
Corporation
0 limited
liability
Company
D
Partnership
D
Trust
D
Other
(please
specify)

6. Officers,
Directors,
Members,
Managers,
Trustees,
Other
Fiduciaries
(please
specify)
Note:

If
any
response
is
not
a
natural
person,
please
identify
all
officers,
directors,
members,
managers
and
other
fiduciaries
for
the
member,
manager,
trust
or
other
entity
_C_h_r_is_to_p_h_e_r_W_h_it_e
___________

Officer
D
Director
[!]
Member
~
Manager
[na
D
General
Partner
D
limited
Partner

Other
____________
_
_ D_a_v_id_M_a_r_k_s
_____________
D
Officer
D
Director
[!]
Member
~
Manager
[na
D
General
Partner
D
limited
Partner

Other
___________
_
_ G_i_lli_a_n_F_it_z_g_e_ra_l_d
___________
D
Officer
D
Director
0 Member
D
Manager
(Revised
05/16/19)
[na
D
General
Partner
D
limited
Partner

Other
___________
_
CITY
OF
PALM

SPRINGS-
PUBLIC

INTEGRITY

DISCLOSURE

APPLICANT

DISCLOSURE
FORM
Page
1 of
2

7. Owners/Investors
with
a
5%
beneficial
interest
in
the
Applicant
Entity
or
a
related
entity

EXAMPLE JANEDOE
50%,
ABC

COMPANY,
Inc.
[name
of
owner/investor]
[percentage
of
beneficial
interest
in
entity
and
name
of
entity]
A.

Christopher
White

32.5%
PS
Bottle
Shop,
LLC
[name
of
owner/investor]
[percentage
of
beneficial
interest
in
entity
and
name
of
entity]
B.

David
Marks

32.5%
PS
Bottle
Shop,
LLC
[name
of
owner/investor]
[percentage
of
beneficial
interest
in
entity
and
name
of
entity]
C.

Gillian
Fitzgerald
25%
PS
Bottle
Shop,
LLC
[name
of
owner/investor]
[percentage
of
beneficial
interest
in
entity
and
name
of
entity]
D.

Sierra
Mitchell
10%
PS
Bottle
Shop,
LLC
[name
of
owner/investor]
[percentage
of
beneficial
interest
in
entity
and
name
of
entity]
E.
[name
of
owner/investor]
[percentage
of
beneficial
interest
in
entity
and
name
of
entity]

I DECLARE
UNDER

PENALTY
OF

PERJURY
UNDER
THE
LAWS
OF
THE
STATE
OF

CALIFORNIA
THAT
THE

FOREGOING
IS
TRUE
AND
CORRECT.

Signature
of
Disclosing
Party,
Printed
Name,
Title
Date 08/16/2022

PENALTIES
Falsification
of
information
or
failure
to
report
information
required
to
be
reported
may
subject
you
to
administrative
action
by
the
City.
(Revised
05/16/19)
CITY
OF
PALM

SPRINGS-
PUBLIC

INTEGRITY

DISCLOSURE

APPLICANT

DISCLOSURE
FORM
Page2of2
\

ATTACHMENT #5

Q

RESOLUTION
NO.
24925
A

RESOLUTION
OF
THE
CITY

COUNCIL
OF
THE
CITY
OF
PALM

SPRINGS,

CALIFORNIA,

DETERMINING
THAT
PUBLIC

CONVENIENCE
WOULD
BE
SERVED
BY
THE

ISSUANCE
OF
A
TYPE
20 (OFF-SALE
BEER
&
WINE)

ALCOHOLIC

BEVERAGE

CONTROL

LICENSE
FOR
PS
BOTTLE
SHOP
AT
383
NORTH
INDIAN
CANYON
DRIVE
WITHIN
CENSUS
TRACT
#446.06.

THE
CITY

COUNCIL
OF
THE
CITY
OF
PALM

SPRINGS
FINDS
AND

DETERMINES
AS
FOLLOWS:

A.

Christopher
White
of
PS
Bottle
Shop,
LLC
has
initiated
the
application
process
for
a
California
Department
of
Alcoholic
Beverage
Control
(ABC)
Type
20 (Off-Sale
Beer
&
Wine)
license
to
sell
beer
and
wine
at
383
North
Indian
Canyon
Drive,
Census
Tract
No.
446.06,
Zone
CBD,
APN:
513-081-008.

B.

The
California
Department
of
Alcoholic
Beverage
Control
(ABC)
has
determined
that
there
are
thirteen
existing
off-sale
alcohol
licenses
within
Census
Tract
No.
446.06,
while
onfy
one
(1)
alcohol
license
would
be
allowed
based
on
off-sale
retail
licenses
to
population
in
the
County
in
which
the
applicant's
premise
is
located.

C.

The
California
Department
of
Alcoholic
Beverage
Control
(ABC)
has
determined
that
there
is
an
"undue
concentration"
of
alcohol-related
licenses
in
the
Census
Tract
No.
446.06.

D.

Pursuant
to
Section
23958.4(b)(2)
of
the
State
of
California
Business
and
Professions
Code,
the
City
Council
may
determine
the
public
convenience
or
necessity
would
be
served
by
the
issuance
of
the
requested
license.

E.

PS
Bottle
Shop
is
a
retail
store
located
within
the
Mojave Flea
Trading
Post.

The
issuance
of
a
Type
20 (Off-Sale
Beer
&
Wine)
liquor
license
will
allow
the
business
to
serve
the
public
convenience
due
to
the
following
findings:
1)
the
site
is
located
within
the
Downtown
district
on
a
major
commercial
corridor,
and
it
is
easily
accessible
from
nearby
residential
neighborhoods,
hotels,
commercial
and
service
establishments,
and
tourism-related
amenities:
2)
Mojave
. Flea
Trading
Post
is
a
multi-tenant
commercial
.
store
with
an
open
floor
concept
which
provides
PS
Bottle
Shop
an
opportunity to
serve
a
wide
range
of
clients
who
visit
the
premises
for
different
purposes;
and
3)
PS
Bottle
Shop
specializes
in
goods
that
are
produced
by
local
and
regional
BIPOC
(Black
and
Indigenous
and
People
of
Color),
LGBTQ+,
and
women-owned
and
operated
businesses.

Beer
and
wine
sales
at
PS
Bottle
Shop
will
allow
the
business
to
offer
additional products
and
the
issuance
of
the
liquor
license
will
serve
the
public
convenience
by
diversifying
products
and
services
the
area
has
to
offer.

Resolution
No.
24925
Page2 THE
CITY

COUNCIL
OF
THE
CITY
OF
PALM

SPRINGS
RESOLVES:

That
the
public
convenience
would
be
served
by
the
issuance
of
Type
20 (Off-Sale
Beer
&
Wine)
alcoholic
beverage
license
for
the
sale
of
beer
and
wine
at
PS
Bottle
Shop
located
at
383
North
Indian
Canyon
Drive,
Census
Tract
No.
446.06,
Section

15. ADOPTED
THIS
22ND DAY
OF
JULY,
2021. Justin
~lty
e!;
ATTEST:

CERTIFICATION
STATE
OF

CALIFORNIA
)
COUNTY
OF

RIVERSIDE
)
ss.

CITY
OF
PALM

SPRINGS
)
I,

ANTHONY
J.

MEJIA,
City
Clerk
of
the
City
of
Palm
Springs,
hereby
certify
that
Resolution
No.
24925
is
a
full,
true.
and
correct
copy,
and
was
duly
adopted
at
a
regular
meeting
of
the
City
Council
of
the
City
of
Palm
Springs
on
July
22,
2021,
by
the
following
vote:

AYES: NOES: ABSENT:
·
ABSTAIN:

Councilmembers
Garner,
Kors,
Woods.

Mayor
Pro
Tern
Middleton.
and
Mayor
Holstege
None None None
IN

WITNESS

WHEREOF,
I have
hereunto
set
my
hand
and
affixed
the
official
seal
of
the
City
of
Palm
Springs,
California,
this
tu
day
of
Au
'tJD't
,
'2o1.
\
.

D D D

ATTACHMENT #6

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ATTACHMENT #7

~-Department of Alcoholic Beverage Control

INFORMATION AND INSTRUCTIONS -
SECTION 23958.4 B&P
State of California
Gavin Newsom, Governor
Instructions This form is to be used for all applications for original issuance or premises to premises transfer of licenses.

Part 1 is to be completed by an ABC employee, given to applicant with pre-application package, with copy retained in holding file or applicant's district file.
• Part 2 is to be completed by the applicant, and returned to ABC.

Part 3 is to be completed by the local governing body or its designated subordinate officer or body, and returned to ABC.

PART 1 -TO BE COMPLETED BY ABC

1. APPLICANTS NAME
--- --- -- - ---- ----- -

PS BOTTLE SHOP LLC

2. PREMISES ADDRESS (Street number and name. city. zip code) 3. LICENSE TYPE 383 N INDIAN CANYON DR PALM SPRINGS, CA 92262-6015 42

4. TYPE OF BUSINESS
Full Service Restaurant
Deli or Specialty Restaurant
Cafe/Coffee Shop
Bed & Breakfast:

Wine only All
Supermarket
Liquor Store
DrugNariety Store
Hofbrau/Cafeteria
Comedy Club
Brew Pub
Theater
Membership Store
Department Store
Florist/Gift Shop
Cocktail Lounge
Night Club
Tavern: Beer
Tavern: Beer & Wine
Private Club
Veterans Club
Fraternal Club
X Wine Tasting Room
Service Station Swap Meet/Flea Market
Convenience Market Drive-in Dairy
Convenience Market w/Gasoline
L Other - describe:

5.COU NTY POPULATION -- --6-. TOTAL NUMBER OF LICENSES IN COUNTY On-Sale
. 7. RATIO OF LICENSES TO POPULATION IN COUNTY _ _ _
Off-Sale On-Sale Off-Sale

8. CENSUS TRACT NUMBER - 9- . NO. OF LICENSES ALLOWED IN CENSUS TRAC_T _ _ · 10. NO. OF LICENSES EXISTING IN CENSUS TRACT 446.06 2 X On-Sale Off-Sale 67 X On-Sale Off-Sale
11-:-isT HE ABOVE CENSUS TRACT OVERCONCENTRATED WITH LICENSES? (i.e., does the ratio of licenses to population in the census tract exceed the ratio of licenses to population for the entire county?) X Yes, the number of existing licenses exceeds the number allowed No, the number of existing licenses is lower than the number allowed

12. DOES LAW ENFORCEMENT AGENCY MAINTAIN CRIME STATISTICS? -, _, Yes (Go to Item # 13) No (Go to Item #20)

13. CRIME REPORTING DISTRICT NUMBER
- - - - - - -- --- - - - -- ---
~ OTAL NUMBER OF OFFENSES IN ALL REPORTING DISTRICTS

16. AVERAGE NO. OF OFFENSES PER DISTRICT 17. 120% OF AVERAGE NUMBER OF OFFENSES 18. TOTAL NUMBER OF OFFENSES IN REPORTING DISTRICT

19. IS THE PREMISES LOCATED IN A HIGH CRIME REPORTING DISTRICT? (i.e., has a 20% greater number of reported crimes than the average number of reported crimes as determined from all crime ~ porting districts within the jurisdiction of the local law enforcement agency) Yes, the total number of offenses in the reporting district equals or exceeds the total number in item #17 No, the total number of offenses in the reporting district is lower than the total number in item #17

20. CHEC K THE BOX THAT APPLIES (check only one box)
a. If "No" is checked in both item #11 and item #19, Section 23958.4 B&P does not applv to this application, and no additional information will be needed on this issue. Advise the applicant to bring this completed form to ABC when filing the application . b. If" Yes" is checked in either item #11 Q[ item #19, and the applicant is applying for a non-retail license, a retail bona fide public eating place license, a retail license issued for a hotel, motel or other lodging establishment as defined in Section 25503 . 16(b) B&P, or a retail license issued in conjuction with a beer manufacturer's license, or winegrower' s license, advise the applicant to complete Section 2 and bring the completed form to ABC when filing the application or as soon as possible thereafter.

X c . If "Yes" is checked in either item #11 Q[ item #19, and the applicant is applying for an off-sale beer and wine license, an off-sa le general license, an on­ sale beer license , an on-sale beer and wine (public premises) license, or an on-sale general (public premises) license, advise the applicant to take this form to the local governing body, or its designated subordinate officer or body to have them complete Section 3. The completed form will need to be provided to ABC in order to process the application.

Governing Body/Designated Subordinate Name:

FOR DEPARTMENT USE ONLY
PREPARED BY (Name of Department Employee)

NOELIA GONZAL EZ
ABC-245 (rev. 01-11)

PART 2 - TO BE COMPLETED BY THE APPLICANT (If box #20b is checked)

21. Based on the information on the reverse, the Department may approve your application if you can show that public convenience or necessity would be served by the issuance of the license. Please describe below the reasons why issuance of another license is justified in this area . You may attach a separate sheet or additional documention , if desired . Do not proceed to Part 3.

22. APPLICANT SIGNATURE ~ DATE SIGNED
PART 3 - TO BE COMPLETED BY LOCAL OFFICIALS (If box #20c is checked) - - -
The applicant named on the reverse is applying for a license to sell alcoholic beverages at a premises where undue concentration exists (i.e., an over-concentration of licenses and/or a higher than average crime rate as defined in Section 23958.4 of the Business and Professions Code) . Sections 23958 and 23958.4 of the Business and Professions Code requi res the Department to deny the app lication unless the local govern ing body of the area in which the applicant premises are located, or its designated subordinate office r or body, determ ines within 90 days of notification of a completed app lication that public convenience or necessity would be served by the issuance .

Please complete items #24 to #30 below and certify or affix an official seal , or attach a copy of the Counc il or Board resolution or a signed letter on official letterhead stating whether or not the issuance of the app lied for license would serve as a public convenience or necessity.

24. WILL PUBLIC CONVENIENCE OR NECESSITY BE SERVED BY ISSUANCE OF THIS ALCOHOLIC BEVERAGE LICENSE? Yes No See Attached (i.e., letter, resolution , etc.)

25. ADDITIONAL COMMENTS, IF DESIRED (may include reasons for approval or denial of public convenience or necessity):
- - - - -- - - -

26. CITY/COUNTY OFFICIAL NAME 27. CITY/COUNTY OFFICIAL TITLE 28. CITY/COUNTY OFFICIA L PHONE NUMBER

29. CITY/COUNTY OFFICIAL SIGNATUR E 30. DATE SIGNED
ABC-245 REVERSE (rev. 01-11)

CITY COUNCIL STAFF REPORT
09/29/2022   1. Z.

City Clerk -

SUBJECT
APPROVAL OF A PURCHASE ORDER TO DUDEK FOR CONSTRUCTION
MANAGEMENT AND INSPECTION SERVICES FOR THE PALM CANYON DRIVE PEDESTRIAN AND BICYCLE SAFETY ENHANCEMENTS, CITY PROJECT 17-07 RECOMMENDATION:

Award a Purchase Order in the amount not to exceed $196,000 with Dudek, pursuant to the City’s “on-call” agreement (A8566), for construction management and inspection services for the Palm Canyon Drive Pedestrian and Bicycle Safety Enhancements, City Project No. 17-07.

1. Authorize the Interim City Manager to execute all necessary documents.2.

Attachments
Item 1Z

CITY COUNCIL STAFF REPORT

DATE: SEPTEMBER 29, 2022 CONSENT CALENDAR

SUBJECT: APPROVAL OF A PURCHASE ORDER TO DUDEK FOR

CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES FOR

THE PALM CANYON DRIVE PEDESTRIAN AND BICY CLE SAFETY
ENHANCEMENTS, CITY PROJECT 17-07

FROM: Teresa Gallavan, Interim City Manager

BY: Engineering Services Department

SUMMARY:

Approval of this item will authorize Dudek & Associates, Inc. (“Dudek”) to provide construction management and inspection services for the Palm Canyon Drive Pedestrian and Bicycle Safety Enhancements, City Project 17-07 (“Project”).

RECOMMENDATION:

1. Award a Purchase Order in the amount not to exceed $196,000 with Dudek, pursuant to the City’s “on- call” agreement (A8566), for construction management and inspection services for the Palm Canyon Drive Pedestrian and Bicycle Safety Enhancements, City Project No. 17-07.

2. Authorize the Interim City Manager to execute all necessary documents.

BUSINESS PRINCIPAL DISCLOSURE:

The Public Integrity Disclosure Form from Dudek is included as Attachment A.

BACKGROUND:

In 2017, Engineering staff conducted an in- depth evaluation of past bicycle and pedestrian collision history on the City’s major corridors in an effort to improve bicyclist and pedestrian safety. This analysis resulted in recommendations for two priority projects along North and South/East Palm Canyon Drive that included new signals, pedestrian crosswalks, shortening crossing distances, adding pedestrian countdown heads, increased lighting at crosswalks and intersections, adding high visibility continental-style crosswalk markings, and making corner ramps more accessible.

City Council Staff Report
September 29, 2022 -- Page 2
Award CP 17-07

Engineering staff applied for and were awarded grant funding from CVAG in response to a call for projects in October 2017.

Two new City projects were initiated: City Project 17-07, North Palm Canyon Drive Bicycle and Pedestrian Safety Enhancements and City Project 17- 09 South Palm Canyon Pedestrian Safety Improvements. These two projects were bid together , and a construction contract was awarded by the City Council in December 2018.

Following a prolonged period for acquisition of the street light poles and material delays, the South and East Palm Canyon portions of the project (CP 17- 09) were completed.

However, at the onset of the COVID pandemic, the City was unsure of the City’s finances and the decision was made to end the North Palm Canyon portion of the construction contract (CP 17-07) since construction on the project had not started at the time.

In an effort to avoid having construction impact uptown and downtown businesses during the pandemic, City Project 17-07 was put on hold. The City still has an obligation to finish the project. Therefore, the project was re-bid and on July 28, 2022, a construction contract was awarded to Alfaro Communications Construction in the amount of $3,807,125.26.

STAFF ANALYSIS:

On August 1, 2022, the City put out a request for proposals (“RFP”) to the City’s five on- call construction management and inspection services consultants. On August 18, 2022, all five companies submitted proposals in response to the RFP.

Staff reviewed the proposals and selected Dudek as the best qualified firm to provide construction management and inspection services. One of the strengths identified in their proposal was their recent experience providing similar construction management and inspection services on traffic signal installation projects for the City of San Marcos, El Monte and Laguna Beach. The proposal also includes a public outreach services firm to handle communications with the local businesses, manage the construction hotline/email box and respond to general community concerns. A copy of the proposal is included as Attachment B.

ENVIRONMENTAL ASSESSMENT
:

In accordance with the California Environmental Quality Act (“CEQA”) Guidelines Section 15301 “Existing Facilities”, Class 1 projects consist of the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public structures, facilities, mechanical equipment, or topographical features involving negligible or no expansion of existing or former use. Therefore, Staff has determined that the Palm Canyon Drive Pedestrian and Bicycle Safety Enhancements, City Project No. 17- 07, is considered categorically exempt from CEQA.

City Council Staff Report
September 29, 2022 -- Page 3
Award CP 17-07

ALIGNMENT WITH STRATEGIC PLANNING:

This item aligns with City Council Priority “Community Infrastructure”, specifically 3A, “Improve City Facilities” and 3B, “5 -Year Capital Improvement Plan”, (Expand Walking/Biking Infrastructure).

FISCAL IMPACT:

Sufficient funding has been budgeted for the purchase order from Measure “A” local funds (134100-8000) with Dudek.

REVIEWED BY:

City Engineer: Joel Montalvo
Deputy City Manager: Flinn Fagg
Interim City Manager: Teresa Gallavan

ATTACHMENTS:

A. Public Integrity Disclosure Form
B. Proposal dated August 18, 2022

Attachment A

PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

1. Name of Entity

2. Address of Entity (Principle Place of Business)

3. Local or California Address (if different than #2)

4. State where Entity is Registered with Secretary of State

If other than California, is the Entity also registered in California? F Yes F No

5. Type of Entity

F Corporation F Limited Liability Company F Partnership F Trust F Other (please specify)

6. Officers, Directors, Members, Managers, Trustees, Other Fiduciaries (please specify) Note: If any response is not a natural person, please identify all officers, directors, members, managers and other fiduciaries for the member, manager, trust or other ent ity

_______________________________________________ F Officer F Director F Member F Manager
[name]
F General Partner F Limited Partner

F Other __
_____________________________

_______________________________________________ F Officer F Director F Member F Manager [name]
F General Partner F Limited Partner

F
Other _________________________________

______________________________________________ F Officer F Director F Member F Manager [name]
F General Partner F Limited Partner
Dudek
605 Third Street, Encinitas, CA 92024
78-075 Main Street, Suite G-203, La Quinta, CA 92253
California
X
Frank Dudek
X
Mark Girard, Member
Joseph Monaco, Member
Peter Quinlan, Member
Robert Ohlund, Member
Gerry Salontai, Member
Tom Larkin, Member
X
X

F Other _______________________________

7. Owners/Investors with a 5% beneficial interest in the Applicant Entity or a related entity

EXAMPLE

JANE DOE

[name of owner/investor]

50%, ABC COMPANY, Inc.

[percentage of beneficial interest in entity
and name of entity]
A.

[name of owner/investor]

[percentage of beneficial interest in
entity and name of entity]
B.

[name of owner/investor]

[percentage of beneficial interest in
entity and name of entity]
C.

[name of owner/investor]

[percentage of beneficial interest in
entity and name of entity]
D.

[name of owner/investor]

[percentage of beneficial interest in
entity and name of entity]
E.

[name of owner/investor]

[percentage of beneficial interest in entity
and name of entity]

I DECLARE UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.

Signature of Disclosing Party, Printed Name, Title

Date

Frank Dudek 24%
ESOP 35%
George Litzinger
CM Division manager April 24, 2020

Attachment B

PROPOSAL
CITY PROJECT #17-07: PALM CANYON DRIVE

PEDESTRIAN IMPROVEMENTS

CONSTRUCTION MANAGEMENT & INSPECTION

CITY OF PALM SPRINGS
AUGUST 18, 2022
78-075 Main Street, Suite G-203 / La Quinta, CA 92253 / 760.341.6660

Palm Canyon Drive Pedestrian Improvements i
Cover Letter
August 18, 2022
Donn Uyeno
Development Services Department
City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, California 92262
Subject: Proposal for City Project #17-07: Palm Canyon Drive Pedestrian Improvements Construction Management and Inspection Services
Dear Mr. Uyeno,
Dudek appreciates the opportunity to submit this proposal for the subject project. We have reviewed the project’s plans and specifications and have summarized our proposal below.

Project Personnel. John Przybyszewski, who will be the inspector for the project, has recently completed three slurry seal and road projects for the City. John has excellent communication skills and will be the main point of contact for the businesses and residents. John will be supported by Alliance Outreach as necessary to put together a comprehensive and detailed public relations program. John also recently completed two very similar projects for the cities of Laguna Beach and El Monte that were very successful, largely due to John’s attention to detail and public relations skills. John oversaw the modifications and upgrades to traffic signal systems and coordinated the start-up with representatives of McCain.

The Dudek team has extensive experience with traffic signal projects. We recently completed an extensive ADA and traffic signal modification project for the City of San Marcos that included over 45 traffic signals throughout the City that was completed by Baker Electric.

George Litzinger, who has over 37 years of public works construction experience, will be construction manager and was involved in the recently completed City of San Marcos traffic signalization project. Subconsultants Alliance Outreach, Atlas Technical Consulting, and Stack Traffic, Inc. will provide support as required.

Traffic Signalization Upgrade Experience/Understanding. Dudek has extensive experience providing consulting services on traffic signal infrastructure projects. We recently completed the aforementioned project for the City of San Marcos where we inspected the installation of the pedestrian signal heads and push buttons and coordinated the signal controller work. We will work closely with the contractor to coordinate and monitor the work the signal representative is doing to make sure the controllers are certified and that they witness installation and sign them off. We will work with the City’s traffic signal controller technician/expert during programming activities. However, Stack Traffic has this expertise as well if the City needs additional capacity to perform the technical updates and programming.

Specific Project Experience. We have included project descriptions for the cities of El Monte, San Marcos, and Laguna Beach describing our recent experience for reference. We have extensive experience safely dealing with the public, businesses, pedestrians, cyclists, and vehicle traffic that will be impacted by construction.

Palm Canyon Drive Pedestrian Improvements ii
Dudek’s Approach. Our approach on this project is geared around public safety, particularly pedestrians and bicyclists. Our preconstruction activities will focus on developing a comprehensive public safety and public relations program with the City and contractor well before the City issues the Notice to Proceed.

A detailed and comprehensive construction plan will be prepared to address the project and identify any potential issues that may occur during construction. The approach includes a thorough and complete review of the plans and specifications prior to starting construction to identify and address any issues. The goal is to discuss every detail of the project with Alfaro, get a clear understanding of the issues, and develop a plan that addresses them prior to starting the project so we are all on the same page. We have provided a detailed approach in our proposal to address this goal that will minimize or eliminate delays and unnecessary change orders.

Team Player. We look forward to working with City and becoming an extension of City staff coordinating closely with the City’s project manager and staff throughout the project. We just completed the City’s slurry seal project and look forward to working again with the City on this project.

We appreciate the opportunity to further discuss our qualifications. In the meantime, if you have questions, please do not hesitate to call me on my cell phone at 619.980.7048.

Sincerely,
__________________________________
George Litzinger, PE
Principal/Construction Manager

Palm Canyon Drive Pedestrian Improvements iii
Table of Contents

SECTIONS
Cover Letter ........................................................................................................................................................................................... i

1. Proposed Staff ......................................................................................................................................................................1

2. Project Approach and Scope of Services ..........................................................................................................................4

3. Schedule............................................................................................................................................................................. 10

4. Costs ................................................................................................................................................................................... 12

TABLE (S)
Table 1. Fee Estimate ...................................................................................................................................................................... 12

FIGURE (S)
Figure 1. Organizational Chart ...........................................................................................................................................................1

APPENDI X(CES)
A Subconsultants Proposals

Palm Canyon Drive Pedestrian Improvements 1

1. Proposed Staff
Figure 1. Organizational Chart presents our proposed team for this project and outlines the lines of communication. The Dudek team comprised of George Litzinger (Construction Manager), John Przybyszewski (On- site Field Inspector), Alliance Outreach (Public Relations) and Atlas Technical Consultants (Materials Testing) have worked together on many projects in the past, most recently for a very similar project for the City of El Monte. This project was completed on time and within budget and without any public issues due to the City’s and Dudek’s proactive public outreach program. Leticia Ortiz was the City’s project manager and can be reached at 626.580.2022 for reference.

Figure 1. Organizational Chart

1.1 Project Staff and Assigned Tasks
John Przybyszewski will be Dudek’s full-time inspector for this project. John was selected for this project due to his recent City experience and knowledge of the area. He recently completed the following projects for the City:
▪ CP 20-02 Slurry Seal Project
▪ CP 21-01 Pavement Rehabilitation Project
▪ CP 21-02 Slurry Seal Project.

John also recently completed two similar ADA ramp improvement and traffic signal projects. One for the City of Laguna Beach where Alfaro was the contractor; and one for the City of El Monte that included very similar elements as this project. John will coordinate and handle calls from residents and businesses as he has done on the previous City of Palm Springs projects and with Laguna and El Monte. John has great public relations skills, documents and follow ups on all inquiries from residents/businesses immediately and follows through until the issues are resolved.

Palm Canyon Drive Pedestrian Improvements 2
John’s Tasks: Attend preconstruction meeting and weekly progress meetings; attend pre-job-walk with the contractor; provide full-time inspection of the contractor’s work; prepare statement of working days, tracking of the contractor’s quantities installed and monthly progress payments; prepare daily reports; receive contractor’s material tickets and log information; check ADA compliance; check the contractor’s traffic control work and log and respond to the business/resident concerns.

George Litzinger has over 37 years of experience providing construction management on a variety of public works projects, including many similar road projects. George has completed several projects for the City of Palm Springs and surrounding cities/agencies and knows the contractor and bidding climate in the area very well.

George’s Tasks: Chair preconstruction and weekly progress meetings; attend pre-job-walk with the contractor; prepare progress meeting agendas and meeting minutes; prepare logs and distribute project submittal and RFI’s; review and negotiate change orders; and assist John Przybyszewski, as required.

Alliance Outreach will provide public relations and outreach services. They have provided a proposal of their services that includes set-up and monitoring of the 800 hotline; providing weekly updates for the City’s website for the project; and organizing an initial meet and greet with the businesses and residents. Alliance provided this service successfully on the City of El Monte project. A sample of the weekly updates and meet and greet information is included in Appendix A along with their cost and proposed scope of work.

Atlas Technical Consultants will provide materials testing and laboratory services as required during the project. Their scope of work and cost is included in Appendix A. *Please review the scopes of work for Alliance Outreach and Atlas so we can discuss how much of their work the City wants to do. We feel both scopes and costs are too high and more than required for the project. Once we are selected, we can meet and confirm the scope of work the City wants each to perform.

Stack Traffic will provide inspection, coordination, and start-up of the traffic control systems.

1.2 Recent Relevant Experience
Cedar Avenue, Lower Azusa Road, City Limit Area (Zone 2) Street Improvements Construction Management and Inspection
Client: City of El Monte, 11333 Valley Boulevard, El Monte, California 91731 Client Reference: Leticia Ortiz, 626.580.2022, [email protected] Project Dates: July 2021 – December 2021
Construction Cost: $3 million
Key Staff: George Litzinger, CM / John Przybyszewski, Inspector / Alliance Outreach, PR / Atlas, Materials Testing Dudek is currently providing construction management, inspection, and labor compliance services for this project that involves road improvements within the northeasterly quadrant of the City of El Monte.

The goal of the project is to improve safety and mobility conditions and comfort for non-motorized modes of travel and reduce negative environmental effects of motor vehicles on the environment.

Improvements include concrete work, improvements for ADA compliance, aggregate base, resurfacing/pavement improvements, utility adjustments, signing and striping, utility coordination, and traffic control.

Dudek is also providing outreach services to keep the public informed on construction activities.

Palm Canyon Drive Pedestrian Improvements 3
City of Laguna Beach As-Needed CM and Inspection Services Client: City of Laguna Beach, 505 Forest Avenue, Laguna Beach, California 92651 Client Reference: Nathalie Chan, 949.497.0741, [email protected] Project Dates: April 2017 – June 2018
Construction Cost: $3 million (each project)
Key Staff: John Przybyszewski, Inspector
Dudek was selected in April 2017 to provide as-needed construction management and inspection services on various City CIP projects. We have provided the City with construction managers and inspectors for two street projects.
▪ Coast Highway Intersection Improvements: This project included sidewalk, ADA, decorative concrete, traffic signals, streetlights, and landscaping/irrigation improvements. Close coordination with Caltrans was required throughout construction. (*Contractor: Alfaro)
▪ Temple Hills Pedestrian Improvements: This project included the construction of over one (1) mile of new sidewalk, ADA, and driveway improvements on a very steep grade. Dudek also provided public relations services, coordinating daily with the impacted residents.

Citywide ADA Project
Client: City of San Marcos, 1 Civic Center Drive, San Marcos, California 92069 Project Manager: Kyle Wright, 760.744.1050, ext. 3209, [email protected] Project Dates: 2021-2022
Construction Cost: $800,000
Key Staff: George Litzinger, Project Director
This project involved replacing 23 ADA pedestrian ramps and installed pedestrian countdown signal heads, push buttons, and controller cards (Polara Audible System) at 66 intersections in the City. This project was federally funded through a CDBG grant (HSIP-5381). Dudek provided construction management and inspection on the project. Baker Electric was the general contractor on the project.

Traffic Signal Modification and Rancho Santa Fe Road and Grand Avenue Client: City of San Marcos, 1 Civic Center Drive, San Marcos, California 92069 Project Manager: Kyle Wright, 760.744.1050, ext. 3209, [email protected] Project Dates: 2021-2022
Construction Cost: $225,000
Key Staff: George Litzinger, Project Director
This project involved the replacement of two (2) ADA pedestrian ramps and installed pedestrian countdown signal heads, push buttons, controller cards (Polara Audible system), upgrade of the CCTV detection system, relocation of battery back-up cabinet and new ATC controller.

Dudek provided construction management, material testing and inspection on the project. Lekos Electric was the general contractor on the project.

Palm Canyon Drive Pedestrian Improvements 4

2. Project Approach and Scope of Services
Dudek’s approach to this project is to work collaboratively – as a team member – with the City and Albert Webb Associates throughout the project to produce a quality project that is completed on time and within budget. This process starts after selection when we will organize a kick-off meeting to review the project, confirm the goals, and identify the major issues. There will be two phases to our services for this project – an “Administrative Phase” which includes all preconstruction activities required to produce a complete, concise, and thorough work plan.

Once this goal is achieved, the process moves into the “Construction Phase” where the project is managed and constructed on time and within budget.

2.1 Preconstruction/Administrative Phase
After selection we will have a “Kick-off” meeting with the team that will include the following agenda/topics:

Task 1: Kick-off Meeting

1. Introduction, Roles, and Responsibilities

2. Obtain copies of all project documents, reports, permits, plans and specifications.

3. Establish the City’s goals for the project

4. Review the project’s most critical items.

5. Discuss the sequence of work.

6. Review the public relations program and the City’s expectations

7. Discuss document control program

8. Prepare action item list and completion schedule
Task 2: Public Safety Plan
This is the most important aspect of road projects – keeping the public safe is our number one priority. This not only applies during construction, but also after hours when the contractor’s workers have left the site. Everyone associated with the project (City, contractor, engineer, CM) have a vested interest and must always keep this in the forefront because we will all be named in a lawsuit should someone get hurt. We all need to be proactive 24/7 and we will develop an action plan prior to starting construction.

Task 3: Traffic Control
Monitoring of the contractor’s traffic control during work hours to ensure that the devices meet the approved traffic control plans at all times is imperative. Even the slightest deviations can lead to a successful lawsuit and any changes must be approved by the City and contractor’s traffic engineer. Traffic control must also be monitored, and any corrections made after hours and on weekends. The contractor needs to be on call and needs to drive and monitor the traffic control after hours and on weekends and make any necessary adjustments/corrections immediately. The specifications have a section that the City will make corrections if the contractor is unresponsive, and we will enforce this specification section.

Task 4: Pedestrian/Bicycle Safety
Another critical area that needs to be addressed during construction and in the action plan – and is often overlooked – is safety to pedestrians and bicyclists. There is much concentration on vehicle safety through traffic control devices, which is a must, but equally important is pedestrian and bicycle safety.

Palm Canyon Drive Pedestrian Improvements 5
Task 5: Public Relations Program/Public Outreach
Next to public safety this is second in importance and our plan is as follows:

1. Construction cameras

2. Post cards, signage

3. Message boards – In our opinion, these are the most effective means to communicate with the public, but they must be
maintained, and the messages must be readable and
understandable.

4. Project website

5. Construction hotline

6. Mobile application

7. Communication with stakeholders/emergency responders ▪ Personal visits to the impacted businesses and residences by the inspector and contractor, leaving a door hanger or flyer updating them on construction.
▪ Meet and greets, at the site, where Dudek personnel are available at a table for the public to stop by and ask questions while receiving refreshments.
▪ Create a Twitter account that is update with real-time construction activities.
▪ Place information in the local paper.

See Appendix A for Alliance Outreach’s scope of work.
*John Przybyszewski has also identified critical downtown businesses to include in the PR program, as shown to the right.

Task 6: Determine Construction Sequences and Phases
We will discuss and refine the contractor’s staging plans and program.

Typically, the contractor has suggestions or wants to implement modifications to the stages based on their review of the plans.

Consequently, prior to starting construction, we will schedule a meeting with the contractor, Albert Webb, and City to review and discuss each staging plan/phase.

Task 7: Utility Coordination Meeting
Prior to the start of construction, Dudek will meet with all utility companies in the field to review potential conflicts and the need for any potholing to verify locations, particularly for gas lines and fiber optic. These meetings will be conducted before the pre-con and the issuance of the Notice to Proceed (NTP).

Palm Canyon Drive Pedestrian Improvements 6

2.2 Construction Phase
Dudek’s approach during construction includes the
following:

LINES OF COMMUNICATION
It is important that the CM is in control of all
communications and manages all the work. Our CM
will be responsible for the entire project to ensure
consistency and he will have an inspector to manage
the field activities.

PROPOSED SCOPE OF WORK
Task 1: Prepare Work Plan
Dudek will prepare a construction management plan
that addresses all processes and procedures to be
used for the project.

Task 2: Preconstruction Meeting
Dudek will conduct the Preconstruction Meeting to outline contractual requirements, particularly special requirements. We will prepare an agenda for review and comment by the City one week prior to the meeting.

Comments shall be incorporated, and agendas shall be distributed to all meeting attendees. Dudek will be prepared to review the Contractor’s schedule and approach to the project. Following the meeting, we will prepare meeting minutes for review and comment by City staff. After incorporating comments, if any, we will distribute meeting minutes to all attendees. We will not conduct the preconstruction meeting until the entire project team is on the same page regarding constructing this project. Once this has been established, the meeting can commence and concentrate on schedule and project communications.

Task 3: Construction Management
Dudek will coordinate closely with the City’s Project Manager, acting as an extension of staff for this project.

Dudek will include in the scope of work sufficient time and budget to administer all CM&I services, and will include the following activities:
▪ Prepare Daily Inspection Activity Reports to document daily start and stop times, size of Contractor’s crew, equipment used, visitors to jobsite, climatic conditions throughout the day, quantities of materials used, work accomplished, periods of Contractor downtime and cause, inspection procedures and results, and verification of compliance with the Contract Documents. All entries shall be dated and timed. Provide electronic copies of daily reports to the City on at least a weekly basis. ▪ Ensure compliance with Contract Documents.
▪ Observe the jobsite for compliance with safety requirements. Inform the City of any concerns or problems observed concerning site or job safety.
▪ Verify that all deliveries and installation of equipment and materials conform to the Contract Documents and approved shop drawings.

Construction
Manager
George
Litzinger, PE
City of
Palm Springs
Contractor
Alfaro
Traffic
Engineering
Stack Traffic,
Inc.

Surveying
By
Contractor
Materials
Testing
Atlas
Albert Webb
Utility
Companies
John P.

Inspector

Palm Canyon Drive Pedestrian Improvements 7
▪ Responding to inquiries regarding requirements of the Contract Documents ▪ Monitor Contractor’s schedule and regular progress updates. ▪ Take digital photographs during key points in the construction to document progress. ▪ Provide daily communication and conferences with various parties including the City, Engineer, utilities, and public relations to businesses/residents.
▪ Review and respond to RFIs not related to design requirements and intent. ▪ Generally, review and process submittals (detailed review by Engineer). ▪ Resolve conflicts.
▪ Review change orders and provide recommendations.

It is our intent to use logs and forms prepared in Excel or Word, as is being done on other current contracts. All RFI’s, submittals, PCO’s, CO’s, and other correspondence will be tracked using these programs. Each event will be tracked and recorded including dates when received from the contractor along with routing to completion of the issue. Schedules will be reviewed and tracked monthly. Schedule conflicts and irregularities will be checked to guard against delay claims. The construction management team will coordinate with the other team members regarding review of RFI’s/submittals to provide the City with cost savings through efficiency in review time. We will coordinate with the City’s inspection and public relations staff to keep the City informed of progress at all times.

Task 3.1 Weekly Jobsite Meetings
Dudek will conduct weekly jobsite meetings to perform review of project progress, issues, and schedule. The primary focus of these meetings will be to proactively resolve any potential issues and review the Contractor’s planned work over the next two weeks. We will prepare agendas and meeting minutes for all meetings (minutes to be reviewed by City staff). After incorporating comments, if any, we will distribute meeting minutes to all attendees plus other City designated entities. Dudek will chair the meetings and prepare the meeting minutes as outlined above. The key to these meetings is to track the issues until resolution. Issues are left on the agenda until satisfactorily closed as agreed to by all parties. The issues are placed on the agenda and tracked using the “ball in court” reference to avoid confusion on responsibility to resolve.

Task 3.2 Partial Payment Requests
Each month, Dudek will review the Contractor’s partial payment request for work completed. We will ensure appropriate payment for the actual quantities of work completed. After we come to an agreement with the Contractor on quantities, we will provide all paperwork and recommend approval and payment by the City.

Dudek’s inspector will meet monthly with the contractor’s foreman to agree on the quantities of work installed that month. Once a “draft” of the progress is agreed upon, billing will be sent to the construction manager for verification and quality control. Once acceptable, the contractor will prepare a final progress billing that will be signed by the construction manager and submitted to the City for payment.

Task 3.3 Document Control
Dudek will maintain a comprehensive project record. As a minimum, the project record shall consist of:
▪ Submittals and Submittal Logs
▪ RFIs and RFI Logs
▪ Proposed/Executed Change Orders and Change Order Logs ▪ All written correspondence (letters, e-mails, etc.)
▪ Inspection reports and photographs

Palm Canyon Drive Pedestrian Improvements 8
▪ Meeting agendas and minutes
▪ Progress payment and backup information
All documents shall be prepared and maintained in standard MS Office software, saved as .pdf files as appropriate, and primarily distributed electronically. Hard copies shall be provided as appropriate, or as requested by City staff.

Task 4: Construction Inspection
The inspector assigned to this project, John Przybyszewski, will be on site daily during working hours and whenever work is performed outside of normal working hours. He will be available by cell phone whenever not at the site to answer any questions and resolve issues. John will be the key point of contact for the contractor’s project manager and superintendent during the course of the work. He will not direct the contractor’s work but will facilitate the contractor’s efforts by anticipating issues that might affect the progress of the work.

Dudek employs a state -of-the-art photo documentation system using commercial -standard photo management software. Upon beginning each day's fieldwork, John will download the day's images from each digital camera to the computer network located in the field office. Using these images, he will review completed work with the plans and specifications.

John will examine the site daily, manage subconsultants, and attend weekly progress meetings with the contractor. One of the key activities is the weekly progress meeting with the contractor. This is where old and new business issues are discussed, such as action items developed, progress to date is reviewed in detail, a contractor’s three week look-ahead schedule is developed, and items from the City or other consultants discussed. If work is non-conforming per the specifications, John will issue a written Notice of Non-Compliance report for any work installed by the contractor that does not comply with the project plans and specifications. This will require a written response from the contractor and the issue will be tracked weekly until it is resolved to our satisfaction. He will also prepare a list of items for correction and redline as-built plans as needed. John will assist with a submittal review meeting and with expediting the submittal turnaround process and will conduct a submittal review meeting with the contractor for designated critical submittals to insure they are returned for prompt material procurement. In addition, John will attend the video recording of the pre-existing conditions.

Task 4.1 Inspection Forms / Checklist
Documentation is critically important in construction and all communication will be provided to effected personnel in writing. John will maintain daily logs, complete incident reports, and photograph elements of a project. We will assist the City with progress pay estimates, contract change orders, labor and equipment records, personnel records, and other general correspondence that will ensure the effectiveness of the projects.

Task 5: Maintenance of As-Built Drawings
Throughout construction, Dudek will maintain a comprehensive and accurate set of As-Built Drawings. At the conclusion of construction, we will collect the Contractor’s red-lined As-Built Drawings for comparison. After any discrepancies are reconciled, we will consolidate all changes into a single red-line set that will be turned over to the Engineer for the preparation of final Record Drawings.

Dudek will monitor the contractor’s as-built set monthly and reconcile any discrepancies so that at the end of the project, the contractor’s as-builts are accurate and ready to be turned over to the engineer for drafting.

Palm Canyon Drive Pedestrian Improvements 9
Task 6: Project Closeout
Dudek will perform the following minimum project closeout activities:
▪ Comprehensive final inspection, in conjunction with City staff, for the purpose of preparing a final punch- list. Verification of contractor’s satisfactory completion of punch list work. ▪ Assistance with resolution of any outstanding project issues (e.g. claims, time extensions, punch-list items, etc.).
▪ Letter to the City recommending acceptance of the project and a substantial completion date. ▪ Verification that final testing, clean-up, restoration, and demobilization are complete. ▪ Comparison between pre-construction and post-construction conditions of the construction areas and access routes to ensure that all areas are returned to preconstruction conditions. Demonstration of proper restoration will need to be made to the City.

2.3 Project Understanding

1. Dudek will provide inspection services for 140 working days as specified in the contract documents.

2. Per the bid schedule, the inspector will check quantities with the contractor prior to starting the work and will confirm all 65 bid items.

3. The work will take place at 11 intersections along Palm Canyon Drive between Ranch Road and Tachevah Drive.

4. We will monitor the installation of the “McCain Omni” controller unit and monitor that each assembly is accompanied by a Certificate of Compliance and tested at the contractor’s expense. Per Special Provisions, Section 10, page 2, the contractor shall arrange to have a signal technician employed by McCain to witness the installation.

5. We will inspect the work per the City’s Standard Plans, Riverside County Standard Plans, Curb-o-Let Standard Plans, SPPWC, 2015 Caltrans Standard Plans, Desert Agency Standard Plans, PLC.

6. We will comply with the City’s PLA.

7. Is the contractor required to obtain a Building Permit for this project?

Palm Canyon Drive Pedestrian Improvements 10

3. Schedule
The project construction schedule is for 140 working days (26-weeks). However, as mentioned in our approach we feel that the project will benefit from working through several of the administrative items prior to starting construction. Specification Section 10 – Construction Details Paragraph 10-1.2 Order of the Work requires the contractor to perform several “preconstruction” (Items 1-4) prior to performing Item 5 which is the removal of the curb & gutter, ramps, sidewalk, cross gutter, etc. Dudek’s plan is to work with the contractor to complete Items 1 through 4 along with our other tasks during the preconstruction phase of the project. The tentative schedule of work and our tasks are as follows:

PRECONSTRUCTION PHASE – WEEKS 1 THROUGH 6:

Discuss and review project schedule with the contractor and determine phasing on which intersection corners to do in what order. The goal is to stage the work that causes the least impact to the businesses and residents.

1. Determine the long lead time delivery dates for the traffic signal materials and confirm dates with the vendors.

2. Begin public outreach efforts in conjunction with the contractor. Dudek (Alliance)/City conduct the initial “Meet & Greet” with the businesses/residents, establish 800 hot line number, attend Palm Springs Main street Meeting, set up message boards and project signs per contract.

3. Discuss in detail the contractor’s phasing of the work

4. Set up required traffic control and orange pedestrian fencing as appropriate without impeding businesses.

5. Delineate construction areas and provide temporary access to businesses.

6. Install required BMP’s.

7. Establish contractor’s staging area, work hours and access to the site

8. Confirm that all signalization materials are available and will be on site when the work is schedule to take place.

9. Perform potholing of existing utilities after completion of “USA mark-out”.

CONSTRUCTION PHASE – WEEKS 6 THROUGH 26:
▪ Weeks 6 through 16 – includes work items 5 through 9, which includes the demolition and installation of curbs, gutters, sidewalks, and pavement. The various intersections will be staggered and staged as determined in the contractor’s phasing plan and schedule as established under the preconstruction phase above.
▪ Weeks 17 through 24 – includes work items 10 through 12, installation of the traffic signal work ▪ Weeks 25 through 26 – includes work items 13 through 15, installation and removal of signing and striping along with the slurry work.

Palm Canyon Drive Pedestrian Improvements 11
Dudek Team’s Anticipated Work Resources Schedule

1. Dudek’s inspector, John Przybyszewski, will be on-site full time during the entire 26-week construction period and will be involved in the preconstruction activities as well.

2. Dudek’s construction manager, George Litzinger, will be involved heavily during the first 6 weeks of the project establishing the project’s construction work plan, approving the baseline schedule, setting up the document control procedures and working with the other team members. He will be involved on a weekly basis during progress meetings and document control items for the remainder of the project.

3. Alliance Outreach will be involved very heavily during the initial 4 weeks of the project and will then weekly for the remainder of the project monitoring the 800 hotline and providing weekly updates on the City’s website.

4. Atlas will be involved in any materials testing required during hardscape installation during the first half of the project and maybe some at the end for the slurry work, if required.

5. Stack Traffic will be involved during the first few weeks reviewing any traffic issues, submittal responses on the traffic signals and then during installation and start-up of the traffic signalization work.

Palm Canyon Drive Pedestrian Improvements 12

4. Costs
Based on a 140-day working schedule.

Table 1. Fee Estimate
Staff/Roll Hours Hourly Rate Total
George Litzinger, PE
Project Principal/CM
200 $150 $30,000
John Przybyszewski
Inspector
1,000 $125 $125,000
Alliance Outreach
Public Outreach
Budget $25,000
Atlas Technical Consultants
Materials Testing
Budget $10,000
Staff Traffic, Inc.

Traffic Engineering
Budget $5,000
Direct Costs $1,000
TOTAL $196,000
*Note: We have included the proposals and cost estimates from both Alliance Outreach and Atlas Technical Consultants in Appendix A. You can see that they have both proposed a much greater scope of work and related costs that we feel is necessary for this project. Our cost includes budget numbers that we feel are sufficient for this project. However, we would like to meet with the City and review their scopes and cost prior to finalizing our scope of work and cost to make sure we are on the same page regarding the City’s expectations. There may be things the City would like them to perform that may not be included in our current budget numbers.

800.450.1818 | [email protected]
DUDEK.COM

CITY COUNCIL STAFF REPORT
09/29/2022   1. AA.

City Clerk -

SUBJECT
ACCEPTANCE OF THE COMMUNITY IMPROVEMENT DESIGNATION AWARD IN THE AMOUNT OF $5,000 FOR THE PARKS & RECREATION DEPARTMENT’S “YOUTH ENCOURAGEMENT PROGRAM” AT JAMES O. JESSIE DESERT HIGHLAND UNITY CENTER
RECOMMENDATION:

Authorize the acceptance of the CID award in the amount of $5,000 for the “Youth Encouragement Program” at James O. Jessie Desert Highland Unity Center.

Attachments
Item 1AA

CITY COUNCIL STAFF REPORT

DATE: S EPTEMBER 29, 2022 CONSENT CALENDAR

SUBJECT: ACCEPTANCE OF THE COMMUNITY IMPROVEMENT DESIGNATION AWARD IN THE AMOUNT OF $5,000 FOR THE PARKS & RECREATION DEPARTMENT’S “YOUTH ENCOURAGEMENT PROGRAM” AT JAMES
O. JESSIE DESERT HIGHLAND UNITY CENTER

FROM: Teresa Gallavan, Interim City Manager

BY: Yvonne Wise, Parks & Recreation Director

SUMMARY:

This item will approve the acceptance of the Community Improvement Designation (CID) Award in the amount of $5,000 for the Parks & Recreation Department’s “Youth Encouragement Program” at James O. Jessie Desert Highland Unity Center.

RECOMMENDATION:

Authorize the acceptance of the CID award in the am ount of $5,000 for the “ Youth Encouragement Program” at James O. Jessie Desert Highland Unity Center.

BACKGROUND:

The Riverside County Board of Supervisors established the CID award program in Fiscal Year 2005-06. The purpose of the funding is to support valuable services and projects addressing needs in communities across Riverside County. Each member of the Board of Supervisors has an approved CID allocation to be spent in their respective district.

Each district may establish its own criteria for selecting recipients of the discretionary CID funding.

Fourth District Supervisor V. Manuel Perez supports ongoing efforts in youth development through the “ Youth Encouragement P rogram” at the James O. Jessie Desert Highland Unity Center in the t hree areas of focus : Veterans Services, Cultural Arts & Exchange, and Juvenile Justice.

STAFF ANALYSIS:

In March 2022, the City of Palm Springs Parks & Recreation Department submitted a grant application for a program titled, “Youth Encouragement Program” in the effort to

City Council Staff Report
September 29, 2022 -- Page 2
Acceptance Grant for Parks & Recreation

secure financial resources for the weekly program. The program is free to youth, and the financial resources would be used for various expenses including field trip s, food, equipment, marketing, supplies, and engaging guest speakers.

In August 2022, the Parks & Recreation Department was notified by the County of Riverside Supervisor V. Manuel Perez of the Fourth District that the “ Youth Encouragement Program” was selected to receive CID funding in the amount of $5,000.

ENVIRONMENTAL ASSESSMENT:

The requested City Council action is not a “Project” as defined by the California Environmental Quality Act (CEQA). Pursuant to Section 15378(a), a “Project” means the whole of an action, which has a potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment. According to Section 15378(b), a project does not include: (5) Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment.

ALIGNMENT WITH STRATEGIC PLANNING:

This item aligns with the City Council’s Strategic Priority 1E – Quality of Life.

FISCAL IMPACT:

There are no matching funds required. The Department of Parks & Recreation will follow the City’s procurement process in purchasing the items necessary to implement the program and complete the grant reporting requirements with the Riverside County Board of Supervisors.

REVIEWED BY:

Department Director: Yvonne Wise
Interim City Manager: Teresa Gallavan

ATTACHMENTS:

A. Riverside County Board of Supervisors CID Application B. Riverside County Board of Supervisors CID Award Letter

RIVERSIDE
OFFICE:
4080
Lemon
Street,
5 th
Floor
Riverside,
CA
92502-1647
(951)
955-1040

DISTRICT

OFFICE/MAILING
OFFICE:
73-710
Fred
Waring
Drive,
Ste.
222
Palm
Desert,
CA
92260
(760)
863-8211
Fax
(951)
955-2194
Fax
(760)
863-8905

SUPERVISOR
V.

MANUEL
PEREZ
FOURTH

DISTRICT
Community
Improvement
Designation
Funds
application
process
for
Fiscal
Year
2021-22.

Each
application will
be
reviewed
by
Supervisor
Perez's
staff.

An
interview
may
be
necessary
for
clarification
of
information
on
the
application.

POLICY The
Riverside
County
Board
of
Supervisors
established
the
CID
fund
grant
program
in
Fiscal
Year
2005-

06. The
purpose
of
the
funds
is
to
support
valuable
services
and
projects
addressing
needs
in
communities
across
Riverside
County.

Each
member
of
the
Board
of
Supervisors
has
an
approved
CID
allocation
to
be
spent
in
their
respective
district.

Each
district
may
establish
its
own
criteria
for
selectin~
recipients
of
the
discretionary
CID
funding.

The
number
and
variety
of
funding
requests
have
increased
over
the
years
and
the
annual
CID
funding
allocation
has
been
reduced
significantly.

In
order
to
provide
guidance
to
those
groups
and
organizations
that
may
wish
to
request
funds,
guidelines
and
policies
have
been
prepared
for
the
allocation
of
funds.

Applying
for
CID
funds
does
not
ensure
that
the
request
will
be
granted.

In
the
Fourth
District,
only
organizations
and
activities
that
directly
benefit
the
residents
of
the
Fourth
District
and
fall
in
one
of
the
following
three
areas
of
focus
will
be
considered:
•
Veterans
Services
•
Cultural
Arts
&
Exchange
•
Juvenile
Justice

ELIGIBILITY

CRITERIA
•
The
project/program
must
be
located
in
the
Fourth
District
and
benefit
its
residents.
•
The
project/program
must
fall
in
one
of
the three
areas
of
focus.
•
The
program/project
should
demonstrate
future
financial
sustainability.

Continuous
funding
from
this
source
is
not
possible.
•
Funding
is
limited.

Applicants
are
asked
to
be
realistic
about
the
amount
requested.
•
Organization
must
have
501{c)(3}
status.
•
Organizations
may
only
submit
one
application
per
fiscal
year.

The
organization
will
be
required
to
include
on
the
application
the
following
information:
•
List
of
major
contributors
or
partners;
collaboration
is
encouraged.
•
list
of
the
applicant
organization's
Board
of
Directors/Trustees
{names
and
professional
affiliations}.
•
Proof
that
the
applicant
organization
is
tax
exempt
or
able
to
accept
a charitable
donation.
1

County
of
Riverside
Community
Improvement
Designation
(CID)
Fund
2021/2022
Grant
Request
Application

APPLYING
FOR
CID
WITH
THE

FOLLOWING
DISTRICT(S):

CID
$5,000
MAX

REQUEST
ARPA
$10,000
MAX

REQUEST
District
1 D
$ _________________
_
District
2 D
$ _
________________
_
District
3 D
$ ________
_
________
_
District
4 (!]
$_5_0_0_0 __
____________
_
District
5 D
$ _________________
_
Section
1-
GRANT

CATEGORY-
Fourth
District
Areas
of
Focus
D
Veterans
Services

Cultural
Arts
&
~
Juvenile
Justice
0 ARPA
Exchange
Section
2 -ORGANIZATION

INFORMATION

1. Legal
Name
of
Applicant
Organization
or
Sponsoring
Organization:

City
of
Palm
Springs
James
O
Jessie
Desert
Highland
Unity
Center

2. Street
Address:
480
Tramview
Road

3. City:
,~:~
Palm
Springs

5. Mailing
Address:
401
S.

Pavilion
Way

6. City:
1;2~:~
Palm
Springs

8. Website:
, 9.

Telephone:
110.

Fax:
www.palmspringsca.gov
760-323-8271
760-416-5720

11. Executive
Director/CEO
(name
and
title):

12. Email
Address:

Jeannie
Kays
[email protected]

13. Board
Chair/President:

14. Email
Address:

15. Contact
Person
for
grant
application
(name
and
title):

16. Email
Address:

Jarvis
Crawford
[email protected]
2

17. Number of paid staff: 18. Number of Volunteers: 19. Year Organization founded:
7 0 1980

20. Geographic area(s) served:

Palm Springs
Section 3 -APPLICANT ORGANIZATION CLASSIFICATION (check one box):

21. Type of Organization: "
.. ~
~
.. ,~t'·''
w -, lf "••·· " -,.; ,:_ ·~ >
Non Profit (IRS 501 designated) -Attach IRS Form 990
For Profit entities -Include Federal Identification Number:
✓ Community Organization-fill out the attached Schedule A Government Agency
-----
Other -Please explain and fill out the attached Schedule A Section 4 -NAME and TYPE of PROJECT or PROGRAM:
"/ "' ,,-, -" -•i ,,, ] •..
-· , ... :-'

22. Is this a Program request (i.e., a long-term, ongoing service or activity)?

23. Is this a Project (i.e., a short-term, time limited activity, service or event)?

24. If a Project -is this grant request for the sponsorship for a special event?

25. What is the name of this Program or Project?
Youth Encouragement

26. Would your organization be interested in being spotlighted in a District Newsletter or Website? Section 5 -BUDGET {Complete Items 27-38)
Line Items

27. Amount of money requested from the CID Fund

28. Cash contributed to Project or Program by Applicant Organization

29. Other funding already awarded

30. In-Kind Match Amount or Volunteer Credit Hours

31. Staffing expense for Project/Program

32. Equipment expense for Project/Program

33. Food expense for Project/Program

34. Marketing expense for Project/Program

35. Supplies expense for Project/Program
3 Revenues
$5000
$1500
$1000
.,
'
V N
✓

36. Facilities/Rent expense for Project/Program

37. Other expense for Project/Program
$1500

38. TOTAL
Note: revenues & expenses should equal or balance s 5000 In addition to completing Section 5 (Line Items 27-38), please attach the organization's proiect/program budget.

Section 6 - PROJECT or PROGRAM DESCRIPTION:

39. Please describe the history and mission of applicant organization. - "'' - ,
The James 0. Jessie Desert Highland Unity Center has been around for over 30 years as a community center and resource center to residents of the Desert Highland Gateway Estates and surrounding Palm Springs area. The mission is to create a healthier society; contribute to civic pride in a livable community; and decrease youth delinquency by providing safe and inviting parks, and inclusive programming.

40. Provide the number of years the organization has been in existence. Also describe the problem or need that drives this grant request and summarize the organization's efforts and outcomes in the community.

The James 0. Jessie Desert Highland Unity Center has been around for over 30 years.

The community that the Center services are low-income families of African American and Latino Americans. For decades drug, alcohol and gang violence has been a problem and the Youth Encouragement Program has been an avenue of positivity for youth to strive for greatness.

41. Please provide a clear and thorough description of the proiect of program. Include a physical address of the project or program.
,. ..c • y•' - --
The Youth Encouragement Program is located on the site of the James 0. Jessie Desert Highland Unity Center, 480 Tramview Road, Palm Springs, California. The implementation plan is a ten-month program to run concurrently with the school year from mid-August 2021 to early June 2022. The program will meet weekly after school for a period of 60-90 minutes. During this period, youth will be engaged in a variety of physical and experiential exercises designed to build confidence and self-esteem, establish camaraderie with fellow participants using teamwork to achieve common goals, foster and develop feelings of trust, integrity, empathy, mutual respect and other attributes that will shape their character and promote personal growth. Students will be encouraged to share their experiences and, as age appropriate, develop goals for their own future accomplishments. Finally, inspirational guest speakers will be brought in to share their stories of overcoming obstacles and achieving success. 4 .,.

42. Include whether it is an A) existing program·arfd how long it has been.in-operation, B) a newly-'developed program and when it ·began or C) if the program is no\in existence yet, when it is expected to start?,. ·, The program has been ongoing for the past 3 years and was recently modified to be done via zoom as well as outside in the local park.

43. Please describe the target population(s) and number of people who would benefit.

There was a total of 20 youth that participated. Of the 20 youth, some were of the same household making a total of 15 families benefiting from the program. The most significant result was seeing the number of participants increase as they saw the planned activities the other youth were participating in.

44. How does your agency identify and reach the target population(s) of the project or program? Being in the heart of the community and having existing programs and activities,the staff are connected to families of those at-risk youth by way of having many of them as past participants. We also have a direct link with many of the local churches and addresses to homes that are in and around the community center.

45. Please describe how financial sustainability would be achieved for this service/activity beyond the life of this grant request.

Financial sustainability will be achieved by reaching out to other funding sources as well as adding the program to a yearly budgeted item within the community center. 5

46. Please de~cribe how you W!II evaluate or measure the, success of this grant request. ,·.,-.,-~ ' .,·
J
_,
,c:
"
The program will be ongoing over a period of ten months ( or one school grade year). An assessment of each participant will be made at the beginning of the program within the first month or two and attendance records will be maintained throughout the program. Upon the end of the school year, an evaluation of each child will be undertaken by staff, who will have had constant contact with each child over the program period. Each participant will be photographed and interviewed at the beginning of the school year as a benchmark and at the end of the school year in late May or early June to compare attitude and outlook on their life, goals and ambitions .. Other metrics to measure program success would be improvement in grades and success at school.

47. Describe ~my other funding needed to complete this effort. how you will secure it, status of each request (e.g. fully f~.mded, partially funded or pending). ,- , ' " -·
No other funding is needed to complete this effort.

48. Please list the names and describe the roles of key organizations or agencies that will collaborate with your organization to implement this program or project.

We will be collaborating with the Riverside County District Attorneys Office (Michael Tripp, Deputy District Attorney) local churches (Rev. Carter, Pastor of Ajalon Baptist Church, Rev.

Rodney Croom First Baptist Church) within the community and local law enforcement (Palm Springs Police & Riverside County Sheriffs).

49. Has your organization received Community Improvement Designation funds in the past four years? From which district(s)? Amount? Please indicate the date received. ., .

Our organization has received Community Improvement Designation funds during the 2020-2021 year and have exhausted all the funds.
6 '

50. Specifically state what the Cl[) ·F.unds will be spent on.

The CID Funds will be spent on:
-Program supplies (such as writing utensils, participant shirts & Sweaters) -Meals each week for participants
-Marketing (utilizing fliers, social media & websites to share about program) -Motivational Speakers
-Educational & recreational excursions
Submit applications to:

DISTRICT4
Supervisor V. Manuel Perez
Riverside County, Fourth District
Attn: Esmeralda Perez
73710 Fred Waring Drive, Ste. 222
Palm Desert, CA 92260
Phone: 760-863-8211
Fax: 760-863-8905
Email: [email protected]
7

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0 ~
l'
·,::

County
of
Riverside
--~~nf2,~
~
•·
,,
··•· ..
''
..

Community
Improvement
Designation
(CID)
Fund
Grant
Request
Application

SIGNATURE
PAGE
The
applicant
acknowledges
and
agrees
to
the
following:
·.· ··:-· ..
•
Please
refer
to
the
individual
district's
Instructions
for
information
on
pre-application
requirements,
submittal
deadlines,
and
payment
disbursement
requirements.
.
•
Every
CID
applicatiO
.fl
is
considered
individually
and
on
Its
own
merit.
•
Preference
will
be
given
to
organizations
and
activities
that
directly
benefit
the
residents
of
the
Fourth
District.
•
Funding
Is
not
immediately
available
to
the
recipient;
please
allow
time
for
checks
to
be
processed
•
The
awarding
of
CID
funds
does
not
constitute
an
automatic
annual
allocation.
•
The
recognition
for
CID
funding
should
accrue
to
the
County
of
Riverside.

It
Is
acceptable
for
a
Supervisor
to
lend
their
name
in
support
to
the
cause
for
which
CID
funding
Is
provided.

Please
consult
the
individual
district
for
direction.
•
CID
funds
must
be
spent
as
specified
on
the
application
and
records
may
be
requested
by
the
Board
of
Supervisors
or
their
designee
to
ensure
the
funds
were
used
appropriately.
•
CID
grants
will
not
be
awarded
or
announced
within
the
60 days
before
an
election in
which
the
awarding
Supervisor
is
on
the
ballot.
•
The
recipient
shall
provide
a full
accounting
with
documentation
on
the
use
of
awarded
funds.

All
: awards
require
a report
back
on
how
the
money
was
spent
within
60 days.Qfthe
utHization
of
the
funds.

If the
award
is
not
entirely
spent
In
the
fiscal
year
it
was
awarded
and
· over
$5,000,
a
report
shall
be
submitted
annually
until
the
funds
have
been
exhausted.

The
recipient
shall
return
to
the
county
any
funds
not
spent
or
docume~
per
·the
signed
agreement
I/We
declare
under
penalty
of
perjury
that
the
foregoing
is
correct.

I/We
also
acknowledge,
understand,
and
will
abide
by
the
statements
listed
above.

Prepared
by:

J
.

C
..
.&.
d
arv1s
ravv,Oli
Name
and
Trtle
(Please
print
or
type):

Community
Center
Manager
Executive
Director/CEO:

Jeannie
Kays
Signature:

Organization
Name:
. .

City
of
Palm
Springs
James

0. Je~sie
Desert
Highland
Unity
Center
401
S.

Pavilion
Way
Telephone
number:
760-323-8271
Last
updated
10/18/2021
Mailing
Address
of
Organization:
9 Date: 3/22/2022
about:blank
3/23/2022,
12:05
PM

RlvERSIDE OFFICE:
4080 Lemon Street, 5th Floor
Riverside, CA 92502-1647
(951) 955-1040
Fax (951) 955-2194
Aug. 18, 2022
Mr. Jarvis Crawford
SUPERVISOR V. MANUEL PEREZ

FOURTH DISTRICT
c/o James 0. Jessie Desert Highland Unity Center
401 S. Pavilion Way
Palm Springs, CA 92262
Dear Mr. Crawford:

DISTRICT 0FFICFiMAILING ADDRESS
73-710 Fred Waring Drive, Suite 222
Palm Desert, CA 92260-2574
(760) 863-8211
Fax (760) 863-8905
I am pleased to present James 0. Jessie Desert Highland Unity Center with a check for $5,000 to support your ongoing efforts in youth development through the Youth Encouragement program which provides exercises designed to build confidence, develop goals, establish camaraderie with fellow participants and includes inspirational guest speakers.

I am proud to support three areas of focus for community improvement designation fund awards: Veterans Services, Cultural Arts & Exchange, and Juvenile Justice. I appreciate that your program aims to reduce recidivism by improving services for youth Enclosed is a grant report form. Please submit the form no later than 60 days of utilizing the funds.

Thank you for your commitment to serving the residents of our community.

Sincerely,
V. MANUEL PEREZ
Supervisor, Fourth District
VMP:esp
Enclosure
/
www.RivCo4.org • [email protected]

CITY COUNCIL STAFF REPORT
09/29/2022   1. BB.

City Clerk -

SUBJECT
APPROVAL OF A PURCHASE AND SALE AGREEMENT OF REAL PROPERTY WITH GRAY1 DEL MAR, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY, FOR PARCELS OF UNIMPROVED REAL PROPERTY WITHIN THE BOUNDARY OF TENTATIVE TRACT MAP 37309 GENERALLY LOCATED AT INTERSECTION OF ZANJERO ROAD AND ROCHELLE ROAD
RECOMMENDATION:

Approve an Agreement, an Agreement for Purchase and Sale of Real Property with Gray1 Del Mar, LLC, a California limited liability company, including a provision for right of first refusal.

1. Authorize the City Manager to execute any and all appropriate and related documents in order to effectuate the purchase and sale.

2. Attachments
Item 1BB

CITY COUNCIL STAFF REPORT

DATE: SEPTEMBER 29, 2022 CONSENT CALENDAR

SUBJECT: APPROVAL OF A PURCHASE AND SALE AGREEMENT OF REAL PROPERTY WITH GRAY1 DEL MAR, LLC, A CALIFORNIA LIMITED

LIABILITY COMPANY, FOR PARCELS OF UNIMPROVED REAL

PROPERTY WITHIN THE BOUNDARY OF TENTATIVE TRACT MAP
37309 GENERALLY LOCATED AT INTERSECTION OF ZANJERO ROAD

AND ROCHELLE ROAD

FROM: Teresa Gallavan, Interim City Manager

BY: Jeffrey S. Ballinger, City Attorney

SUMMARY:

Gray1 Del Mar, LLC, a California limited liability company (“Gray1”) previously submitted to the City a revised commercial and residential development of the “Art Colony” project located south of Racquet Club Road between N. Palm Canyon Dr. and N. Indian Canyon Dr. The City owns (in fee) certain parcels of land originally intended for use as public right-of-way for Zanjero Road and Rochelle Road, approximately 9,976 square feet in size. However, Zanjero Road and Rochelle Road are no longer planned to extend through the area. Although the entitlements for the previously proposed Art Colony project have since expired, Gray1 wishes to acquire these parcels of land and incorporate them into a revised development project.

In 2017, t he City indicated a willingness to sell the property to Gray1 for $74,820.

However, that sale agreement was never consummated. Earlier this year , Gray1 approached the City and requested that the City finalize the sale that was contemplated in 2017. City staff and the City Attorney’s Office have since worked with Gray1 to update the purchase price, which is now proposed to be $119,712, or approximately $12.00 per square foot.

Gray1 Del Mar, LLC, is a California limited liability company, whose manager is Keith J.

Home. Attached to this report is a Public Integrity Applicant Disclosure form, completed by the proposed purchaser.

RECOMMENDATION:

1. Approve Agreement No. ___, an Agreement for Purchase and Sale of Real Property with Gray1 Del Mar, LLC, a California limited liability company, including a provision for right of first refusal; and

City Council Staff Report
September 29, 2022 – Page 2
Purchase and Sale Agreement – Gray1 Del Mar, LLC

2. Authorize the City Manager to execute any and all appropriate and related documents in order to effectuate the purchase and sale.

BACKGROUND:

On May 16, 2007, the City Council approved Planned Development PD 329 (Case No.

5.1113) for a commercial / residential mixed-use development consisting of 25 live-work units, 78 attached townhomes, 71 multi-family residential units and 34,234 square feet of commercial space on approximately 15 acres located on the south side of Racquet Club Road between N. Palm Canyon Drive and N. Indian Canyon Drive. The project was known as the “Art Colony,” and would redevelop existing vacant lands shown in Figure 1, below, including portions of undeveloped public right -of-way for Zanjero Road and Rochelle Road that were to be vacated and acquired by the developer.

Due to the economic recession, the Art Colony was not developed, and the developer at that time did not pursue acquisition from the City the public rights-of-way for Zanjero Road and Rochelle Road, shaded in blue in Figure 1, above.

In 2017, the current owner of the properties, Gray1 Del Mar, LLC, (Developer), submitted to the City a revised commercial / residential mixed- use project for the “Art Colony”, consisting of 84 residential units and approximately 4 acres of commercially zoned property. Gray1 initially anticipated it would be entitled to use all of Zanjero Road right-of- way as part of the Art Colony project. However, prior to approaching the City with an offer to acquire the public right -of-way, the City had received and accepted an offer from an adjacent property owner to acquire the southerly portion of the Zanjero Road public right- of-way, shown in blue, in Figure 2, below. The remaining portion of Zanjero Road and Rochelle Road public rights -of-way now proposed to be acquired by Gray1 is shown in red in Figure 2, below.

Figure 1
City Council Staff Report
September 29, 2022 – Page 3
Purchase and Sale Agreement – Gray1 Del Mar, LLC

On July 26, 2017, the City Council approved a separate Purchase and Sale Agreement with 7 In Olivera, LLC, (Adjacent Developer), for acquisition of the southerly portion of the Zanjero Road public right -of-way (shown in blue i n Figure 2, above), subject to the City soliciting public bids for the right -of-way with the Adjacent Developer having a “right of first refusal” to pay $1 more than any bid received higher than the fair market value of the land.

At the time, the City Council agreed with a fair market value for these undeveloped parcels of right-of-way on the basis of an appraisal completed in November 2016 by Desert Water Agency of its adjacent strip of land for the purposes of selling it as surplus property.

DWA’s appraisal determined a fair market value of $7.50 per square foot, and staff recommended that, given the immediate adjacency of this parcel to the City’s parcel of right-of-way, DWA’s appraisal could be used as the basis of establishing fair market value for selling the City’s parcel to the Adjacent Developer.

Using the fair market value of $7.50 per square foot, with a total area of 6,384 square feet, a total value of $47,880 was recommended as the fair market value the southerly portion of the Zanjero Road public right-of-way, shown in blue above.

On September 14, 2017, the City received a bid from Gray1 in the amount of $48,000 for the southerly portion of the Zanjero Road public right -of-way (shown in blue). Gray1 desired to acquire all of Zanjero Road to accommodate its then -proposed project, as shown in the close- up view in Figure 3, below . However, the Adjacent Developer exercised its right of first refusal pursuant to the previously approved Purchase and Sale Agreement, and thereafter complet ed the acquisition of the southerly portion of the Zanjero Road public right-of-way for $48,001.

ART COLONY/ PALM SPRINGS , CA

POD SITE PLAN
Figure 2
City Council Staff Report
September 29, 2022 – Page 4
Purchase and Sale Agreement – Gray1 Del Mar, LLC

In 2017, the City Council acted to approve the sale of the property to Gray1 , subject to the successful negotiation of a purchase and sale agreement with that entity . However, it appears that such an agreement was never finalized.

In March of 2022, Gray1 contacted the City Attorney and requested to complete the purchase of the property from the City. Alth ough the entitlements for the previously approved Art Colony project have since expired, Gray1 has since entered into an escrow with a new developer for approximately 13 acres. The new developer has informed City staff that it does not intend to build the Commercial/Retail portion of the project itself.

However, the site is proposed to include approximately 1.88 acres of Commercial/Retail, approximately 10.89 acres of Single Family Homes, and approximately 2.5 acres of apartments. Since March, City staff and the City Attorney have discussed with Gray1 the need for an updated sales price, given the fact that the previous deal was based on a 2016 appraisal. Based on recent sales of real property in the area, City staff believes that a $12.00 per square foot purchase price is reasonable and represents the fair market value of this real property.

City Council Staff Report
September 29, 2022 – Page 5
Purchase and Sale Agreement – Gray1 Del Mar, LLC

Under California’s Surplus Land Act, property is exempt from the requirements of the Act if it “has no record access and is less than 10,000 square feet in area; and is not contiguous to land owned by a state or local agency that is used for open- space or low- and moderate-income housing purposes.” (Cal. Gov. Code, § 54221(f)(1)(B)(iii).) Here, the property is approximately 9,976 square feet in size. There is no record access to the property from Rochelle Road, as that road ends at the eastern boundary of the undeveloped land owned by the Desert Water Agency. The subject property is not contiguous to any land owned by a state or local agency that is used for open- space or low- and moderate-income housing purposes. Therefore, this exemption is satisfied and the City would not legally need to undertake the additional steps otherwise required by the Act.

Therefore, staff recommends the City Council consider approval of a Purchase and Sale Agreement with Gray1, for the northerly portion of the Zanjero Road and Rochelle Road public right-of-way, shown in red, in Figure 3 above.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION:

This purchase and sale of land is not a “project” for purposes of the California Environmental Quality Act (CEQA), as that term is defined by CEQA guidelines (Guidelines) section 15378. The City has not committed itself to the project as a whole or to any particular features, so as to effectively preclude any alternatives or mitigation measures that CEQA would otherwise require to be considered, including the alternative of not going forward with the project. The environmental assessment to be performed with respect to the forthcoming application for development entitlement related to any future development project at the site will be the analysis for any future project.

ALIGNMENT WITH STRATEGIC PLANNING:

This sale will assist in achieving one of the City Coun cil’s stated goals of expanding housing affordability, including developing plans, strategies, and policies to maintain and create new affordable housing units across the spectrum of income levels. The sale of this property will assist in the development of apartments, which are needed in the City in order to provide affordably priced housing.

FISCAL ANALYSIS:

The proposed agreement provides that the property will be sold at the fair market price of $119,712, which City staff believes is a fair price for such property, based on recent real property sales.

REVIEWED BY:

Department Director: Jay Virata
City Attorney: Jeffrey S. Ballinger
Interim City Manager: Teresa Gallavan

City Council Staff Report
September 29, 2022 – Page 6
Purchase and Sale Agreement – Gray1 Del Mar, LLC

ATTACHMENTS:

1. Public Integrity Applicant Disclosure Form

2. Proposed Purchase and Sale Agreement

PUBLIC INTEGRITY APPLICANT DISCLOSURE
Name (Print last, first, middle initial)
1 u..c...

New Disclosure:

Update:

Every applicant that is not an individual natural person, or comprised exclusively of natural persons with no outside investors, must disclose to the City the identity of each natural person who holds or occupies a significant position with respect to that applicant entity or any entity that owns an interest or derives profits with respect to the applicant entity, i.e., a sub-entity.

In addition, every applicant must disclose to the City the identity of each owner or investor who has both of the following: (i) an ownership interest in the applicant entity with a value of two thousand dollars ($2,000.00) or more, and (ii) a material financial relationship with any official who has the opportunity to vote upon, or advocate for a particular result or outcome with respect to the application in question.

A "significant position" shall be defined as follows:
i. Officers and Dir~ctors (in the instance of a corporation); ii. Members and Managers (in the instance of limited liability company); or iii. Trustees and other Fiduciaries (in the instance of a trust or another organization).

A "material financial relationship" shall be defined as a relationship between an owner or investor on one hand, and a voting or potentially advocating official on the other hand, whereby the official has an interest in the outcome of the City's action upon the application in question arising from or related to any of the following:

1. Any business that the owner or investor in the applicant and the official do together during the year prior to the filing of the application;

2. Any income that the official has earned from the owner or investor in the applicant entity during the year prior to the filing of application;

3. One or more gifts, that the owner or investor in the applicant has given to the official during a year prior to the filing of the application with a total of more than fifty dollars;

4. Any money or value that the official will or might reasonably be anticipated to gain or lose, based upon the ownership interest of the owner or investor in the applicant entity, in relation to the outcome of the City's action upon the application.

Organization / Type of organization: Ownership Interest: Position: No f :nclude the address, city and state where the longer he organization is located) held:
1 ~9!-e--Cl &tl!kcl-
2 3
4 5.

6. I DECLARE UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.
-
On the basis of information contained in this report, I conclude that the filer is in compliance with Palm Springs Municipal Code Section 2.60, except as noted in the "comments" box below.

Comments:

Signature and Title of Agency's Final Reviewing Official

Grayl Del Mar, LLC, a California limited liability company Managed by Ayres Advisors, LLC, a California limited liability company Ownership:

Officers: Keith J. Horne, William R. Hamlin, Samuel M. Hoity Address: 2356 Moore Street, Suite 200
San Diego, CA 92110
Ownership: 100% by Keith J. Horne
100% by Graymore Assets, LLC, a California limited liability company Graymore Assets, LLC, a California limited liability company Ownership: 99.9% by Gruss Ayres Opportunity Fund, LP., a Delaware limited partnership

1.08% Gruss Advisors, LLC

1.08% Ayres Advisors, LLC

22.84% Martin D. Gruss Grandchildren's Trust

22.84% Evergreen Institutional Partners, LP

22.84% Evergreen Partners, LP

16.88% Martin D. Gruss Trust dated 04/25/88

5.41% EGL Partners, LLC

3.79% Tina Guberman 2008 Trust

2.06% Keith J. Horne Trust

1.09% William R. Hamlin and Jane Hamlin Family Trust

0.11% Samuel M. Hoity

0.06% Ayres Advisors, LLC, a California limited liability company Officers: Keith J. Horne, William R. Hamlin, Samuel M. Hoity Ownership: 100% by Keith J. Horne

0.04% Gruss Advisors, LLC, a Delaware limited liability company Officers: Martin D. Gruss, Howard Guberman
55575.18175\34954249.5

AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY
Gray1 Del Mar, LLC

AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY

THIS AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY
(“Agreement”) is made and entered into on this 29 day of September , 2022, by and between the CITY OF PALM SPRINGS , a California charter city and municipal corporation (“Seller”), and GRAY1 DEL MAR, LLC, a California limited liability company (“Purchaser”). Seller and Purchaser are sometimes referenced below as the “Parties,” and each as a “Party.” In consideration of the mutual covenants and representations herein contained, and other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

RECITALS

A. The purpose of this Agreement is to provide for the purchase and sale of that certain nine thousand nine hundred and seventy -six ( 9,976) square feet of real property, currently owned by the City of Palm Springs (“Property”). Exhibit A reflects the legal description of the Property. Exhibit B reflects the map of the Property.

B. The Property is surrounded by adjacent parcels owned and planned for future development by Purchaser, in the City of Palm Springs, County of Riverside, State of California (the “Site”).

Exhibit C reflects the Site in the context of the PPD Site Plan (“Site Plan”).

C. The Site is currently intended to be incorporated in Purchaser’s currently proposed commercial/multi-family residential development, presently called the “Art Colony.” Purchaser requires acquisition of the Property from Seller to accommodate the development of the Site.

D. Seller has determined that the Site’s development, if it proceeds pursuant to this Agreement, will advance the best interests of Seller in accord with the public purposes and provisions of applicable federal, state, and local laws and requirements.

E. Pursuant to a separate Agreement for Purchase and Sale of Right of Way with 7 In Olivera, LLC, a California limited liability company, the City has sold to said party that certain six thousand three hundred and eighty-four (6,384) square feet of right of way (“Adjacent Property”). Exhibit D includes a map of the Adjacent Property. Said transaction shall be referred to herein as the “Olivera Sal e”. Purchaser previously identified its inability to acquire the Adjacent Property as a potential claim against Seller (“Dispute”). On September 26, 2017, Purchaser advised Seller that Purchaser has identified certain revisions to the Site Plan that avoid any conflict with its development plan caused by Olivera ’s acquisition of the Adjacent Property , which Purchaser had intended to acquire to accommodate the full development of its Site Plan.

55575.18175\34954249.5

AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY
Gray1 Del Mar, LLC

NOW, THEREFORE, IT IS MUTUALLY AGREED BY AND BETWEEN THE PARTIES HERETO AS FOLLOWS:

1. AGREEMENT TO SELL AND PURCHASE

Based upon the true and correct recitals above, incorporated in their entirety herein by this reference as material contractual terms, inclusive of the referenced exhibits and all definitions, Seller agrees to sell the Property to Purchaser , and Purchaser agrees to purchase the Property from Seller, upon the terms and for the consideration set forth in this Agreement.

2. OWNER/SELLER

The City of Palm Springs (“Seller”), a charter city organized under the laws of the State of California, owns the Property to be sold pursuant to this Agreement. The office of the City is located at 3200 E. Tahquitz Canyon Way, P.O. Box 2743, Palm Springs, CA 92263-2743.

3. PURCHASING ENTITY

Gray1 Del Mar, LLC, a California limited liability (“Purchaser”) seeks to acquire title to the Property hereunder. The principal office of the Purchaser is located at 2356 Moore Street, Suite 200, San Diego, CA 92110. The term "Purchaser” as used in this Agreement includes any permi tted transferee, conveyee, or assignee of the Purchaser with the qualifications and financial responsibility necessary and adequate, consistent with the provisions of this Agreement and as may be reasonably determined by the City, to fulf ill the obligations undertaken in this Agreement by the Purchaser.

4. PURCHASE PRICE
The Parties agree that the total purchase price for the Property , payable on or before three (3) business days prior to the Closing Date by Purchaser to Seller in cash through the escrow facilitating the transaction underlying this Agreement (“Escrow”), shall be the lump sum of One Hundred Nineteen Thousand Seven Hundred Twelve and no/100 Dollars ($119,712.00) (the “Purchase Price”). Upon the opening of Escrow, Purchaser shall deliver to Escrow Holder a deposit (“Deposit”) applicable toward the Purchase Price equal to Five Thousand Dollars ($5,000).

One Hundred and n o/100 Dollars ($100.00) of the Deposit (" Independent Consideration") shall be non-refundable to Purchaser as independent consideration for the rights extended to Purchaser under this Agreement. The Independent Consideration shall be released to Seller immediately following Purchaser’s delivery of the Deposit into Escrow. In all instances under this Agreement in which Purchaser elects to terminate or is deemed to have terminated this Agreement and the Deposit and Extension Deposits are returned to Purchaser , Seller sha ll nevertheless retain the Independent Consideration. The Independent Consideration shall be applicable to the Purchase Price.

55575.18175\34954249.5

AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY
Gray1 Del Mar, LLC

5. USE OF SITE.

Purchaser’s use of the Site upon acquisition of the Property shall consist of construction and maintenance of a mixed use (commercial and multi-family residential) project, which meets all applicable zoning and development standards of the City.

6. INTENTIONALLY LEFT BLANK

7. ESCROW AND TITLE INSURANCE

(a) Within ten (10) business days following the full execution of this Agreement, the Parties shall open escrow (“Escrow”) with an escrow company located in the Ci ty of Palm Springs, California (“Escrow Holder”). Each of the Parties shall pay fifty percent (50%) of all fees, charges, and costs of Escrow.

(b) City shall deposit an exec uted and duly notarized copy of an instrument conveying title to the Property to Purchaser, suitable for recordation in the Official Records of Riverside County, with Escrow Holder within five (5 ) business days after opening of Escrow.

(c) Purchaser shall deposit the full amount of the Purchase Price, offset by any previous Deposit provided by Purchaser, in good funds with Escrow Holder no later than three (3) days prior to the Closing Date.

(d) Escrow Holder shall cause to be issued and delivered to Purchaser , as of Escrow’s Closing Date and at Seller’s expense, a CLTA standard coverage policy of title insurance or, upon Purchaser’s request and at Purchaser’s expense for the excess cost therefore an ALTA standard or extended coverage policy of title insurance (a “Title Policy”), issued by Chicago Title Company, with liability in the amount of the Purchase Price, covering the Property, and showing title thereto vested in Purchaser free of encumbrances and exceptions apart from:

A. The standard printed exceptions and exclusions contained in the CLTA or ALTA form policy;

B. Utility and/or other easements or rights of third parties as to which City has no control or capacity to eliminate; and

C. Any exceptions created or consented to by City, including without limitation, any exceptions arising by reason of City’s possession, through the close of Escrow, of the Property.

(e) The Escrow’s closing date (the “Closing Date”) shall be in no event after November 30, 2022 (the “Outside Closing Date”); however, Purchaser may

55575.18175\34954249.5

AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY
Gray1 Del Mar, LLC

extend the Outside Closing Date for an additional Twelve (12) months provided Purchaser gives Seller and Escrow Holder written notice of the extension prior to the then Outside Closing Date and delivers to Escrow Holder an additional deposit (“Extension Deposit”) of Ten Thousand Dollars ($10,000). The Extension Deposit shall be applicable to the Purchase Price.
(f) Escrow Holder may utilize all or part of this Agreement as escrow instructions.

8. “AS IS” TRANSACTION, INDEMNITY

CITY IS MAKING NO REPRESENTATIONS OR WARRANTIES REGARDING

THE DEVELOPMENT POTENTIAL OF THE PROPERTY SOLD PURSUANT TO THIS

AGREEMENT, OR ITS SUITABILITY FOR ANY PARTICULAR USE OR PURPOSE, OR

WITH RESPECT TO ENVIRONMENTAL, HAZARDOUS WASTE OR OTHER LAWS OR

ORDINANCES, OR REGARDING THE PHYSICAL CONDITION OF THE PROPERTY ,

INCLUDING SOILS AND GEOLOGY, OR REGARDING ANY LICENSES OR PERMITS

THAT PURCHASER MAY NEED TO OBTAIN IN ORDER TO OWN, LEASE OR USE

THE PROPERTY IN ACCORDANCE WITH ITS EXISTING OR ANY CONTEMPLATED USES, OR REGARDING ANY OTHER MATTER OR THING WHATSOEVER.

PURCHASER IS ACQUIRING THE PROPERTY “AS IS, ” IN ITS PRESENT STATE AND PHYSICAL CONDITION.

City’s Initials: (__________) Purchaser’s Initials: (__________)

Purchaser agrees, from and after close of Escrow, to defend, indemnify, protect and hold harmless the City and its officers, beneficiaries, employees, agents, attorneys, representatives, legal successors and assigns ("Indemnitees") from, regarding and against any and all liabilities, obligations, orders, decrees, judgments, liens, demands, actions, claims, losses, damag es, fines, penalties, expenses, or costs of any kind or nature whatsoever, together with fees (including, without limitation, reasonable attorneys' fees and experts' and consultants' fees), whenever arising, unless caused in whole or in part by any of the Indemnitees, resulting from or in connection with either: (a) the actual or claimed condition of the Property sold by Seller to Purchaser hereunder; or (b) Seller’s sale of the Property to Purchaser, including without limitation, any alleged non- compliance with the Surplus Land Act (Cal. Gov. Code Sections 54220 et seq.) in connection with the transaction contemplated by this Agreement. Purchaser 's defense, indemnification, protection and hold harmless obligations herein shall include, without limitation, the duty to respond to any governmental inquiry, investigation, claim or demand regarding the actual or claimed condition of the Property, at Purchaser's sole cost.

55575.18175\34954249.5

AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY
Gray1 Del Mar, LLC

9. COUNTERPARTS

This Agreement may be executed in counterparts, including electronically, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original, and all such counterparts together shall constitute one and the same instrument.

10. AMENDMENT

This Agreement may be amended only by a written instrument executed by the Party or Parties to be bound thereby.

11. ATTORNEYS' FEES

In the event any legal action is brought by either party regarding the terms of this Agreement or to recover damages for its breach, the prevailing party shall be entitled to reasonable attorneys' fees therein as well as attorneys’ fees incurred in enforcing any judgment pertaining to such an action.

12. DEFAULTS, REMEDIES AND TERMINATION

(a) Subject to the extensions of time set forth herein, failure or delay by either Party to perform any term or provision of this Agreement constitutes a default under this Agreement. The Party who so fails or delays must immediately commence to cure, correct or remedy such failure or delay and shall complete such cure, correction or remedy with reasonable diligence, and during any period of curing shall not be in default.

(b) T he injured party shall give written notice of default to the party in default specifying the default complained of by the injured party. Except as required to protect against further damages, the injured party may not institute proceedings against the party in default until ten (10) days after giving such notice. Failure or delay in giving such notice shall not constitute a waiver of any default nor shall it change the time of default.

(c) A default in the performance of this Agreement shall serve to toll the passage of time with respect to the Outside Closing Date.

(d) Except as otherwise expressly provided in this Agreement, any failure or delay by either party in asserting any of its rights or remedies as to any default shall not operate as a waiver of any def ault or of any such rights or remedies or deprive such party of its right to institute and maintain any actions or proceedings that it may deem necessary to protect, assert or enforce any such rights or remedies.

55575.18175\34954249.5

AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY
Gray1 Del Mar, LLC

(e) In the event that Seller defaults in its obligations to sell the Property to Purchaser in accordance with this Agreement, Purchaser shall have the right to (i) terminate its obligations to purchase the Property and receive a return of the Deposit and Extension Deposit or (ii) or pursue any remedies available to Buyer in law or at equity, including specific performance, to the extent of Seller’s title to the Property.
(f) In the event that the Buyer defaults in its obligations to purchase the Property from Seller in accordance with this Agreement, Seller shall have the right to (i) terminate Seller’s obligations to sell the Property and retain the Deposit and, if paid, the Extension Deposit or (ii) pursue any remedies available to Seller in law or in equity, including specific performance. (g) I t is agreed that the rights granted to the Parties hereunder are of a special and unique kind and character and that, if there is a breach by any Party of any material provision of this Agreement , the other P arty or Parties would not have any adequate remedy at law. It is expressly agreed, therefore, that the rights of the Parties hereunder may be enforced by such equitable relief as is provided under the laws of the State of California.

13. NOTICES

Any and all notices required or permitted to be given hereunder shall be in writing and shall be personally delivered, sent by electronic mail, recognized overnight delivery service or mailed by certified or registered mail, return receipt requested, postage prepaid, to the Parties at the addresses indicated below:

REMAINDER OF PAGE INTENTIONALLY LEFT BLANK

55575.18175\34954249.5

AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY
Gray1 Del Mar, LLC

SELLER/CITY:

City of Palm Springs
3200 E. Tahquitz Canyon Way
P.O. Box 2743
Palm Springs, CA 92263-2743
Telephone: (760) 323-8245
Email: [email protected]
Attn: Flinn Fagg, Dep. City Manager
PURCHASER:

Gray1 Del Mar, LLC
2356 Moore St., Suite 200
San Diego, CA 92110
Telephone: (619) 544-9174
Email: [email protected]

Attn: Samuel M. Holty

Any Party may change its address by a notice given to the other party in the manner set forth above. Any notice given personally shall be deemed to have been given upon service, notices sent by overnight service shall be deemed received on the next business day and any notice given by certified or registered mail shall be deemed to have been given on the third (3
rd) business day after such notice is mailed.

14. NON-ASSIGNABLE AGREEMENT

This Agreement may not be assigned by either Party to any third party.

15. ENTIRE AGREEMENT, INTERPRETATION, AND MODIFICATION

This Agreement reflects, contains, includes and supersedes any and all understandings, agreements, representations, inducements or promises between the Parties, oral or written, if any. The Exhibits attached hereto are incorporated by reference herein. Neither of the Parties relies upon any warranty, promise, representation, or agreement not contained in writing herein. No provision of this Agreement shall be interpreted for or against either of the Parties because its legal representative drafted such provision. This Agreement shall be construed as if jointly prepared by both Parties.

Any modification of this Agreement must be in writing duly signed by both of the Parties.

No waiver of any term or condition of this Agreement shall be a continuing waiver thereof.

16. SEVERABILITY

If in the context of litigation, any provision of this Agreement is determined to be unenforceable in whole or in part for any reason, any remainder of such a provision and of the entire Agreement will be severable, and remain in full force and effect.

17. HEADINGS

All section headings contained in this Agreement are for convenience or reference only, do not form a part of this Agreement and shall not affect in any way the meaning or interpretation of this Agreement.

55575.18175\34954249.5

AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY
Gray1 Del Mar, LLC

18. JURISDICTION AND VENUE

This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be governed and construed in accordance with the laws of the State of California. In the event of any legal action to enf orce or interpret this Agreement, the Parties agree that the venue shall be the Superior Court of California, County of Riverside.

19. EXECUTION OF AGREEMENT, EFFECTIVE DATE

The Parties agree and acknowledge that they have executed this Agreement freely, voluntarily and upon the advice of counsel to the extent that any was desired. This Agreement shall be fully effective and binding upon the Parties as of the date and year first written above.

20. TIME OF THE ESSENCE

Time is of the essence of this Agreement and each of the Parties shall promptly execute all documents necessary to effectuate the intent herein and shall perform in strict accordance with each of the hereinabove provisions.

21. INDEPENDENT LEGAL COUNSEL.

Each undersigned Party acknowledges that it has been represented by independent legal counsel of its own choice throughout all of the negotiations that preceded the execution of this Agreement or has knowingly and voluntarily declined to consult legal counsel; furthermore, each P arty has executed this Agreement with the consent and on the advice of such independent legal counsel or knowingly and intelligently waived such consent and advice.

22. PARTIES DULY AUTHORIZED.

Each of the Parties represents and warrants that it is duly authorized to enter into the transaction underlying this Agreement.

23. INDEPENDENT INVESTIGATION.

Each Party to this Agreement has made an independent investigation of the facts pertaining to the provisions contained in this Agreement and all of the matters pertaining thereto as deemed necessary.

24. WAIVER AND RELEASE REGARDING OLIVERA SALE

Purchaser, on behalf of itself, its members, officers, investors, assigns, and successors, and each of them, hereby covenants not to sue and fully releases and discharges Seller, its elected officials, officers, employees, attorneys and volunteers, and

55575.18175\34954249.5

AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY
Gray1 Del Mar, LLC

each of them, (“Releasees”) with respect to, and from , any and all claims, demands, rights, liens, agreements, contracts, covenants, actions, suits, causes of act ion, obligations, debts, costs, expenses, attorneys’ fees, damages, judgments, orders and liabilities of whatever kind or nature, whether now known or unknown, suspected or unsuspected, which Purchaser now owns or holds or which Purchaser has at any time heretofore owned or held or may in the future hold against said Releasees, arising out of or in any way connected with the Olivera Sale, defined in Recital E . Purchaser hereby expressly waives any and all rights and benefits conferred upon it by the provis ions of Section 1542 of the California Civil Code. Section 1542 provides:

“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE

CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT
TO EXIST IN her OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, AND TH AT, IF KNOWN BY her OR HER, WOULD HAVE
MATERIALLY AFFECTED her OR HER SETTLEMENT WITH THE
DEBTOR OR RELEASED PARTY.”

Purchaser acknowledges that it may hereafter discover claims or facts in addition to or different from those that which it now knows or believes to exist with respect to the subject matter of this Agreement and which, if known or suspected at the time of executing this Agreement, may have materially affected this release. Nevertheless, Purchaser hereby waives any right, claim or cause of action that might arise as a result of such different or additional claims or facts. Purchaser acknowledges and understands the significance and consequence of such release and such specific waiver of Section 1542.

SIGNATURES FOLLOW

55575.18175\34954249.5

AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY
Gray1 Del Mar, LLC

IN WITNESS WHEREOF, the Parties have executed this Agreement the day and year first written above.

SELLER/CITY:

CITY OF PALM SPRINGS,
a California charter city
and municipal corporation

__________________________
Teresa Gallavan
Interim City Manager

APPROVED AS TO FORM:

__________________________
Jeffrey S. Ballinger
City Attorney

ATTEST:

__________________________
Debra Pree
City Clerk

PURCHASER:

GRAY1 DEL MAR LLC,
a California limited liability company

By: __________________________
Samuel M. Holty, Vice President

APPROVED AS TO FORM:

__________________________
Cox, Castle & Nicholson LLP, by Mark
P. McClanathan, Esq.,
Attorney for Gray1 Del Mar, LLC

55575.18175\34954249.5

EXHIBIT A

AGREEMENT FOR PURCHASE AND SALE OF PROPERTY
Gray1 Del Mar, LLC

PARCEL "8";
EXHmIT "A 11

APPROVED LEGAL DESCRIPTION

CITY OF PALM SPRINGS SALE PARCEL
BEING A PORTION OF THE PARCEL DESCRIBED IN RESOLUTION NO. 2520 OF THE CITY COUNCIL OF THE CITY OF PALM SPRINGS RECORDED APRIL 18, 1949 IN BOOK 1069, PAGES OF OFFICAL RECORDS OF THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, LOCATED IN SECTION 3, TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN BERNARDINO BASE AND MERIDIAN, DESCRJBED AS FOLLOWS:

COMMENCING AT THE CENTERLINE INTERSECTION OF INDIAN CANYON DRIVE (30 FEET IN HALF WIDTH) AND VIA OLIVERA (30 FEET IN HALF WIDTH) AS SHOWN BY RECORD OF SURVEY ON FILE IN BOOK 146, PAGE 85, OF RECORDS OF SURVEYS, OFFICIAL RECORDS OF SAID COUNTY;
THENCE SOUTH 89° 55' 42" WEST, A DISTANCE OF 429.06 FEET ALONG SAID

CENTERLINE OF VIA OLIVERA TO THE EASTERLY LINE OF SAID PARCEL, ALSO

BEING THE WESTERLY LINE OF THE WHITEWATER MUTUAL WATER COMPANY'S RIGHT-OF-WAY;
THENCE NORTH 12°14'00" WEST, A DISTANCE OF 21.05 FEET ALONG THE EASTERLY LINE OF SAID PARCEL;
THENCE NORTH 15°06'00" WEST, A DISTANCE OF 222.35 FEET ALONG THE EASTERLY LINE OF SAID PARCEL TO THE EAST PROLONGATION OF PARCEL 2 AS DESCRIBED IN DOCUMENT NO. 2015-0257244, RECORDED JUNE 17, 2015, OFFICIAL RECORDS OF SAID COUNTY, SAlD POINT BEING THE TRUE POINT OF BEGINNING; THENCE NORTH 15°06'00" WEST, A DISTANCE OF 44.46 FEET CONTJNUING ALONG THE EASTERLY LINE OF SAID PARCEL;
THENCE NORTH 18°32'00" WEST, A DISTANCE OF 87.93 FEET ALONG THE

EASTERLY LINE OF SAID PARCEL TO THE MOST NORTHEASTERLY CORNER THEREOF;
THENCE NORTH 89"38'00" WEST, A DISTANCE OF 143.28 FEET ALONG THE NORTII LINE OF SAJD PARCEL TO MOST NORTHWESTERLY CORNER THEREOF; THENCE SOUTH 00°11 '00" WEST, A DISTANCE OF SO FEET ALONG THE WESTERLY LINE OF SAID PARC EL;
THENCE SOUTH 89"38'00" EAST, A DISTANCE OF 128.53 FEET ALONG THE WESTERLY LINE OF SAID PARCEL;
55575.18175\34954249.5

EXHIBIT A

AGREEMENT FOR PURCHASE AND SALE OF PROPERTY
Gray1 Del Mar, LLC

Exhibit A
(Legal Description of the “Property”)
(Continued)

.

THENCE SOUTH 18°32'00" EAST, A DISTANCE OF 44.45 FEET ALONG THE WESTERLY UNE OF OF SAID PARCEL;
THENCE SOUTH 15°06'00" EAST, A DISTANCE OF 35.25 FEET ALONG THE WESTERLY LINE OF OF SAm PARCEL TO THE NORTHEAST CORNER OF SAID PARCEL 2 DESCRIBED IN SAID DOCUMENT NO. 2015-0257244;
THENCE SOUTH 89°37'00" EAST, A DISTANCE OF 31.13 FEET ALONG THE EASTERLY PROLONGATION OF THE NORTH LINE OF SAID PARCEL 2 TO THE TRUE POINT OF BEGINNING.

SUBJECT TO ANY EASEMENTS, IF ANY.

SAID PARCEL CONTAINS 9,976 S.F. (0.23 ACRES), MORE OR LESS.

AS SHOWN ON EXHIBIT "8" ATTACHED HERETO AND BY REFERENCE MADE A PART HEREIN.

THIS LEGAL DESCRIPTlON HAS BEEN PREPARED BY ME OR UNDER MY

DIRECTION IN CONFORMANCE WITH THE PROFESSIONAL LAND SURVEYOR'S ACT.
~ c. Q~
ROBERT C. OLLERTON, P.L.S. 7731
cP - 9-/'7'
DATE
55575.18175\34954249.5

EXHIBIT B

AGREEMENT FOR PURCHASE AND SALE OF PROPERTY
Gray1 Del Mar, LLC

EXHIBIT "B"
N89'38'00"W N 143.28'
PARCEL "B"
N89'38'00'W ,., 128.53'
I
(j) PARCEL OESC. IN
~ RESOLUTION NO. 2520 OF
t. THE CllY COUNCIL or PALM
~ SPRINGS, REC. 4/18/1949
~ BK.1069, PG.5, O.R.
•..p
v-
I A
I
I N89'37'00'\V N 152.07'
,--- - -- -- -
1 RS 146/85
= :::; I PARCEL 2
~ DOCf 2015-0257244 O.R.
uil~ I-_. _ _ N89'37'00!_:, ~9.43' _
I
~I =
PARCEL 1
..__ I :-,
~,d OOCI 2015-0257244 O.R.

I A
I 189.19'
RS 146/85
NORTH

VICINITY MAP
LINE TABlf
LO. BEARING ™ST. (FT.)
L1 NB9'55'42"E 429.06
L2 N12'14'00'W 21.05
L3 N15'06'00'W 9.76
L4 N89'55'42"E 31.06
L5 N89'37'00"W 31.13
L6 N15'06'00"W 44.46
L7 SOD'll'OO"\Y 50.00
LB S18'32'00"£ 44.45
L9 S15'06'001 35.25
L10 NOO'l 1 '00"E 68.33
Ll 1 N89'55'42"E 19.00
L12 NOO'll'OO"E 28.14
All DATA SHOWN HEREON IS
RECORD PER RS 146/85
POC I $'.=
- 208.19' c. PARCE ~ ~ ~
~ _ _ VIA OLIVERA _ T.P.0.8. PARCEL "r ~- t-·---~ ~ C>
+ N89'55'42"E N 246.35'
CITY OF PALM SPRINGS ENGINEERING SERVICES '117~/'JA.A-~ 6 - 9 ~
1 - ---------------- --' ~.~ 7731 The acquisition intended by this Agreement includes only that ROBERT OUERToN. Eogln00f1n; R__,n: .. ""'- -;;;cr.- portion identified as "Parcel B", and excludes the portion shaded in -Ill, FUP SW: 1"=10' Cl'IRfllLR 17- 03 red. am1u, RCO lllll: 5/16/17 9111 JO. 1 OF I
55575.18175\34954249.5

EXHIBIT C

AGREEMENT FOR PURCHASE AND SALE OF PROPERTY
Gray1 Del Mar, LLC

Exhibit C

: TABULATION - PA 1
i RETA/ L/COMMERC /AL
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--.

RES/DENT/AL
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"' " 0.!15 :,::,w.f'nl 'llt\lftt~ 10.00
TOTM.l'fl.OJ €CTPHl)f>€l'l,TY ""'-&. ! 1!1.M..,C .

ART COLONY/ PALM SPRINGS, CA

POD S ITE PLAN
May 02, 2017
-::113 •li'~rtn,. •fl.wiii.
~ •SufYtT •81~1Ufflllll
'tl..Altut11C'lmq,
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t.m~--so n,..u,,.,,c.uu p.Nffl f.W~
55575.18175\34954249.5

EXHIBIT D

AGREEMENT FOR PURCHASE AND SALE OF PROPERTY
Gray1 Del Mar, LLC

Exhibit D

=
I
I
I
I N89'37'00'\V N 152.07'
,------- - -
1 RS 146/85
(I) PARCEL OESC. IN
~ RESOLUTION NO. 2520 OF
~t TI-IE CllY COUNCIL or PALM
~ SPRINGS, REC. 4/18/1949
~ BK.1069, PG.5, O.R.
•c.9 c::,.>.

STERLY LINE
WHflEWATER
MUTUAL CO. R/W
::::; I PARCEL 2
~ DOCI 2015-0257244 O.R.
uil ~ I-_, __ N89'37'00!_:, ~9.43' _
I
A
PARCEL 1
OOCI 2015-0257244 O.R.

RS 146/85
189.19'
!
NORTH

VICINITY MAP

LINE TABLE
LO. BEARING DIST. (FT}
LI N89.55'42'E 429.06
L2 N12'14'00'W 21.05
L3 N15'06'00"W 9.76
L4 N89'55'42'E 31.06
l5 N89'37'00"W 31.13
L6 N15'06'00"W 44.46
L7 S00'11'00-W 50.00
LB S18'32'00"£ 44.45
L9 S15'06'00'£ 35.25
LlO NOO'l 1'00"E 68.33
Ll 1 N89'55'42'E 19.00
L12 N00'11'00"E 28.14
All DATA SHOWN HEREON IS
RECORD PER RS 146/85
POC I ~
g 208.19
1 ~ _ _ VIA OLIVERA _ l.P.0.8. PARCEL "A"
~ PARCE ~~ ~
~ L ~ C>
t N89"55'42"E N 246.35'
. ·--t-··-·· -
CITY OF PALM SPRINGS ENGINEERING SERVICES '"re-~· ,-
9 ~' 1--------------------' ~-~ 7731 ROBERT 011.ERTON. Eogin00!1n9 R""°"n:u lne. -;,;rr-The acquisition by Adjacent Purchaser by separate Agreement included that portion identified as "Parcel A", and excluded the portion shaded in red.
-a.. FUP lW: 1"=10' aosru111.R 17-03
OfDIH!! RCO lllll: 5/16/17 9111 111. 1 Of I

CITY COUNCIL STAFF REPORT
09/29/2022   1. CC.

City Clerk -

SUBJECT
APPROVE SIX-YEAR AGREEMENTS WITH DAILEY AND WELLS
COMMUNICATIONS, INC (A9213) AND RIVCOMM, INC. (A9214) FOR RADIO AND INSTALLATION SERVICES
RECOMMENDATIONS:

Approve Contract Service Agreement A9213 (Attachment A-1) with Dailey and Wells Communications, Inc. to provide radios and installation services for the Police Department for a six-year term in an amount not to exceed $2,072,907.43, beginning October 1, 2022 through September 30, 2028.

1. Approve Contract Service Agreement A9214 (Attachment A-2) with Rivcomm, Inc. to provide radios and installation services for the Airport and other City departments for a six-year term in an amount not to exceed $255,139.03, beginning October 1, 2022 through September 30, 2028.

2. Authorize the City Manager or his designee to execute all necessary documents.3.

Attachments
Item 1CC

CITY COUNCIL STAFF REPORT

DATE: SEPTEMBER 29, 2022 CONSENT CALENDAR

SUBJECT: A PPROVE SIX- YEAR AGREEMENT S WITH DAILEY AND WELLS COMMUNICATIONS, INC ( A9213) AND RIVCOMM, INC. (A 9214) FOR

RADIO AND INSTALLATION SERVICES

FROM: Teresa Gallavan, Interim City Manager

BY: Police Department

SUMMARY:

This action will approve a six -year agreement with Dailey and Wells Communications, Inc. in an amount not to exceed $2,072,907.43 and a six-year agreement with Rivcomm, Inc. in an amount not to exceed $255,139.03 for radio and installation services.

RECOMMENDATION:

1. Approve Contract Service Agreement A 9213 (Attachment A-1) with Dailey and Wells Communications, Inc. to provide radios and installation services for the Police Department for a six-year term in an amount not to exceed $2,072,907.43, beginning October 1, 2022 through September 30, 2028; and

2. Approve Contract Service Agreement A 9214 ( Attachment A-2) with Rivcomm, Inc. to provide radios and installation services for the Airport and other City departments for a six -year term in an amount not to exceed $255,139.03, beginning October 1, 2022 through September 30, 2028; and

3. Authorize the City Manager or his designee to execute all necessary documents.

BUSINESS PRINCIPAL DISCLOSURE:

The Public Integrity Dis closure form for Dailey and Wells Communications, Inc. is included as Attachment B-1.

The Public Integrity Disclosure form for Rivcomm, Inc. is included as Attachment B-2.

City Council Staff Report
September 29, 2022 -- Page 2
Award Radio and Installation Contracts

BACKGROUND:

In 2008, Council approved the purchase of portable and mobile radios for employees City- wide. These radios are used routinely as a means of communication by Police, Fire, Emergency Management, Airport, Parks & Recreation, Streets, Code Compliance and Facilities and Maintenance personnel. Using these radios, Police and Fire personnel can communicate directly with the Dispatch Center and allied public safety agencies. Other City Departments use the radios primarily to communicate with other City employees in the course of their duties but also have direct access to the Dispatch Center. The use of portable and mobile radios enables efficient delivery of services to the community, promotes the safety of City employees, and ensures effective communication. Existi ng radios are out of warranty and have reached their end of life. Many of the radios purchased in 2008 are no longer operable.

The City of Palm Springs currently uses the Eastern Riverside Interoperable Communications Authority (ERICA) radio system , a Joint Powers Authority (JPA) with four other local municipalities. The ERICA JPA will dissolve in June of 2023. All other members of the JPA, the Cities of Beaumont, Cathedral City, Desert Hot Springs , and Indio are in the process of transitioning from ERICA to the Public Safety Enterprise Communications (PSEC) radio system, a County -wide radio system operated by the Riverside County Sheriff’s Department. Remaining on ERICA would negatively impact the ongoing ability of Police and Fire to communicate with allied public safety partners and require the City incur all operational, maintenance, upgrade and repair costs associated with the system following the disbanding of the JPA. Continued use of ERICA infrastructure for communications would require millions of dollars in upgrades to ensure long-term operability.

Numerous law enforcement agencies and fire departments across the County have already joined PSEC. A transition to the PSEC radio system will ensure interoperable communications between the City’s public safety employees and other allied agencies Countywide. PSEC will also serve as a platform for communications with and between all other City Departments.

A transition to PSEC will require that the City utilize radio equipment that meets the Project 25 (P25) suite of standards for interoperable digital two- way radio products as indicated below. Information on Project 25 Standards can be found here:

Project 25
Technology Interest Group . The proposed radio purchases meet all P25 compliance requirements.

STAFF ANALYSIS:

An Invitation for Bids (IFB 23- 01) was initiated by the City’s Procurement & Contracting Department on July 11, 2022. The IFB was organized into three distinct groups - Police, Airport and Other City Departments, which includes Code Compliance, Parks & Recreation, Streets, and Facilities & Maintenance. Bid solicitations for Bid Groups 1 and

City Council Staff Report
September 29, 2022 -- Page 3
Award Radio and Installation Contracts

3 were open to all radio brands meeting specifications outlined in the IFB. Since the original 2008 procurement of radios, the Airport has standardized their equipment to Kenwood radios. To be compatible with the existing equipment, the Airport Bid Group was limited to the Kenwood brand. Bids were solicited directly via the City’s procurement vendor portal, PlanetBids. In addition, the IFB was advertised in The Desert Sun. Five bids were received by the August 16, 2022, deadline as follows:

Vendor Bid Group 1 -
Police
Bid Group 2 -
Airport
Bid Group 3 -
Other Depts
Rivcomm, Inc Non-responsive $163,895.89 $91,243.14
Vision Communications Non-responsive $194,426.96 $106,667.72 Airwave Non-responsive $227,883.28 $157,309.63
Dailey & Wells Communications,
Inc.
$2,072,908.23 $229,113.78 $135,386.56
Motorola Solutions $3,263,435.82 Non-responsive $153,568.91

Staff recommends approval of Contract Services Agreement A9213 with Dailey and Wells Communications, Inc . for a six -year term in the amount not to exceed $2,072,908.23 effective October 1, 2022 through September 30, 2028 and Agreement A 9214 with Rivcomm, Inc. for a six- year term in the amount not to exceed $255,139.03, beginning October 1, 2022 through September 30, 2028.

Several additional approvals and radio procurements are required to finalize the City’s transition to PSEC and ensure that all City Departments have necessary communications equipment. Each of the following items will be brought to Council at a later date:

• Formal approval of an agreement to transition to and utilize the PSEC radio system.
• Approval of console upgrades for the Police Dispatch Center and Airport Operations Centers. Staff is awaiting formal quotation from the sole source vendor equipped to upgrade the consoles.
• Procurement of radios for Fire Department – At the time the IFB was issued, the Fire Department was working to identify the radio best suited for their needs. The Fire Department will participate in a separate procurement process for PSEC compatible radios for Fire personnel.

ENVIRONMENTAL ASSESSMENT
:

The requested City Council action is not a “Project” as defined by the California Environmental Quality Act (CEQA). Pursuant to Section 15378(a), a “Project” means the whole of an action, which has a potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment. The requested action is to approve contracts for the above- mentioned services, and is exempt from CEQA pursuant to Section 15378(b), in that a “Project” does

City Council Staff Report
September 29, 2022 -- Page 4
Award Radio and Installation Contracts

not include: (5) Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment.

ALIGNMENT WITH STRATEGIC PLANNING:

Approval of this action supports City Council priority 4B, Good G overnance – Improve Communications.

FISCAL IMPACT:

Funding has been allocated for these purchases and is available in the current fiscal year in Capital Improvement Project Account 2615000 80000.

REVIEWED BY:

Department Director: Andrew Mills
Procurement Manager: Kim Baker
City Manager: Teresa Gallavan

ATTACHMENTS:

A-1. Agreement No. A9213
A-2. Agreement No. A9214
B-1. Public Integrity Disclosure-Dailey-Wells
B-2. Public Integrity Disclosure-Rivcomm

"ATTACHMENT A-1"

Revised 2.9.22 Page 1 of 24

CONTRACT
SERVICES AGREEMENT A9213
RADIOS AND INSTALLATION-BID GROUP 1
THIS AGREEMENT FOR CONTRACT SERVICES (“Agreement”) is made and entered into on October 1, 2022, by and between the City of Palm Springs , a California charter city and municipal c orporation (“City”), and DAILEY AND WELLS COMMUNICATIONS, INC. , a Texas Corporation, (“Contractor”). City and Contractor are individually referred to as “Party” and are collectively referred to as the “Parties”.

RECITALS
A. C it
y requires the services of a licensed and qualified contractor, for Public Safety Enterprise Communications (PSEC) compatible radios and installation services, (“Project”).

B. C ontr
actor has submitted to City a proposal to provide Public Safety Enterprise Communications (PSEC) compatible radi os and installation services , to City under the terms of this Agreement.

C. B as
ed on its experience, education, training, and reputation, Contractor is qualified and desires to provide the necessary services to City for the Project.

D. C ity d
esires to retain the services of Contractor for the Project.

NOW, THEREFORE, in consideration of the promises and mutual obligations, covenants, and conditions contained herein, and other valuable consider ation, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

AGREEMENT

1. CONTRACTOR SERVICES

1.1 Scope of Services . In compliance with all terms and conditions of this Agreement, Contractor shall provide services to City as described in the Scope of Services/Work attached to this Ag reement as Exhibit “A” and incorporated herein by reference (the “Services ” or “Work”). Exhibit "A" includes the agreed upon schedule of performance and the schedule of fees. Contractor warrants that the S ervices shall be performed in a competent, prof essional, and satisfactory manner consistent with the level of care and skill ordinarily exercised by high quality, experienced, and well qualified members of the profession currently pract icing under similar conditions. In the event of any inconsistency be tween the terms contained in the Scope of Services/Work and the terms set forth in this Agreement, the terms set forth in this Agreement shall govern.

1.2 Compliance with Law . Contract or sha ll comply with all applicable federal, state, and local laws, statutes and ordinances and all lawful orders, rules, and regulations when performing the Services. Contractor shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement.

Revised 2.9.22 Page 2 of 24

1.3 Licenses and Permits . Contractor shall obtain at its sole cost and expense such licenses, permits, and approvals as may be required by law for the performance of the S ervices required by this Agreement.

1.4 Familiarity with Work. By executing this Agreement, Contractor warrants that it has carefully considered how the Work should be performed and fully understands the facilities, difficulties, and restrictions attending performance of the Work under this Agreement.

2. TIME FOR COMPLETION
The time for completion of the Services to be performed by Contractor is an essential condition of this Agreement. Contractor shall prosecute regularly and diligently the work of this Agreement according to the agreed upon s chedule of performance set forth in Exhibit “A .” Neither Party shall be accountable for delays in performance caused by any condition beyond the reasonable control and without the fault or negligence of the non -performing Party. Delays shall not entitle Cont ractor to any additional compensation regardless of the P arty responsible for the delay.

3. COMPENSATION OF CONTRACTOR

3.1 Compensation of Contractor. Contractor shall be compensated and reimbursed for the services rendered under this Agreement in accordance wi th the schedule of fees set forth in Exhibit “A”. The total amount of Compensation shall not exceed $2,072,907.43.

3.2 Method of Payment . In any month in which Contractor wishes to receive payment, Contractor shall submit to City an invoice for Services rendered prior to the date of the invoice, no later than the fi rst working day of such month, in the form approved by City’s finance director. Payments shall be based on the hourly rates set forth in Exhibit “A” for authorized services performed. City shall pay Contractor for all expenses stated in the invoice that are approved by City and consistent with this Agreement, within thirty (30) days of receipt of Contractor’s invoice.

3.3 Changes . In the event any change or changes in the Services is reque sted by City, Parties shall execute a written amendment to this A greement, specifying all proposed amendments, including, but not limited to, any additional fees. An amendment may be entered into:

A. To provide for revisions or modifications to documents , work product, or Work, when required by the enactment or revision of any subsequent law; or B. To provide for additional services not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Contractor’s profession.

3.4 Appropriations. This Agreement is subject to, and contingent upon, funds being appropriated by the City Council of City for each fiscal year. If such appropriations are not made, this Agreement shall automatically terminate without penalty to City.

Revised 2.9.22 Page 3 of 24

4. PERFORMANCE SCHEDULE

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

4.2 Schedule of Performance. All Services rendered under this Agreement shall be performed under the agreed upon schedule of perform ance set forth in Exhibit “A .” Any time period extension must be approved in writing by the Contract Officer.

4.3 Force Majeure. The time for performance of S ervices to be rendered under this Agreement may be extended because of any delays due to a Force Majeure Event, if Contractor notifies the Contract Officer within te n (10) days of the commencement of the Force Majeure Event. A Force Majeure Event shall mean an event that materially affects the Contractor’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the proje ct 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 th e Work); and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and or ders, rules to protect the public health, welfare and safety, and other actions of the City in its capacity as a municipal authority. After Contractor notification, the Contract Officer shall investigate the facts and the extent of any necessary delay and extend the time for performing the S ervices for the period of the enfo rced delay when and if , in the Contract Officer’s judgment, such delay is justified. The Contract Officer’s determination shall be final and conclusive upon the P arties to this Agreement. The Contractor will not receive an adjustment to the contract pr ice or any other compensation. Notwithstanding the foregoing, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement.

4.4 Term. U nless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement s hall continue in full force and effect for a period of six years , commencing on October 1, 2022, and ending on September 30, 2028, unless extended by mutual written agreement of the Parties.

4.5 Termination Prior to Expiration of Term . City may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Contractor . W here termination is due to the fault of Contractor and constitutes an immediate danger to health, safety, and general welfare, the period of notice shall be such shorter time as may be determined by the City. Upon receipt of the notice of terminati on, Contractor shall immediately cease all Services except such as may be specifically approved by the Contract Officer. Contractor sha ll be entitled to compensation for all S ervices rendered prior to receipt of the notice of termination and for any Services authorized by the Contract Officer after such notice. City shall not be liable for any costs other than the charges or portions the reof which are specified herein. Contractor shall not be entitled to payment for unperformed S ervices and shall not be entitled to damages or compensation for ter mination of Work. If the termination is for cause, the City shall have the right to take whatever steps it deems necessary to correct Contractor's deficiencies and charge the cost thereof to Contractor , who shall be liable for the full cost of the City's corrective action.

Contractor may not terminate this Agreement except for cause, upon thirty (3 0) days written notice to City.

Revised 2.9.22 Page 4 of 24

5. COORDINATION OF WORK

5.1 Representative of Contractor. The following principal of Contractor is designated as being the principal and representative of Contractor authorized to act and make all decisions in its behalf with respect to the specified Services: Gary Kimmerle (name), Director- Western Region ( title). It is expressly understood that the experience, knowledge, education, capability, and reputation of the foregoing principal is a substantial inducement for Cit y to enter into this Agreement. Therefore, the foregoing principal shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the S ervices under this Agreement. T he foregoing principal may not be changed by Contractor without prior written approval of the Contract Officer.

5.2 Contract Officer. The Contract Officer shall be the City M anager or his/her designee ("Contract Officer"). Contractor shall be responsible for keeping the Contract Officer fully informed of the progress of the performance of the S ervices. Contractor shall refer any decisions that must be made by City to the Co ntract Officer. Unless otherwise specified, any approval of City shall mean the approval of the Contract Officer.

5.3 Prohibition Against Subcontracting or Assignment . The experience, knowledge, education, capability, and reputation of Contractor , its pr incipals and employees, were a substantial inducement for City to enter into this A greement. Contractor shall not contract with any other individual or entity to perform any S ervices required under this Agreement without the City's express written approval. In addition, neither this Agreement nor any interest may be assigned or transfe rred, voluntarily or by operation of law, without the prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisio ns stipulated in this Agreement including without limitation the insurance and indemnification requirements. If Contractor is permitted to subcontract any part of this Agreement by City, Contractor shall be responsible to City for the acts and omissions of i ts subcontractor(s) in the same manner as it is for persons directly employed. Nothin g contained in this Agreement shall create any contractual relationships between any subcontractor and City.

5.4 Independent Contractor. Neither City nor any of its e mployees shall have any control over the manner, mode , or means by which Contractor , its agents or employees, perform the Services required, except as otherwise specified . Contractor shall perform all required Services as an independent contractor of City and shall not be an employee of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role; however, City shall have the right to review Contractor ’s work product, result, and advice. Contractor shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. Contractor shall pay all wages, salaries, and other amounts due personnel in connection with their performance under this Agreement and as required by law. Contractor shall be responsible for all r eports and obligations respecting such personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, and workers’ compens ation insurance. Contractor shall not have any authority to bind City in any manner.

5.5 Personnel. Contractor agrees to assign the following individuals to perform the services in this Agreement. Contractor shall not alter the assignment of the foll owing personnel

Revised 2.9.22 Page 5 of 24

without the prior written approval of the Contract Officer. Acting thr ough the City Manager, the City shall have the unrestricted right to order the removal of any personnel assigned by Contractor by providing written notice to Contractor.

N ame: Title:

Gary Kimmerle Director-Western Region

5.6 California Labor Code Req uirements.

A. Contractor is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates a nd the performance of other requirements on certain “public works” and “maintenance ” projects (“Prevailing Wage Laws”). If the S ervices are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harml ess from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upo n t he 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 p ayroll 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).

B. 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 fo r maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Contractor and all subcontractors performing such Services must be registered with the Departm ent of Industrial Relations. Contractor shall maintain registration for the duration of the Project and require the same of any subcontractors , as applicable. This Agreement 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.

6. INSURANCE
Contractor shall procure and maintain, at its sole cost and expense, policies of insurance as set forth in the attached Exhibit "B", incorporated herein by reference.

7. INDEMNIFICATION.

7.1 Indemnification. To the fullest extent permitted by law, Contractor shall defend (at Contractor’s sole cost and expense), indemnify, protect, and hold har mless City, its elected officials, officers , employees, agents, and volunteers (collectively the “Indemnified Parties”), from and against any and all liabilities, actions, suits, claims, demands, losses, costs,

Revised 2.9.22 Page 6 of 24

judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively “Claims”), including but not limited to Claims arising from injur ies t o or d eath of persons (Contractor ’s employees included) , for damage to property, including property owned by City, for any violation of any federal, state, or local law or ordinance or in any manner arising out of, pertaining to, or incident to any acts, errors or omissions , or willful misconduct committed by Contractor, its officers, em ployees, representatives, and agents, that arise out of or relate to Contractor’s performance of Services or this Agreement. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the Indemnified Parties . Un der no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit Contractor ’s indemnification obligation or other liability under this Agreement. Contractor’s indemnification obligation shall survive the e xpiration or earlier termination of this Agreement until all actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final.

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

8. RECORDS AND REPORTS

8.1 Reports. Contractor shall periodically prepare and submit to the Contract Officer reports concerning the performance of the S ervices requ ired by this Agreement, or as the Contract Officer shall require.

8.2 Records. Contractor shall keep complete, accurate, and detailed accounts of all time, costs, expenses, and expenditures pertaining in any way to this Agreement. Contractor shall keep s uch books and records as shall be necessary to properly perform the S ervices required by this Agreement and enable the Contract Officer to evaluate the performance of such Services. The Contract Officer shall have full and free access to such books and re cords at all reasonable times, including the right to inspect, copy, audit , and make records and transcripts from such records.

8.3 Ownership of Documents . All drawings, s pecifications, reports, records, documents, and other materials prepared by Contracto r in the performance of this Agreement shall be the property of City. Contractor shall deliver all above-referenced documents to City upon request of the Contract Officer or upon the termination of this Agreement. Contractor shall have no claim for fur ther employment or additional compensation as a result of the exercise by City of its full rights or ownership of the documents and materials. Contractor may retain copies of such documents for Contractor's own use. Contractor shall have an unrestricted ri ght to use the concepts embodied in such documents.

Revised 2.9.22 Page 7 of 24

8.4 Release of Documents . All drawings, specifications, reports, records, documents, and other materials prepared by Contractor in the performance of Services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer.

8.5 Audit and Inspection of Records . After receipt of reasonable notice and during the regular busines s hours of City, Contractor shall provide City, or other agents of City, such access to Contractor’s books, records, payroll documents, and facilities as City deems necessary to examine, copy, audit, and inspect all accounting books, records, work data, document s, and activities directly related to Contractor’s performance under this Agr eement. Contractor shall maintain such books, records, data, and documents in accordance with generally accepted accounting principles and shall clearly identify and make s uch items readily accessible to such parties during the term of this Agreement and for a period of three (3) years from the date of final payment by City hereunder.

9. ENFORCEMENT OF AGREEMENT

9.1 California Law. This Agreement shall be construed and inte rpreted both as to validity and to performance of the parties in accordance with the laws of the State of California.

Legal actions concerning any dispute, claim , or matter arising out of or in relation to this Agreement shall be instituted in the Superio r C ourt of the County of Riverside , State of California, or any other appropriate court in such county, and Contractor covenants and agrees to submit to the personal jurisdiction of such court in the event of such action.

9.2 Interpretation. This Agreemen t shall be construed as a whole according to its fair language and common meaning t o achieve the objectives and purposes of the Parties. The terms of this Agreement are contractual and the result of negotiation between the Parties.

Accordingly, any rule of construction of contracts (including, without limitation, California Civil Code Section 1654) that ambiguities are to be construed against the drafting party, shall not be employed in the interpretation of this Agreement. The caption headings of the var ious sections and paragraphs of this Agreement are for convenience and identificati on purposes only and shall not be deemed to limit, expand, or define the contents of the respective sections or paragraphs.

9.3 Waiver . No delay or omission in the exercis e of any right or remedy of a non- defaulting Party on any default shall impair such right or remedy or be construed as a waiver.

No consent or approval of City shall be deemed to waive or render unnecessary City’s consent to or approval of any subsequent act of Contractor. Any waiver by either Party of any default must be in writing. No such waiver shall be a waiver of any other default concerning the same or any other provision of this Agreement.

9.4 Rights and Remedies are Cumulative . Except with resp ect to rights and remedies expressly declared to be exclusive in this Agreement, th e rights and remedies of the parties are cumulative . The exercise by either P arty of one or more of such rights or remedies shall not preclude the exercise by it, at the sam e o r d ifferent times, of any other rights or remedies for the same default or any other default by the other Party.

Revised 2.9.22 Page 8 of 24

9.5 Legal Action. In addition to any other rights or remedies, either P arty may take legal action, in law or in equity, to cure, correct , or remedy any default, to recover damages for any default, to compel specific perfor mance of this Agreement, to obtain injunctive relief, a declaratory judgment, or any other remedy consistent with the purposes of this Agreement.

9.6 Attorney Fees. In the event any dispute between the Parties with respect to this Agreement results in litig ation or any non- judicial proceeding, the prevailing Party shall be entitled, in addition to such other relief as may be granted, to recover from the non-prevailing Party all reasonable costs and expenses. These include but are not limited to reasonable attorney fees, expert contractor fees, court costs and all fees, costs, and expenses incurred in any appeal or in collection of any judgment entered in such proceeding.

10. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

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

10.2 Conflict of Interest. Contractor acknowledges that no officer or employee of the City has or shall have any dir ect or indirect financial interest in this Agreement, nor shall Contractor enter in to any agreement of any kind with any such officer or employee during the term of this Agreement and for one (1) year thereafter. Contractor warrants that Contractor has not paid or given, and will not pay or give, any third party any money or other cons ideration in exchange for obtaining this Agreement.

10.3 Covenant Against Discrimination . In connection with its performance under this Agreement, Contractor shall not dis criminate against any employee or applicant for employment because of actual or per ceived race, religion, color, sex, age, marital status, ancestry, national origin ( i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethn icity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Contractor shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City’s lawful ca pacity to enter this Agreement, and in executing this Agreement, Contractor certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Contractor activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that C ontractor is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non- discrimination in city contracting.

11. MISCELLANEOUS PROVISIONS

11.1 Notice. Any notice, demand, request, consent, approval, or communication that either Party desires, or is required to give to the other Party or any other person shall be in

Revised 2.9.22 Page 9 of 24

writing and either served personally or sent by pre -paid, first-class mail to the address s et forth below. Notice shall be deemed communicated seventy- two (72) hours from the time of mailing if mailed as provided in this Section. Either Party may change its address by notifying the other Party of the change of address in writing.

To City: City of Palm Springs
Attention: City Manager/ City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, California 92262

To Contractor: Dailey and Wells Communications, Inc.

Attention: Gary Kimmerle
3440 E. Houston Street
San Antonio, TX 78219

11.2 I ntegrated Agreement. This Agreement constitutes the entire understanding between the Parties and supersedes and cancels all prior negotiations, arrangements, agreements, representations, and understandings, if any, made by or among the Parties with respect to th e subject matter in this Agreement.

11.3 Amendment. No amendments or other modifications of this Agreement shall be binding unless through written agreement signed by all Parties.

11.4 Severability. Whenever possible, each provision of this Ag reement s hall b e interpreted in such a manner as to be effective and valid under applicable law. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenfor ceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement, which shall be interpreted to carry out the intent of the Parties.

11.5 Successors in Interest . This Agreement shall be binding upon and inure to the benefit of the Parties’ successors and assignees.

11.6 Third Party Beneficiary . Except as may be expressly provided for in this Agreement, nothing contained in this Agreement is intended to confer, nor shall this Agreement be construed as conferring, any rights, including, without limitation, any rights as a third-party beneficiary or otherwise, upon any entity or person not a party to this Agreement.

11.7 Recitals. The above -referenced Recitals are hereby incorporated into the Agreement as though fully set forth in this Agreement and each Party acknowledges and agrees that such Party is bound, for purposes of this Agreement, by the same.

11.8 Authority. T he persons executing this Agreement on behalf of the P arties warrant that they are duly authorized to execute this Agreement on behalf of Parties and that by so executing this Agreement the Parties are formally bound to the provisions of this Agreement.

Revised 2.9.22 Page 10 of 24

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

[SIGNATURES ON NEXT PAGE]

Revised 2.9.22 Page 11 of 24

SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND DAILEY AND WELLS COMMUNICATIONS, INC.

IN WITNESS WHEREOF, t he Parties have executed this Agreement as of the dates stated below.

CONTRACTOR:

By: _______________________________________ By: _________________________________________ Signature Signature
(2nd signature required for Corporations)

Date: Date:

CITY OF PALM SPRINGS:

APPROVED BY CITY COUNCIL:

Date: _______ Item No.

APPROVED AS TO FORM: ATTEST:

By: ___________________________ By: _______________________________ City Attorney City Clerk

APPROVED:

By: _______________________________ Date:

City Manager – over $50,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000

Revised 2.9.22 Page 12 of 24

EXHIBIT “A”

CONTRACTOR’S

SCOPE OF SERVICES/WORK

Including,

Schedule of Fees

And

Schedule of Performance

Revised 2.9.22 Page 13 of 24

1.1 Background:

The City of Palm Springs will be transitioning from the Eastern Riverside Interoperable Communications Authority (ERICA) radio system to the Public Safety Enterprise Communications (PSEC) radio system. This transition will take place in 2023 and will necessitate the purchase of new mobile radios, portable radios, and radio accessories for the Police Department, Airport, and other City Service Departments. All radios will be required to meet the Project 25 (P25) suite of standards for interoperable digital two -way radio products as indicated below. Information on Project 25 Standards can be found here:

Project 25 Technology Interest Group
.

1.2 Scope:

A. General Scope: All mobile radios and portable radios will be required to meet P25 standards; meaning they will be required to have the following features: P25 Phase 2 TDMA (Time Division Multiple Access); Multi Key 256- AES encryption; Hardware Programming Key; and minimally operate on 700mhz/800mhz (with the exception of the Police Group which will also require VHF and UHF operation). Additionally, all radios purchased by the City must be on PSEC approved radio list, which includes Motorola APX Series por tables and mobiles; Harris XL Series; and Kenwood Series VP6400/VP5400; NX5400 and VP900.

B. Scope specific to Police: All mobile and portable radios must be tri -band (700/800 MHz, VHF, and UHF) and meet P25 standards. Portable radios will be carried in radio pouches or on the outer vests of patrol officers and therefore must be limited in physical dimensions and in weight. Portable radios, including batteries, shall not exceed the following physical dimensions: 6” high; 3” wide; 1.7” deep; and shall weigh no mo re than 18 ounces. Each portable radio shall include a charger, battery, and a speaker microphone accessory.

1.3 Warranty:

The Contractor warrants and guarantees that all equipment, materials, or supplies used or furnished, and all workmanship are of the type and quality specified herein. The Contractor further guarantees that any latent fault in construction or defective material discovered within five years after acceptance of the work shall be remedied by contractor without cost to the City, upon written notice given to Contractor. Other subsequent latent defects shall be covered by responsibilities set forth in the law.

1.4 Annual Maintenance:

All portable and mobile radios shall include at minimum, a 5- year maintenance package that includes software updates , firmware upgrades, and phone support. Contract radio maintenance shall include all pa rts, labor and travel required to repair and maintain the mobile and portable radios, bases, and other related equipment, that have become defective through normal wear and use.

1.5 Onsite Installation:

Contractor to provide installation services. Installation of all mobile radios into vehicles, including radio control heads and remote radio control heads s hall take place onsite at a location provided by the City. Installa tion shall also include mobile radios in certain

Revised 2.9.22 Page 14 of 24

specified office locations, and will include all necessary wiring, connectors, and antennas for indoor installation.

1.6 Schedule:

The Contractor shall deliver all radios, acces sories, and other necessary equipme nt within four months of award. The C ontractor shall complete all required installations within six months of award.

1.7 Delivery:

All radios and accessories shall be delivered to the PSEC F acility within the Riverside County Sheriff Communications Center, lo cated at 7195 Alessandro Blvd, Riverside, California 92506. The City shall be notified when the radio order has shipped and when the order has been delivered to the PSEC Facility.

1.8 Compensation:

Work will be compensated on a unit price basis as outlined in the agreement pricing form.

Items will be purchased on an as needed basis and no guarantee is made by the City that the full order will be fulfilled. The pricing listed in the agreement includes all labor, expenses, and incidentals to fulfill the agreement requirements.

1.9 Allowance:

Since quantities shown are estimates only, an allowanc e has been established to cover any adjustments in the number or type of items ordered based on actual needs. This allowance is for use by the City and is not guaranteed to be used. The Contractor has no rights to the allowance unless additional items ar e authorized by the City. Any additional items to be purchased will be at the unit prices provided.

Revised 2.9.22 Page 15 of 24

EXECUT IVE SUMMARY
LlH.wi s md D ailey-Wells are plused to offer the City o f Palm Springs this Submi ttal fot Po.ruble m d Mobile R.idios and i~cet>sso.cies, in suppon of the City's growing critkJ.i communku ion s needs . We have dtorougbl y reviewed the des.ign .and communica tions equipmen t requirements of the City's IFB, Jl!owillg our offer to pro\'lde the most advan~ Project 25, multi-b .aud, multi-mode r.1.ctios avail.able .anywhe.re, at lllY price. Ow offet includes subsu.ntiJJ disoounts from Lht Price, awud -winning local suppon with 1.-,mra:d.Md respons e times. @} L3HARRIS
+ii!ii?l#if
Wo.dd-Leaders UJ Tacrk:U & Pubb·c Safety R.3di o Comn.1unications Our propos ed offering includes:
✓ Projec t 25 R.adiot with full-bandwidth, lu.teguted G PS, LTE, Wifi, Bhletooth and Situational Awareness (SA) cstpabilities. ✓ The XL-200P is the cm allett, all-band + LT E radio in the world . ✓ The XL-200P provides unnu tched Dual-Speaker de&igu for unp~ed cl.u-.ity md volume in high-noise uus. ✓ The XL-200P's 4-wau (peak ] tpeaker amplifi er is louder tlu.n lllY other comp.ar.1ble rJ.d.io on the marke t. ✓ The XL-200P 's jirsNt>-mM(.il Vi!:u.al Chann el I den ti.tic-arion provides apid ~stul chann el oonfimuti on. ✓ The XL-200P 's jim-11>-11::;riw Im:tant-Re-call Voice Playback .allows replay o f up to the bst 5 cJlls. ✓ The Xl..-200'-s fonn -factor was custom-d esigned for public safety o ffiCt>rs. ✓ The XL-200P 's Cm:tom ooftware Capab ility J.llows cm.tom function.al con6gur uion s uniqu e to the u sers.

DWC is be st positio ned to furu.ish, dep'.!oy, m d suppon the proposed adios for the City. \Ve have sig:u.ific.au.t resourc es throu.ghout the westem region, including system euginee n , technicians , project/ site personnel, ?ogistic/ adntinista tiw suff, and seJ,$Oned, pro fession.al nun.agemeu.t teams. Moreovet , our e,;perience srupa.sses my otter firm in implem enting sophis tic1ted .and comp'.!ex udio systems .uid subscribe r deployments for major City .and County use.rs in the region. Wt ikm iramtti- andfm!tal!J i,::fgr,;11d ilmO.fff 11:r.ixxklqgiu- :})( m:iral 111«m fad.orr f~r aJ/-s.,r;/f radif/ syr.tm t,sg,.:pm11.

We .are oonfident that this effon lus resulted in the prepantio n o f .a thorough cost proposJ.I. md, J.fter your tu m c.ompletes its re\"tew, you will oonclude that LlH.auis .and Dliley- We.Ds .are ttniquely CfA.alliied to serve you.

D~ey-Wells .aclmow'.!ectg,es receipt o f Addendum; 1 .and 2 o f the IFB. The d et.ails o f our o ffering are contained in out Submitul with our focus on attaining the gte.atest value for the City.
i1. building o f our plitlle rmip for the furore oomes without questio n. We .are rudy to begin m d we in~t e you to sh.a.re in the ceru.inty of th.at commitment.

Sincer efy',
£ ,,d~
~ ;~;:~. Direct or-Westem Region
D~ey- Wells Comm unk1tion s, Inc.

Revised 2.9.22 Page 16 of 24

ATTACHM ENT F - REVISED PER ADD ENDUM NO. 2

BID FORM
INVITATION FOR BIDS IFB 23-01

RADIOS AND INSTALLATION
Responding to this I FB for PSEC compatible radios and installation. the undersigned bidder proposes and agrees to p rovide the services and work in accordance With the specifications.

Bidder proposes and agrees to furnish all labor, equipment, materials, supervision, and service necessary to complete said Work in accordance with the Specifications of the City of Palm Springs and will accept as full payment therefore, the following unit cost amounts. The City of Palm Springs Will not accept any additional charges, fees. etc. that are not already included or incorporated in the below unit costs.

BID GROUP 1 - POLICE

ESTIMATED UNIT PRICE SUBTOTAL

ITEM DESCRIPTION UNIT QUANTITY
1 Port able Radios per spe-c EA 186 4,931.55 917,268.58 2 Speaker mies equipped w it h earphone EA 176
accessory port 134.58 23,685.75
3 Mobile/Rerro te Control Head EA 97 6,159.06 597,428.46 4 Mobile/In -Vehicle w/ Handh eld control EA 34
head 6,411.90 218,004.60
5 Mobile/Comrol Head for police EA 6
motorcycle 6,277.59 37,665.56
6 Six-bay Battery Cha rgers EA 10 535 .32 5 ,353 .22
7 Stubby Antennas EA 186 23.93 4,450.05
8 Spare Batteries - Extended life EA 160 104.67 16,747.50 9 Radio belt clips (if not already EA so
includ ed) 17.94 897.19
10 Onsit e installation of mobile EA 87 750.00 65,250.00 radio/remote control head including removal of old radio
11 Onsit e installation of radio control EA
head ind udi'lg removal of old radio
34 700.00 23,800.00
12 Onsit e inst allation of mobile radio EA 7
remo te contro l head in offices
includ ing removal of old radio
450.00 3,150.00
13 Onsit e installation of mobile EA 6
radio/control head for police 750.00 4,500.00
motorcycle including removal of old
radio
14 5 Year Warranty l ump 1 6~,600.00 64,600.00
Sum
15 Annu al Maint enance / Support (Per EA 5
year) Included n Item 14
16 Police Departm ent Allow ance l ump 1 $50,000 $50,000 Sum
17 Mobile/OffK:e Radio as dash mount EA 6
with programmab le contro l head 6,548.38 39,290.29
18 Antenna line run - if requ ired Lump 1
Sum 816.23 8 16 .23
Notes: (1} All prices include sales ta.x and shipping/ delivery. (2) Item 18 includes up to 150' cable run, jumper, ground kits. polyphaser & com ect ors. (3) For an Intrinsically Safe (UL-Rated) XL-200P radio, a dd S77.9 4 to It em 1 Unit Price Ito subst itute UL Banery (XL-PA2A).

Revised 2.9.22 Page 17 of 24

BID GROUP 1 - POLICE - TOTAL S 2,072,907.43
BID GROUP 2 - AIRPORT

ESTIMATED UNIT PRICE SUBTOTAL

ITEM DESCRIPTION UNIT QUANTITY
1 Kenwood Model VPS430·F3 Portable EA so
Radios per spe-c 3 032.52 151 625.78
2 Mobile / Remote Control Head (vehicle EA 5
mount) 5,204.79 11,302.4 1
3 Six-bay Battery Chargers EA 6 493.45 2,960 .72
4 Spare Batteries EA so 62.80 3,140.16
5 Radio belt clips EA so 11.96 598.13
6 Spare antennas - Stubby EA so .~.,, 1 , J..7U ,.,t.J
7 Onsite installation of radio/remote EA 5
control head including removal of old 750.00 3,750.00
radio
8 Onsite installation of mobile radio EA 2 450.00 900 .00 remote control head in offices including removal of old radio
9 5 Year Warranty l ump 1 6,800.00 6,800.00
Sum
10 Annual Maintenance / Support EA 5 Included i ltem9
11 Airport Allowance Lump
1 $20,000 $20,000
Sum
12 Mobile/ Office Radio as dash mount EA 2
with programmable control head 5,651 .20 11,302 .41
13 Antenna line run - if required Lump 1
Sum 816.23 816.23
BID GROUP 2 - AIRPORT- TOTAL S 214 392 .09
BID GROUP 3 - OTHER

ESTIMATED UNIT PRICE SUBTOTAL

ITEM DESCRIPTION UNIT QUANTITY
1 Portable Radios per spec EA 32 ? .. ,. .... ":" ,...., 011 e n 2 M obile / Office Radio as dash mount EA 2
with programmable control head 5,950.26 11,900 .51
3 Six bay Battery Chargers EA 5 493.45 2,467 .27
4 Spare batteries EA 20 62.80 1.256.06
5 Stubby antennas EA 32 26.10 835.20
6 Onsite installation of mobile radio EA 2
remote control head in offices 700.00 1,400 .00
including removal of old radio
7 5 Vear Warranty Lump 1
Sum 6,800.00 6,800.00
8 Annual M aintenance / Support EA 5 1nclude1 in Item 7 9 Other Depanment Allowance Lump 1 $ 10,000 $10,000
Notes: (l}AII prices include sales tax and shipping/delivery.

Revised 2.9.22 Page 18 of 24

Sum
10 Antenna line run - if required Lump 1
Sum 816.23 816.23
BID GROUP 3 - OTHER - TOTAL S 135,386.77
Notes: (l}AII prices include sales tax and shipping/ delivery.

Certified by:. __ G_a_ry'-K_im_,_n_e_rl_e __________________ _ Firm Name:. __ D_ai_le~y~an_d_W_e_l_ls_C_o_n_1_n_1u_n_ic_a_t_io_n_s~,_ln_c_. _________ _ Signature of Authorized Pe~on : _
Printed Name: Gary Kimmerle
Trtle: Director, Western Region
Date: s11s12022

Revised 2.9.22 Page 19 of 24

EXHIBIT “B”

INSURANCE PROVISIONS

Including

Verification of Coverage,

Sufficiency of Insurers,

Errors and Omissions Coverage,

Minimum Scope of Insurance,

Deductibles and Self-Insured Retentions, and

Severability of Interests (Separation of Insureds)

Revised 2.9.22 Page 20 of 24

INSURANCE

1. Procurement and Maintenance of Insurance. Contractor shall procure and maintain public liability and property damage insurance against all claims for injuries agains t persons or damages to property resulting from Contractor’s performance under this Agreement.

Contractor shall procure and maintai n all insurance at its sole cost and expense, in a form and content satisfactory to the City, and submit concurre ntly with its execution of this Agreement .

Contractor shall also carry workers’ compensation insurance in accordance with California workers’ compensation laws. Such insurance shall be kept in full force and effect during the term of this Agreement , incl uding any extensions. Such insurance shall not be ca ncelable without thirty (30) days advance written notice to City of any proposed cancellation. Certificates of insurance evidencing the foregoing and designating the City, its elected officials, officer s, employees, agents, and volunteers as additional named insureds by original endorsement shall be delivered to and approved by City prior to c ommencement of services. The procuring of such insurance and the delivery of policies, certificates, and endorse ments evidencing the same shall not be construed as a limitation of Contractor’s obligation to indemnify City, its elected officials, officers, agents, employees, and volunteers.

2. M inimum Scope of Insurance . The minimum amount of insurance requir ed under this Agreement shall be as follows:

1. Comprehensive general liability and personal injury with limits of at least one million dollars ($1,0 00,000.00) combined single limit coverage per occurrence and two million dollars ($2,000,000) general aggregate;

2. Automobile liability insurance with limits of at least one million dollars ($1,000,000.00) per occurrence;

3. Professional liability (er rors and omissions) insurance with limits of at least one million dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000) annual aggregate is:
_________ required
___X_____ is not required;

4. Workers’ Compensation insurance in the stat utory amount as required by the State of California and Employer’s Liability Insurance with limits of at least one mil lion dollars $1 million per occurrence. If Contractor has no employees, Contractor shall complete the City’s Request for Waiver of Workers’ Compensation Insurance Requirement form.

3. Primary Insurance. For any claims related to this Agreement, Contr actor’s insurance coverage shall be primar y with respect to the City and its respective elected officials, officers, employees, agents, and volunteers. Any insurance or self -insurance maintained by City and its respective elected officials, officers, empl oyees, agents, and volunteers shall be in excess of Contractor’s insurance and shall not contribute with it. For Workers’ Compensation and Employer’s Liability Insurance only, the insurer shall waive all rights of subrogation and

Revised 2.9.22 Page 21 of 24

contribution it may have again st City, its elected officials, offic ers, employees, agents, and volunteers.

4. Errors and Omissions Coverage . If Errors & Omissions Insu rance is required, and if Contractor provides claims made profes sional liability insurance, Contractor shall also agree in writing either (1) to purchase tail insurance in the amount required by this Agreement to cover claims made within three years of the c ompletion of Contractor ’s services under this Agreement, or (2) to maintain professional liability insurance coverag e with the same carrier in the amount required by this Agreement for at least three years after completion of Contractor’ s services under this Agreement. Contractor shall also be required to provide evidence to City of the purchase of the required tail insurance or continuation of the professional liability policy.

5. Sufficiency of Insurers. Insurance required in this Agreement shall be pr ovided by authorized insurers in good standing with the State of California. Coverage shall be provided by insurers admitted in the State of California with an A.M . Best’s Key Rating of B++, Class VII, or better, unless otherwise acceptable to the City.

6. Verification of Coverage. Contractor shall furnish City with both certificates of insurance and endorsements, inc luding additional insured endorsement s, affecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work commences. City reserves the right to require Contractor’s insurers to provide complete, cer tified copies of all required insurance policies at any time. Additional insured endorsements are not required f or Errors a nd Omissions and Workers’ Compensation policies.

Verification of Insurance coverage may be provided by: (1) an approved General and/ or Auto Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of Liability Ins urance Coverage with an approved Additional Insured Endorsement with the following endorsements stated on the certificate:

A. "The City of Palm Springs, its officials, employees, and agents are named as an additional insured…” ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement).

B. " This insurance is primary and non- contributory over any insurance or self - insurance the City may have..." ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement).

C. " Should any of the above- described policies be canceled before the expiration date thereof, the issuing company will mail 30 days written notice to the C ertificate Holder named." Language such as, “end eavor to” mail and "but failure to mail such notice shall impose no obligation or liabilit y of any kind upon the company, its agents or representative" is not acceptable and must be crossed out.

Revised 2.9.22 Page 22 of 24

D. Both the Workers’ Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected of ficials, officers, employees, agents, and volunteers.

In addition to the endorsements listed above, the City of Palm Springs shall be named the certificate holder on the policies.

All certificates of insurance and endorsements are to be received and appr oved by the City before work commences. All certificates of insurance must be authorized by a person with authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter.

Failure to obtain the required documents prior to th e commencement of work shall not waive the Contractor’s obligation to provide them.

7. Deductibles and Self -Insured Retentions. Any deductibles or self -insured retentions must be declared to and approved by the City prior to commencing any work or services under this Agreement. At the option of the City, either (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its elected officials, officers, employees, agents, and volunteers; or (2) Contrac tor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and def ense expenses.

Certificates of Insurance m ust include evidence of the amount of any deductible or self -insured retention under the policy. Contr actor guarantees payment of all deductibles and self -insured retentions.

8. Severability of Interests (Separat ion of Insu reds). This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the limits of the insurer’s liability.

Revised 2.9.22 Page 23 of 24

EXHIBIT "C"

DEPARTMENT OF HOMELAND SECURITY

FEDERAL REQUIRMENTS

2 CFR PART 200

GENERAL FEDERAL PROVISIONS
UPDATED 05.09.22

Provision
Reference Provision Description Page No.

A Breach of Contract 1
B Termination of Contract 2
C Equal Employment Opportunity 6
D Davis Bacon Requirements 12
E Contract Work Hours and Safety Standards 18
F Rights to Inventions 19
G Clean Air/Water Pollution Control 20
H Debarment and Suspension * 21
I Byrd Anti-Lobbying 22
J Procurement of Recovered Materials 23
K Prohibition on Certain Telecommunications and video Surveillance Services or Equipment
24 L Domestic Preferences for Procurements 27

Source: National Archives Code of Federal Regulations as of 5.5.22

A - Breach of Contract

Any violation or breach of terms of this contract on the part of the [Contractor | Consultant] or its subcontractors may result in the suspension or termination of this contract or such other action that may be necessary to enforce the rights of the parties of this agreement.

Owner will provide [Contractor | Consultant] written notice that describes the nature of the breach and corrective actions the [Contractor | Consultant] must undertake in order to avoid termination of the contract. Owner reserves the right to withhold payments to Contractor until such time the Contractor corrects the breach or the Owner elects to terminate the contract. The Owner’s notice will identify a specific date by which the [Contractor | Consultant] must correct the breach. Owner may proceed with termination of the contract if the [Contractor | Consultant] fails to correct the breach by the deadline indicated in the Owner’s notice.

The duties and obligations imposed by the Contract Documents and the rights and remedies available thereunder are in addition to, and not a limitation of, any duties, obligations, rights and remedies otherwise imposed or available by law.

Reference: 2 CFR § 200 Appendix II (A)

B - Termination of Contract

TERMINATION FOR CONVENIENCE (CONSTRUCTION & EQUIPMENT CONTRACTS) The Owner may terminate this contract in whole or in part at any time by providing written notice to the Contractor. Such action may be without cause and without prejudice to any other right or remedy of Owner. Upon receipt of a written notice of termination, except as explicitly directed by the Owner, the Contractor shall immediately proceed with the following obligations regardless of any delay in determining or adjusting amounts due under this clause:

1. Contractor must immediately discontinue work as specified in the written notice.

2. Terminate all subcontracts to the extent they relate to the work terminated under the notice.

3. Discontinue orders for materials and services except as directed by the written notice.

4. Deliver to the Owner all fabricated and partially fabricated parts, completed and partially completed work, supplies, equipment and materials acquired prior to termination of the work, and as directed in the written notice.

5. Complete performance of the work not terminated by the notice.

6. Take action as directed by the Owner to protect and preserve property and work related to this contract that Owner will take possession.

Owner agrees to pay Contractor for:
1) completed and acceptable work executed in accordance with the contract documents prior to the effective date of termination;
2) documented expenses sustained prior to the effective date of termination in performing work and furnishing labor, materials, or equipment as required by the contract docu ments in connection with uncompleted work;
3) reasonable and substantiated claims, costs, and damages incurred in settlement of terminated contracts with Subcontractors and Suppliers; and 4) reasonable and substantiated expenses to the Contractor directly attributable to Owner’s termination action.

Owner will not pay Contractor for loss of anticipated profits or revenue or other economic loss arising out of or resulting from the Owner’s termination action.

The rights and remedies this clause provides are in addition to any other rights and remedies provided by law or under this contract.

TERMINATION FOR CONVENIENCE (PROFESSIONAL SERVICES)
The Owner may, by written notice to the Consultant, terminate this Agreement for its convenience and without cause or default on the part of Consultant. Upon receipt of the notice of termination, except as explicitly directed by the Owner, the Contractor must immediately discontinue all services affected.

Upon termination of the Agreement, the Consultant must deliver to the Owner all data, surveys, models, drawings, specifications, reports, maps, photographs, estimates, summaries, and other

documents and materials prepared by the Engineer under this contract, whether complete or partially complete.

Owner agrees to make just and equitable compensation to the Consultant for satisfactory work completed up through the date the Consultant receives the termination notice. Compensation will not include anticipated profit on non-performed services.

Owner further agrees to hold Consultant harmless for errors or omissions in documents that are incomplete as a result of the termination action under this clause.

Termination for Default

TERMINATION FOR DEFAULT (CONSTRUCTION)
Section 80-09 of FAA Advisory Circular 150/5370-10 establishes conditions, rights, and remedies associated with Owner termination of this contract due to default of the Contractor.

TERMINATION FOR DEFAULT (EQUIPMENT)
The Owner may, by written notice of default to the Contractor, terminate all or part of this Contract if the Contractor:

1. Fails to commence the Work under the Contract within the time specified in the Notice- to- Proceed;

2. Fails to make adequate progress as to endanger performance of this Contract in accordance with its terms;

3. Fails to make delivery of the equipment within the time specified in the Contract, including any Owner approved extensions;

4. Fails to comply with material provisions of the Contract;

5. Submits certifications made under the Contract and as part of their proposal that include false or fraudulent statements; or

6. Becomes insolvent or declares bankruptcy.

If one or more of the stated events occur, the Owner will give notice in writing to the Contractor and Surety of its intent to terminate the contract for cause. At the Owner’s discretion, the notice may allow the Contractor and Surety an opportunity to cure the breach or default.

If within [10] days of the receipt of notice, the Contractor or Surety fails to remedy the breach or default to the satisfaction of the Owner, the Owner has authority to acquire equipment by other procurement action. The Contractor will be liable to the Owner for any excess costs the Owner incurs for acquiring such similar equipment.

Payment for completed equipment delivered to and accepted by the Owner shall be at the Contract price. The Owner may withhold from amounts otherwise due the Contractor for such completed equipment, such sum as the Owner determines to be necessary to protect the Owner against loss because of Contractor default.

Owner will not terminate the Contractor’s right to proceed with the Work under this clause if the delay in completing the work arises from unforeseeable causes beyond the control and without the fault or negligence of the Contractor. Examples of such acceptable causes include: acts of

God, acts of the Owner, acts of another Contractor in the perfor mance of a contract with the Owner, and severe weather events that substantially exceed normal conditions for the location.

If, after termination of the Contractor’s right to proceed, the Owner determines that the Contractor was not in default, or that the delay was excusable, the rights and obligations of the parties will be the same as if the Owner issued the termination for the convenience the Owner.

The rights and remedies of the Owner in this clause are in addition to any other rights and remedies provided by law or under this contract.

TERMINATION FOR DEFAULT (PROFESSIONAL SERVICES)
Either party may terminate this Agreement for cause if the other party fails to fulfill its obligations that are essential to the completion of the work per the terms and conditions of the Agreement.

The party initiating the termination action must allow the breaching party an opportunity to dispute or cure the breach.

The terminating party must provide the breaching party [7] days advance written notice of its intent to terminate the Agreement. The notice must specify the nature and extent of the breach, the conditions necessary to cure the breach, and the effective date of the termination action. The rights and remedies in this clause are in addition to any other rights and remedies provided by law or under this agreement.
a) Termination by Owner: The Owner may terminate this Agreement in whole or in part, for the failure of the Consultant to:

1. Perform the services within the time specified in this contract or by Owner approved extension;

2. Make adequate progress so as to endanger satisfactory performance of the Project; or

3. Fulfill the obligations of the Agreement that are essential to the completion of the Project.

Upon receipt of the notice of termination, the Consultant must immediately discontinue all services affected unless the notice directs otherwise. Upon termination of the Agreement, the Consultant must deliver to the Owner all data, surveys, models, drawings, specifications, reports, maps, photographs, estimates, summaries, and other documents and materials prepared by the Engineer under this contract, whether complete or partially complete.

Owner agrees to make just and equitable compensation to the Consultant for satisfactory work completed up through the date the Consultant receives the termination notice. Compensation will not include anticipated profit on non-performed services.

Owner further agrees to hold Consultant harmless for errors or omissions in documents that are incomplete as a result of the termination action under this clause.

If, after finalization of the termination action, the Owner determines the Consultant was not in default of the Agreement, the rights and obligations of the parties shall be the same as if the Owner issued the termination for the convenience of the Owner. b) Termination by Consultant: The Consultant may terminate this Agreement in whole or in part, if the Owner:

1. Defaults on its obligations under this Agreement;

2. Fails to make payment to the Consultant in accordance with the terms of this Agreement;

3. Suspends the Project for more than [180] days due to reasons beyond the control of the Consultant.

Upon receipt of a notice of termination from the Consultant, Owner agrees to cooperate with Consultant for the purpose of terminating the agreement or portion thereof, by mutual consent. If Owner and Consultant cannot reach mutual agreement on the termination settlement, the Consultant may, without prejudice to any rights and remedies it may have, proceed with terminating all or parts of this Agreement based upon the Owner’s breach of the contract.

In the event of termination due to Owner breach, the Engineer is entitled to invoice Owner and to receive full payment for all services performed or furnished in accordance with this Agreement and all justified reimbursable expenses incurred by the Consultant through the effective date of termination action. Owner agrees to hold Consultant harmless for errors or omissions in documents that are incomplete as a result of the termination action under this clause.

Reference: 2 CFR § 200 Appendix II (B)

C - Equal Employment Opportunity
EEO Contract Clause
During the performance of this contract, the Contractor agrees as follows:
(1) The Contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, sexual orientation, gender identify, or national origin. Such action shall include, but not be limited to, the f ollowing:
employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff, or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause.
(2) The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive considerations for employment without regard to race, color, religion, sex, or national origin. (3) The Contractor will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers’ representatives of the Contractor’s commitments under this section and shall post copies of the notice in conspicuous places available to employees and applicants for employment.
(4) The Contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (5) The Contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.
(6) In the event of the Contractor’s noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law.
(7) The Contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Contractor will take such action with respect to any

subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency the Contractor may request the United States to enter into such litigation to protect the interests of the United States.

EEO Specification

STANDARD FEDERAL EQUAL EMPLOYMENT OPPORTUNITY

CONSTRUCTION CONTRACT SPECIFICATIONS

1. As used in these specifications:
a. “Covered area” means the geographical area described in the solicitation from which this contract resulted;
b. “Director” means Director, Office of Federal Contract Compliance Programs (OFCCP), U.S. Department of Labor, or any person to whom the Director delegates authority; c. “Employer identification number” means the Federal social security number used on the Employer’s Quarterly Federal Tax Return, U.S. Treasury Department Form 941; d. “Minority” includes:
(1) Black (all persons having origins in any of the Black African racial groups not of Hispanic origin);
(2) Hispanic (all persons of Mexican, Puerto Rican, Cuban, Central or South American, or other Spanish culture or origin regardless of race); (3) Asian and Pacific Islander (all persons having origins in any of the original peoples of the Far East, Southeast Asia, the Indian Subcontinent, or the Pacific Islands); and (4) American Indian or Alaskan native (all persons having origins in any of the original peoples of North America and maintaining identifiable tribal affiliations through membership and participation or community identification).

2. Whenever the Contractor, or any subcontractor at any tier, subcontracts a portion of the work involving any construction trade, it shall physically include in each subcontract in excess of $10,000 the provisions of these specifications and the Notice which contains the applicable goals for minority and female participation and which is set forth in the solicitations from which this contract resulted.

3. If the Contractor is participating (pursuant to 41 CFR part 60 -4.5) in a Hometown Plan approved by the U.S. Department of Labor in the covered area either individually or through an association, its affirmative action obligations on all work in the Plan area (including goals and timetables) shall be in accordance with that Plan for those trades which have unions participating in the Plan. Contractors shall be able to demonstrate their participation in and compliance with the provisions of any such Hometown Plan. Each contractor or subcontractor participating in an approved plan is individually required to comply with its obligations under the EEO clause and to make a good faith effort to achieve each goal under the Plan in each trade in which it has employees. The overall good faith performance by other contractors or subcontractors toward a goal in an approved Plan does not excuse any

covered contractor’s or subcontractor’s failure to take good faith efforts to achieve the Plan goals and timetables.

4. The Contractor shall implement the specific affirmative action standards provided in paragraphs 7a through 7p of these specifications. The goals set forth in the solicitation from which this contract resulted are expressed as percentages of the total hours of employment and training of minority and female utilization the Contractor should reasonably be able to achieve in each construction trade in which it has employees in the covered area. Covered construction contractors performing construction work in a geographical area where they do not have a Federal or federally assisted construction contract shall apply the minority and female goals established for the geographical area where the work is being performed. Goals are published periodically in the Federal Register in notice form, and such notices may be obtained from any Office of Federal Contract Compliance Programs office or from Federal procurement contracting officers. The Contractor is expected to make substantially uniform progress in meeting its goals in each craft during the period specified.

5. Neither the provisions of any collective bargaining agreement nor the failure by a union with whom the Contractor has a collective bargaining agreement to refer either minorities or women shall excuse the Contractor’s obligations under these specifications, Executive Order 11246, or the regulations promulgated pursuant thereto.

6. In order for the non -working training hours of apprentices and trainees to be counted in meeting the goals, such apprentices and trainees shall be employed by the Contractor during the training period and the Contractor shall have made a commitment to employ the apprentices and trainees at the completion of their training, subject to the availability of employment opportunities. Trainees shall be trained pursuant to training programs approved by the U.S. Department of Labor.

7. The Contractor shall take specific affirmative actions to ensure equal employment opportunity. The evaluation of the Contractor’s compliance with these specifications shall be based upon its effort to achieve maximum results from its actions. The Contractor shall document these efforts fully and shall implement affirmative action steps at least as extensive as the following:
a. Ensure and maintain a working environment free of harassment, intimidation, and coercion at all sites, and in all facilities at which the Contractor’s employees are assigned to work.

The Contractor, where possible, will assign two or more women to each construction project.

The Contractor shall specifically ensure that all foremen, superintendents, and other onsite supervisory personnel are aware of and carry out the Contractor’s obligation to maintain such a working environment, with specific attention to minority or female individuals working at such sites or in such facilities.
b. Establish and maintain a current list of minority and female recruitment sources, provide written notification to minority and female recruitment sources and to community organizations when the Contractor or its unions have employment opportunities available, and maintain a record of the organizations’ responses.
c. Maintain a current file of the names, addresses, and telephone numbers of each minority and female off -the-street applicant and minority or female referral from a union, a recruitment source, or community organization and of what action was taken with respect to each such individual. If such individual was sent to the union hiring hall for referral and was

not referred back to the Contractor by the union or, if referred, not employed by the Contractor, this shall be documented in the file with the reason therefore along with whatever additional actions the Contractor may have taken.
d. Provide immediate written notification to the Director when the union or unions with which the Contractor has a collective bargaining agreement has not referred to the Contractor a minority person or female sent by the Contractor, or when the Contractor has other information that the union referral process has impeded the Contractor’s efforts to meet its obligations.
e. Develop on-the-job training opportunities and/or participate in training programs for the area which expressly include minorities and women, including upgrading programs and apprenticeship and trainee programs relevant to the Contractor’s employment needs, especially those programs funded or approved by the Department of Labor. The Contractor shall provide notice of these programs to the sources compiled under 7b above. f. Disseminate the Contractor’s EEO policy by providing notice of the policy to unions and training programs and requesting their cooperation in assisting the Contractor in meeting its EEO obligations; by including it in any policy manual and collective bargaining agreement; by publicizing it in the company newspaper, annual report, etc.; by specific review of the policy with all management personnel and with all minority and female employees at least once a year; and by posting the company EEO policy on bulletin boards access ible to all employees at each location where construction work is performed. g. Review, at least annually, the company’s EEO policy and affirmative action obligations under these specifications with all employees having any responsibility for hiring, assignment, layoff, termination, or other employment decisions, including specific review of these items, with onsite supervisory personnel such superintendents, general foremen, etc., prior to the initiation of construction work at any job site. A written record shall be made and maintained identifying the time and place of these meetings, persons attending, subject matter discussed, and disposition of the subject matter.
h. Disseminate the Contractor’s EEO policy externally by including it in any advertising in the news media, specifically including minority and female news media, and providing written notification to and discussing the Contractor’s EEO policy with other contractors and subcontractors with whom the Contractor does or anticipates doing business. i. Direct its recruitment efforts, both oral and written, to minority, female, and community organizations, to schools with minority and female students; and to minority and female recruitment and training organizations serving the Contractor’s recruitment area and employment needs. Not later than one month prior to the date for the acceptance of applications for apprenticeship or other training by any recruitment source, the Contractor shall send written notification to organizations, such as the above, describing the openings, screening procedures, and tests to be used in the selection process. j. Encourage present minority and female employees to recruit other minority persons and women and, where reasonable, provide after school, summer, and vacation employment to minority and female youth both on the site and in other areas of a contractor’s workforce. k. Validate all tests and other selection requirements where there is an obligation to do so under 41 CFR part 60-3.

l. Conduct, at least annually, an inventory and evaluation at least of all minority and female personnel, for promotional opportunities and encourage these employees to seek or to prepare for, through appropriate training, etc., such opportunities. m. Ensure that seniority practices, job classifications, work assignments, and other personnel practices do not have a discriminatory effect by continually monitoring all personnel and employment related activities to ensure that the EEO policy and the Contractor’s obligations under these specifications are being carried out.
n. Ensure that all facilities and company activities are non-segregated except that separate or single user toilet and necessary changing facilities shall be provided to assure privacy between the sexes.
o. Document and maintain a record of all solicitations of offers for subcontracts from minority and female construction contractors and suppliers, including circulation of solicitations to minority and female contractor associations and other business associations. p. Conduct a review, at least annually, of all supervisor’s adherence to and performance under the Contractor’s EEO policies and affirmative action obligations.

8. Contractors are encouraged to participate in voluntary associations, which assist in fulfilling one or more of their affirmative action obligations (7a through 7p). The efforts of a contractor association, joint contractor union, contractor community, or other similar groups of which the Contractor is a member and participant may be asserted as fulfilling any one or more of its obligations under 7a through 7p of these specifications provided that the Contractor actively participates in the group, makes every effort to assure that the group has a positive impact on the employment of minorities and women in the industry, ensures that the concrete benefits of the program are reflected in the Contractor’s minority and female workforce participation, makes a good faith effort to meet its individual goals and timetables, and can provide access to documentation which demonstrates the effectiveness of actions taken on behalf of the Contractor. The obligation to comply, however, is the Contractor’s and failure of such a group to fulfill an obligation shall not be a defense for the Contractor’s noncompliance.

9. A single goal for minorities and a separate single goal for women have been established.

The Contractor, however, is required to provide equal employment opportunity and to take affirmative action for all minority groups, both male and female, and all women, both minority and non- minority. Consequently, if the particular group is employed in a substantially disparate manner (for example, even though the Contractor has achieved its goals for women generally), the Contractor may be in violation of the Executive Order if a specific minority group of women is underutilized.

10. The Contractor shall not use the goals and timetables or affirmative action standards to discriminate against any person because of race, color, religion, sex, or national origin.

11. The Contractor shall not enter into any subcontract with any person or firm debarred from Government contracts pursuant to Executive Order 11246.

12. The Contractor shall carry out such sanctions and penalties for violation of these specifications and of the Equal Opportunity Clause, including suspension, termination, and cancellation of existing subcontracts as may be imposed or ordered pursuant to Executive Order 11246, as amended, and its implementing regulations, by the Office of Federal Contract Compliance

Programs. Any contractor who fails to carry out such sanctions and penalties shall be in violation of these specifications and Executive Order 11246, as amended.

13. The Contractor, in fulfilling its obligations under these specifications, shall implement specific affirmative action steps, at least as extensive as those standards prescribed in paragraph 7 of these specifications, so as to achieve maximum results from its efforts to ensure equal employment opportunity. If the Contractor fails to comply with the requirements of the Executive Order, the implementing regulations, or these specifications, the Director shall proceed in accordance with 41 CFR part 60-4.8.

14. The Contractor shall designate a responsible official to monitor all employm ent related activity to ensure that the company EEO policy is being carried out, to submit reports relating to the provisions hereof as may be required by the Government, and to keep records.

Records shall at least include for each employee, the name, add ress, telephone number, construction trade, union affiliation if any, employee identification number when assigned, social security number, race, sex, status (e.g., mechanic, apprentice, trainee, helper, or laborer), dates of changes in status, hours worked per week in the indicated trade, rate of pay, and locations at which the work was performed. Records shall be maintained in an easily understandable and retrievable form; however, to the degree that existing records satisfy this requirement, contractors shall not be required to maintain separate records.

15. Nothing herein provided shall be construed as a limitation upon the application of other laws which establish different standards of compliance or upon the application of requirements for the hiring of local or other area residents (e.g. those under the Public Works Employment Act of 1977 and the Community Development Block Grant Program).

Reference: 2 CFR 200, Appendix II (C), 41 CFR § 60-1.4, 41 CFR § 60-4.3, Executive Order 11246

D - Davis Bacon Requirements

DAVIS-BACON REQUIREMENTS

1. Minimum Wages.
(i) All laborers and mechanics employed or working upon the site of the work will be paid unconditionally and not less often than once a week, and without subsequent deduction or rebate on any account (except such payroll deductions as are permitted by the Secretary of Labor under the Copeland Act (29 CFR Part 3)), the full amount of wages and bona fide fringe benefits (or cash equivalent thereof) due at time of payment computed at rates not less than those contained in the wage determination of the Secretary of Labor which is attached hereto and made a part hereof, regardless of any contractual relationship which may be alleged to exist between the Contractor and such laborers and mechanics.

Contributions made or costs reasonably anticipated for bona fide fringe benefits under section 1(b)(2) of the Davis-Bacon Act on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of paragraph (1)(iv) of this section; also, regular contributions made or costs incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs which cover the particular weekly period, are deemed to be constructively made or incurred during such weekly period. Such laborers and mechanics s hall be paid the appropriate wage rate and fringe benefits on the wage determination for the classification of work actually performed, without regard to skill, except as provided in 29 CFR Part 5.5(a)(4). Laborers or mechanics performing work in more than one classification may be compensated at the rate specified for each classification for the time actually worked therein: Provided that the employer’s payroll records accurately set forth the time spent in each classification in which work is performed. The wage determination (including any additional classification and wage rates conformed under (1)(ii) of this section) and the Davis-Bacon poster (WH- 1321) shall be posted at all times by the Contractor and its subcontractors at the site of the work in a prominent and accessible place where it can easily be seen by the workers.
(ii)(A) The contracting officer shall require that any class of laborers or mechanics, including helpers, which is not listed in the wage determination and which is to be employed under the contract shall be classified in conformance with the wage determination. The contracting officer shall approve an additional classification and wage rate and fringe benefits therefore only when the following criteria have been met:
(1) The work to be performed by the classification requested is not performed by a classification in the wage determination;
(2) The classification is utilized in the area by the construction industry; and (3) The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rates contained in the wage determination. (B) If the Contractor and the laborers and mechanics to be employed in the classification (if known), or their representatives, and the contracting officer agree on the classification and wage rate (including the amount designated for fringe benefits where appropriate), a report of the action taken shall be sent by the contracting officer to the Administrator of the Wage and Hour Division, Employment Standards Administration, U.S. Department of Labor, Washington, DC 20210. The Administrator, or an authorized representative, will approve, modify, or

disapprove every additional classification action within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30- day period that additional time is necessary.
(C) In the event the Contractor, the laborers, or mechanics to be employed in the classification, or their representatives, and the contracting officer do not agree on the proposed classification and wage rate (including the amount designated for fringe benefits where appropriate), the contracting officer shall refer the questions, including the views of all interested parties and the recommendation of the contracting officer, to the Administrator for determination. The Administrator, or an authorized representative, will issue a determination within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30- day period that additional time is necessary.
(D) The wage rate (including fringe benefits where appropriate) determined pursuant to subparagraphs (1)(ii) (B) or (C) of this paragraph, shall be paid to all workers performing work in the classification under this contract from the first day on which work is performed in the classification.
(iii) Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the contractor shall either pay the benefit as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof.
(iv) If the Contractor does not make payments to a trustee or other third person, the Contractor may c onsider as part of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program: Provided that the Secretary of Labor has found, upon the written request of the Contractor, that the applicable standards of the Davis -Bacon Act have been met. The Secretary of Labor may require the Contractor to set aside in a separate account assets for the meeting of obligations under the plan or program.

2. Withholding.

The Federal Aviation Administration or the sponsor shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld from the Contractor under this contract or any other Federal contract with the s ame prime contractor, or any other federally -assisted contract subject to Davis -Bacon prevailing wage requirements, which is held by the same prime contractor, so much of the accrued payments or advances as may be considered necessary to pay laborers and m echanics, including apprentices, trainees, and helpers, employed by the Contractor or any subcontractor the full amount of wages required by the contract. In the event of failure to pay any laborer or mechanic, including any apprentice, trainee, or helper, employed or working on the site of work, all or part of the wages required by the contract, the Federal Aviation Administration may, after written notice to the Contractor, Sponsor, Applicant, or Owner, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased.

3. Payrolls and Basic Records.
(i) Payrolls and basic records relating thereto shall be maintained by the Contractor during the course of the work and preserved for a period of three years thereafter for all laborers and

mechanics working at the site of the work. Such records shall contain the name, address, and social security number of each such worker; his or her correct classification; hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in 1(b)(2)(B) of the Davis-Bacon Act); daily and weekly number of hours worked; deductions made; and actual wages paid. Whenever the Secretary of Labor has found under 29 CFR 5.5(a)(1)(iv) that the wages of any laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in section 1(b)(2)(B) of the Davis-Bacon Act, the Contractor shall maintain records that show that the commitment to provide such benefits is enforceable, that the plan or program is financially responsible, and that the plan or program has been communicated in writing to the laborers or mechanics affected, and that show the costs anticipated or the actual costs incurred in providing such benefits. Contractors employing apprentices or trainees under approved programs shall maintain written evidence of the registration of apprenticeship programs and certification of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed in the applicable programs.
(ii)(A) The Contractor shall submit weekly for each week in which any contract work i s performed a copy of all payrolls to the Federal Aviation Administration if the agency is a party to the contract, but if the agency is not such a party, the Contractor will submit the payrolls to the applicant, Sponsor, or Owner, as the case may be, for transmission to the Federal Aviation Administration. The payrolls submitted shall set out accurately and completely all of the information required to be maintained under 29 CFR 5.5(a)(3)(i), except that full social security numbers and home addresses shall not be included on weekly transmittals. Instead the payrolls shall only need to include an individually identifying number for each employee (e.g. the last four digits of the employee’s social security number). The required weekly payroll information may be submitted in any form desired. Optional Form WH–347 is available for this purpose from the Wage and Hour Division Web site at www.dol.gov/whd/forms/wh347instr.htm or its successor site. The prime contractor is responsible for the submission of copies of payrolls by all subcontractors. Contractors and subcontractors shall maintain the full social security number and current address of each covered worker and shall provide them upon request to the Federal Aviation Administration if the agency is a party to the contract, but if the agency is not such a party, the Contractor will submit them to the applicant, sponsor, or Owner, as the case may be, for transmission to the Federal Aviation Administration, the Contractor, or the Wage and Hour Division of the Department of Labor for purposes of an investigation or audit of compliance with prevailing wage requirements. It is not a violation of this section for a prime contractor to require a subcontractor to provide addresses and social security numbers to the prime contractor for its own records, without weekly submission to the sponsoring government agency (or the applicant, Sponsor, or Owner). (B) Each payroll submitted shall be accompanied by a "Statement of Compliance," signed by the Contractor or subcontractor or his or her agent who pays or supervises the payment of the persons employed under the contract and shall certify the following:
(1) The payroll for the payroll period contains the information required to be provided under 29 CFR § 5.5(a)(3)(ii), the appropriate information is being maintained under 29 CFR § 5.5 (a)(3)(i), and that such information is correct and complete; (2) Each laborer and mechanic (including each helper, apprentice, and trainee) employed on the contract during the payroll period has been paid the full weekly wages earned, without

rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth in Regulations 29 CFR Part 3;
(3) Each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification of work performed, as specified in the applicable wage determination incorporated into the contract. (C) The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH -347 shall satisfy the requirement for submission of the “Statement of Compliance” required by paragraph (3)(ii)(B) of this section. (D) The falsification of any of the above certifications may subject the Contractor or subcontractor to civil or criminal prosecution under Section 1001 of Title 18 and Section 231 of Title 31 of the United States Code.
(iii) The Contractor or subcontractor shall make the records required under paragraph (3)(i) of this section available for inspection, copying, or transcription by authorized representatives of the sponsor, the Federal Aviation Administration, or the Department of Labor and shall permit such representatives to interview employees during working hours on the job. If the Contractor or subcontractor fails to submit the required records or to make them available, the Federal agency may, after written notice to the Contractor, Sponsor, applicant, or Owner, tak e such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds. Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment action pursuant to 29 CFR 5.12.

4. Apprentices and Trainees.
(i) Apprentices. Apprentices will be permitted to work at less than the predetermined rate for the work they performed when they are employed pursuant to and individually registered in a bona fide apprenticeship program registered with the U.S. Department of Labor, Employment and Training Administration, Bureau of Apprenticeship and Training, or with a State Apprenticeship Agency recognized by the Bureau, or if a person is employed in his or her first 90 days of probationary employment as an apprentice in such an apprenticeship program, who is not individually registered in the program, but who has been certified by the Bureau of Apprenticeship and Training or a State Apprenticeship Agency (where appropriate) t o be eligible for probationary employment as an apprentice. The allowable ratio of apprentices to journeymen on the job site in any craft classification shall not be greater than the ratio permitted to the contractor as to the entire work force under the registered program. Any worker listed on a payroll at an apprentice wage rate, who is not registered or otherwise employed as stated above, shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any apprentice performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed.

Where a contractor is performing construction on a project in a locality other than that in which its program is registered, the ratios and wage rates (expressed in percentages of the journeyman’s hourly rate) specified in the Contractor’s or subcontractor’s registered program shall be observed. Every apprentice must be paid at not less than the rate specified in the registered program for the apprentice’s level of progress, expressed as a percentage of the journeymen hourly rate specified in the applicable wage determination. Apprentices shall be

paid fringe benefits in accordance with the provisions of the apprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full amount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator determines that a different practice prevails for the applicable apprentice classification, fringes shall be paid in accordance with that determination. In the event the Bureau of Apprenticeship and Training, or a State Apprenticeship Agency recognized by the Bureau, withdraws approval of an apprenticeship program, the Contractor will no longer be permitted to utilize apprentices at less than the applicable predetermined rate for the work performed until an acceptable program is approved.
(ii) Trainees. Except as provided in 29 CFR 5.16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant to and individually registered in a program which has received prior approval, evidenced by formal certification by the U.S. Department of Labor, Employment and Training Administration. The ratio of trainees to journeymen on the job site shall not be greater than permitted under the plan approved by the Employment and Training Administration. Every trainee must be paid at not less than the rate specified in the approved program for the trainee’s level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. Trainees shall be paid fringe benefits in accordance with the provisions of the trainee program. If the trainee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed on the wage determination unless the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the corresponding journeyman wage rate on the wage determination that provides for less than full fringe benefits for apprentices. Any employee listed on the payroll at a trainee rate that is not registered and participating in a training plan approved by the Employment and Training Administration shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any trainee performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. In the event the Employment and Training Administration withdraws approval of a training program, the Contractor will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the work performed until an acceptable program is approved.
(iii) Equal Employment Opportunity. The utilization of apprentices, trainees, and journeymen under this part shall be in conformity with the equal employment opportunity requirements of Executive Order 11246, as amended, and 29 CFR Part 30.

5. Compliance with Copeland Act Requirements.

The Contractor shall comply with the requirements of 29 CFR Part 3, which are incorporated by reference in this contract.

6. Subcontracts.

The Contractor or subcontractor shall insert in any subcontracts the clauses contained in 29 CFR Part 5.5(a)(1) through (10) and such other clauses as the Federal Aviation Administration may by appropriate instructions require, and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible

for the compliance by any subcontractor or lower tier subcontractor with all the contract clauses in 29 CFR Part 5.5.

7. Contract Termination: Debarment.

A breach of the contract clauses in paragraph 1 through 10 of this section may be grounds for termination of the contract, and for debarment as a contractor and a subcontractor as provided in 29 CFR 5.12.

8. Compliance with Davis-Bacon and Related Act Requirements.

All rulings and interpretations of the Davis-Bacon and Related Acts contained in 29 CFR Parts 1, 3, and 5 are herein incorporated by reference in this contract.

9. Disputes Concerning Labor Standards.

Disputes arising out of the labor standards provisions of this contract shall not be subject to the general disputes clause of this contract. Such disputes shall be resolved in accordance with the procedures of the Department of Labor set forth in 29 CFR Parts 5, 6, and 7. Disputes within the meaning of this clause include disputes between the Contractor (or any of its subcontractors) and the contracting agency, the U.S. Department of Labor, or the employees or their representatives.

10. Certification of Eligibility.
(i) By entering into this contract, the Contractor certifies that neither it (nor he or she) nor any person or firm who has an interest in the Contractor’s firm is a person or firm ineligible to be awarded Government contracts by virtue of section 3(a) of the Davis -Bacon Act or 29 CFR

5.12(a)(1).
(ii) No part of this contract shall be subcontracted to any person or firm ineligible for award of a Government contract by virtue of section 3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1). (iii) The penalty for making false statements is prescribed in the U.S. Criminal Code, 18 USC 1001.

Reference: 2 CFR § 200, Appendix II (D), 29 CFR Part 5

E - Contract Work Hours and Safety Standards

CONTRACT WORKHOURS AND SAFETY STANDARDS ACT REQUIREMENTS

1. Overtime Requirements.

No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic, including watchmen and guards, in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one- half times the basic rate of pay for all hours worked in excess of forty hours in such workweek.

2. Violation; Liability for Unpaid Wages; Liquidated Damages.

In the event of any violation of the clause set forth in paragraph (1) of this clause, the Contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (1) of this clause, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (1) of this clause.

3. Withholding for Unpaid Wages and Liquidated Damages.

The Federal Aviation Administration (FAA) or the Owner shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contractor, or any other federally assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (2) of this clause.

4. Subcontractors.

The Contractor or subcontractor shall insert in any subcontracts the clauses set forth in paragraphs (1) through (4) and also a clause requiring the subcontractor to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (1) through (4) of this clause.

Reference: 2 CFR § 200, Appendix II (E)

F - Rights to Inventions
Contracts or agreements that include the performance of experimental, developmental, or research work must provide for the rights of the Federal Government and the Owner in any resulting invention as established by 37 CFR part 401, Rights to Inventions Made by Non- profit Organizations and Small Business Firms under Government Grants, Contracts, and Cooperative Agreements. This contract incorporates by reference the patent and inventions rights as specified within 37 CFR §401.14. Contractor must include this requirement in all sub-tier contracts involving experimental, developmental, or research work.

Reference: 2 CFR § 200, Appendix II (F), 37 CFR §401

G - Clean Air/Water Pollution Control

Contractor agrees to comply with all applicable standards, orders, and regulations issued pursuant to the Clean Air Act (42 USC § 740-7671q) and the Federal Water Pollution Control Act as amended (33 USC § 1251-1387). The Contractor agrees to report any violation to the Owner immediately upon discovery. The Owner assumes responsibility for notifying the Environmental Protection Agency (EPA) and the Federal Aviation Administration.

Contractor must include this requirement in all subcontracts that exceeds $150,000.

Reference: 2 CFR § 200, Appendix II (G)

H - Debarment and Suspension
Bidder or Offeror Certification
By submitting a bid/proposal under the solicitation for this contract, the Contractor must have certified that neither it nor its principals are presently debarred or suspended by any Federal department or agency from participation in this transaction.

Lower Tier Contract Certification

CERTIFICATION OF LOWER TIER CONTRACTORS REGARDING DEBARMENT The Contractor, by administering each lower tier subcontract that exceeds $25,000 as a “covered transaction”, must verify each lower tier participant of a “covered transaction” under the project is not presently debarred or otherwise disqualified from participation in this federally assisted project. The Contractor will accomplish this by:

1. Checking the System for Award Management at website: http://www.sam.gov.

2. Collecting a certification statement similar to the Certification of Offerer /Bidder Regarding Debarment, above.

3. Inserting a clause or condition in the covered transaction with the lower tier contract.

If the Federal Aviation Administration later determines that a lower tier participant failed to disclose to a higher tier participant that it was excluded or disqualified at the time it entered the covered transaction, the FAA may pursue any available remedies, including suspension and debarment of the non-compliant participant.

Reference: 2 CFR Part 200 Appendix II (H), 2 CFR part 180 (Subpart C), 2 CFR part 1200, DOT Order 4200.5

I - BYRD ANTI-LOBBYING AMENDMENT
Consultants and contractors that apply or bid for an award of $100,000 or more must have certified that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant, or another award covered by 31 USC 1352.

Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award.

Reference: 2 CFR Part 200 Appendix II (I), 31 USC § 1352 – Byrd Anti-Lobbying Amendment, 2, 49 CFR part 20, Appendix A

J - Procurement of Recovered Materials
Contractor and subcontractor agree to comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act, and the regulatory provisions of 40 CFR Part 247. In the performance of this contract and to the extent practicable, the Contractor and subcontractors are to use products containing the highest percentage of recovered materials for items designated by the Environmental Protection Agency (EPA) under 40 CFR Part 247 whenever:
1) The contract requires procurement of $10,000 or more of a designated item during the fiscal year; or
2) The contractor has procured $10,000 or more of a designated item using Federal funding during the previous fiscal year.

The list of EPA-designated items is available at www.epa.gov/smm/comprehensive-procurement- guidelines-construction-products.

Section 6002(c) establishes exceptions to the preference for recovery of EPA -designated products if the contractor can demonstrate the item is:
a) Not reasonably available within a timeframe providing for compliance with the contract performance schedule;
b) Fails to meet reasonable contract performance requirements; or c) Is only available at an unreasonable price.

Reference: 2 CFR PART 200 APPENDIX II (J), 2 CFR § 200.323, 40 CFR part 247, Solid Waste Disposal Act

K - Prohibition on Certain Telecommunications and
Video Surveillance Services or Equipment

(a) Definitions. As used in this clause—
Backhaul means intermediate links between the core network, or backbone network, and the small subnetworks at the edge of the network (e.g., connecting cell phones/towers to the core telephone network). Backhaul can be wireless (e.g., microwave) or wired (e.g., fiber optic, coaxial cable, Ethernet).

Covered foreign country means The People’s Republic of China.

Covered telecommunications equipment or services means– (1) Telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities); (2) For the purpose of public safety, security of Government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities);
(3) Telecommunications or video surveillance services provided by such entities or using such equipment; or
(4) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country.

Critical technology means–
(1) Defense articles or defense services included on the United States Munitions List set forth in the International Traffic in Arms Regulations under subchapter M of chapter I of title 22, Code of Federal Regulations;
(2) Items included on the Commerce Control List set forth in Supplement No. 1 to part 774 of the Export Administration Regulations under subchapter C of chapter VII of title 15, Code of Federal Regulations, and controlled-
(i) Pursuant to multilateral regimes, including for reasons relating to national security, chemical and biological weapons proliferation, nuclear nonproliferation, or missile technology; or (ii) For reasons relating to regional stability or surreptitious listening; (3) Specially designed and prepared nuclear equipment, parts and components, materials, software, and technology covered by part 810 of title 10, Code of Federal Regulations (relating to assistance to foreign atomic energy activities);
(4) Nuclear facilities, equipment, and material covered by part 110 of title 10, Code of Federal Regulations (relating to export and import of nuclear equipment and material);

(5) Select agents and toxins covered by part 331 of title 7, Code of Federal Regulations, part 121 of title 9 of such Code, or part 73 of title 42 of such Code; or (6) Emerging and foundational technologies controlled pursuant to section 1758 of the Export Control Reform Act of 2018 (50 U.S.C. 4817).

Interconnection arrangements means arrangements governing the physical connection of two or more networks to allow the use of another's network to hand off traffic where it is ultimately delivered (e.g., connection of a customer of telephone provider A to a customer of telephone company B) or sharing data and other information resources.

Reasonable inquiry means an inquiry designed to uncover any information in the entity's possession about the identity of the producer or provider of covered telecommunications equipment or services used by the entity that excludes the need to include an internal or third - party audit.

Roaming means cellular communications services (e.g., voice, video, data) received from a visited network when unable to connect to the facilities of the home network either because signal coverage is too weak or because traffic is too high.

Substantial or essential component means any component necessary for the proper function or performance of a piece of equipment, system, or service. (b) Prohibition.
(1) Section 889(a)(1)(A) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115- 232) prohibits the head of an executive agency on or after August 13, 2019, from procuring or obtaining, or extending or renewing a contract to procure or obtain, any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. The Contractor is prohibited from providing to the Government any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system, unless an exception at paragraph (c) of this clause applies or the covered telecommunication equipment or services are covered by a waiver described in FAR 4.2104. (2) Section 889(a)(1)(B) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115-232) prohibits the head of an executive agency on or after August 13, 2020, from entering into a contract, or extending or renewing a contract, with an entity that uses any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system, unless an exception at paragraph (c) of this clause applies or the covered telecommunication equipment or services are covered by a waiver described in FAR 4.2104. This prohibition applies to the use of covered telecommunications equipment or services, regardless of whether that use is in performance of work under a Federal contract. (c) Exceptions. This clause does not prohibit contractors from providing— (1) A service that connects to the facilities of a third- party, such as backhaul, roaming, or interconnection arrangements; or

(2) Telecommunications equipment that cannot route or redirect user data traffic or permit visibility into any user data or packets that such equipment transmits or otherwise handles. (d) Reporting requirement.
(1) In the event the Contractor identifies covered telecommunications equipment or services used as a substantial or essential component of any system, or as critical technology as part of any system, during contract performance, or the Contractor is notified of such by a subcontractor at any tier or by any other source, the Contractor shall report the information in paragraph (d)(2) of this clause to the Contracting Officer, unless elsewhere in this contract are established procedures for reporting the information; in the case of the Department of Defense, the Contractor shall report to the website at https://dibnet.dod.mil. For indefinite delivery contracts, the Contractor shall report to the Contracting Officer for the indefinite delivery contract and the Contracting Officer(s) for any affected order or, in the case of the Department of Defense, identify both the indefinite delivery contract and any affected orders in the report provided at https://dibnet.dod.mil.
(2) The Contractor shall report the following information pursuant to paragraph (d)(1) of this clause
(i) Within one business day from the date of such identification or notification: the contract number; the order number(s), if applicable; supplier name; supplier unique entity identifier (if known); supplier Commercial and Government Entity (CAGE) code (if known); brand; model number (original equipment manufacturer number, manufacturer part number, or wholesaler number); item description; and any readily available information about mitigation actions undertaken or recommended.
(ii) Within 10 business days of submitting the information in paragraph (d)(2)(i) of this clause: any further available information about mitigation actions undertaken or recommended.

In addition, the Contractor shall describe the efforts it undertook to prevent use or submission of covered telecommunications equipment or services, and any additional efforts that will be incorporated to prevent future use or submission of covered telecommunications equipment or services.
(e) Subcontracts. The Contractor shall insert the substance of this clause, including this paragraph (e) and excluding paragraph (b)(2), in all subcontracts and other contractual instruments, including subcontracts for the acquisition of commercial products or commercial services.

Reference: 2 CFR PART 200 APPENDIX II (K), TITLE 2 SUBTITLE A CHAPTER II PART 200 SUBPART C, § 200.216

L - Domestic Preferences for Procurements
As appropriate and to the extent consistent with law, the non-Federal entity should, to the greatest extent practicable under a Federal award, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subawards including all contracts and purchase orders for work or products under this award.
(b) For purposes of this section:
(1) “Produced in the United States” means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States.
(2) “Manufactured products” means items and construction materials composed in whole or in part of non -ferrous metals such as aluminum; plastics and polymer -based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber.

Reference: 2 CFR PART 200 APPENDIX II (L), TITLE 2 SUBTITLE A CHAPTER II PART 200 SUBPART C, § 200.322

STANDARD ASSURANCES FEDERAL GRANT PROGRAMS

FY21 Standard Assurances
Federal Grant Programs
As the duly authorized representaHve of the Applicant, I hereby certify that the Applicant has the legal authority to apply for federal assistance and the institutional, managerial and financial capability (including funds sufficient to pay any non-federal share of project cost) to ensure proper planning, management, and completion of the project described in this application, within prescribed timelines.

I further acknowledge that the Applicant ts responsible for reviewing and adhering to all requirements within the:
(a) Applicable Federal Regulations (see below);
(b) Federal Program Notice of Funding Opportunity (NOFO); (c) Federal Preparedness GrantsManual;
(d) California Supplement to the NOFO;
(e) Federal and State Grant Program Guidelines; and
(f) Riverside County Supplement to the NOFO.

Federal Regulations
Government cost principles, uniform administrative requirements, and audit requirements for federal grant programs are set forth in Title 2, Part 200 of the Code of Federal Regulations (C.F.R.). Updates are issued by the Office of Management and Budget (0MB) and can be found at http://www.whitehouse.gov/omb/.

Significant state and federal grant award requirements (some of which appear In the documents listed above) are set forth below. The Applicant hereby agrees to comply with the following:

1. Proof of Authority
The Applicant will obtain written authorization from the city council, governing board, or authorized body in support of this project. This written authorization must specify that the Applicant and the city council, governing board, or authorized body agree:
(a) To provide all matching funds required for the grant project and that any cash match will be appropriated as required;
(b) Any liability arising out of the performance of this agreement shall be the responsibility of the Applicant and the city council, governing board, or authorized body;
(c) Grant funds shall not be used to supplant expenditures controlled by the city council, governing board, or authorized body; and
(d) The official executing this agreement is, in fact, authorized to do so. 2021 SHSP Standard Assurances Page 1 of 15 Initials ---

FY21 Standard Assurances
Federal Grant Programs
This Proof of Authority must be maintained on file and readily available upon request.

2. Period of Performance
The Applicant will initiate work after approval of the award and complete all work within the period of performance specified in the grant.

3. Lobbying and Politlc:al Activities
As required by Section 1352, Title 31 of the United States Code (U.S.C.), for persons entering into a contract, grant, loan, or cooperative agreement from an agency or requests or receives from an agency a commitment providing for the United States to insure or guarantee a loan, the Applicant certifies that:
(a) No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement.
(b) If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant. loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying", in accordance with its instructions.
(c) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly.

The Applicant will also comply with provisions of the Hatch Act 15 U.S.C. §§ 1501- 1508 and§§ 7324-7328) which limit the political activities of employees whose principal employment activities are funded in whole or in part with federal funds. 2021 SHSP Standard Assurances Page 2 of 15 Initials K(/

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Finally, the Applicant agrees that federal funds will not be used, directly or indirectly, to support the enactment, repeal, modification or adoption of any law, regulation or policy without the express written approval from the awarding agency.

4. Debarment and Suspension
As required by Executive Orders 12549 and 12689, and 2 C.F.R. § 200.213 and codified in 2 C.F.R. Part 180, Debarment and Suspension, the Applicant will provide protection against waste, fraud, and abuse by debarring or suspending those persons deemed irresponsible in their dealings with the federal government.

The Applicant certifies that it and its principals, recipients, or subrecipients:
(a) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any federal department or agency;
(b) Have not within a three-year period preceding this application been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (federal, state, or local} transaction or contract under a public transaction; violation of federal or state antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property;
(c) Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (federal, state, or local) with commission of any of the offenses enumerated in paragraph (2) (b) of this certification; and (d) Have not within a three-year period preceding this application had one or more public transaction (federal, state, or local) terminated tor cause or default.

Where the Applicant is unable to certify to any of the statements in this certification, he or she shall attach an explanation to this application.

5. Non-Discrimination and Equal EmploymentOpportunlty
The Applicant will comply with all federal statutes relating to non-discrimination.

These include, but are not limited to, the following:
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(a) Title VI of the Civil Rights Act of 1964 (Public law (P.L.) 88-352 and 42 U.S.C. § 2000d et. seq.) which prohibits discrimination on the basis of race, color, or national origin and requires that reoipients of federal financial assistance take reasonable steps to provide meaningful access to persons with limited English proficiency (LEP) to their programs and services; (b) Title IX of the Education Amendments of 1972, (20 U.S.C. §§ 1681-1683, and 1685-1686), which prohibits discrimination on the basis of sex in any federally funded educational program oractMty;
(c) Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794), which prohibits discrimination against those with disabilities or access and functional needs;
(d) Americans with Disabilities Act (ADA} of 1990, which prohibits discriminationon the basis of disability and requires buildings and structures be accessible to those with disabilities and access and functional needs (42 U.S.C. §§ 12101- 12213);
(e) Age Discrimination Act of 1975, (42 U.S.C. §§ 6101-6107), whichprohibits discrimination on the basis of age;
(f) Public Health Service Act of 1912 (42 U.S.C. §§ 290 dd-2), relating to confidentiality of patient records regarding substance abuse treatment; (g) Title VIII of the Civil Rights Act of 1968 (42 U.S.C. § 3601 et seq.), relating to nondiscrimination in the sale, rental or financing of housing as implemented by the Department of Housing and Urban Development at 24 C.F.R. Part 100. The prohibition on disability discrimination includes the requirement that new multifamily housing with four or more dwelling units-i.e., the public and common use areas and individual apartment units (all units in buildings with elevators and ground-floor units in buildings without elevators)-be designed and constructed with certain accessible features (See 24 C.F.R. § 100.201); (h) Executive Order 11246, which prohibits federal contractors and federally assisted construction contractors and subcontractors, who do over $10,000 in Government business in one year from discriminating in employment decisions on the basis of race, color, religion, sex. sexual orientation, gender identification or national origin;
(i) Executive Order 11375, which bans discrimination on the basis of race, color, religion. sex. sexual orientation, gender identification. or national origin in hiring and employment in both the United States federal workforce and on the part of government contractors;
(j) California Public Contract Code§ 10295.3, which prohibits discrimination based on domestic partnerships and those in same sex marriages; 2021 SHSP Standard Assurances Page 4 of 15 Initials~

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(k) DHS policy to ensure the equal treatment of faith-based organizations, under which all applicants and recipients must comply with equal treatment policies and requirements contained in 6 C.F.R. Part 19;
(I) Any other nondiscrimination provisions in the specific statute(s) under which application for federal assistance is being made; and
(m) The requirements of any other nondiscrimination statute(s) which may apply to the application.

In addition to the items listed in (a) through (m), the Applicant will comply with California's Fair Employment and Housing Act (FEHA). FEHA prohibits harassment and discrimination in employment because of ancestry, familial status, race, color, religious creed (including religious dress and grooming practices), sex (which includes pregnancy, childbirth, breastfeeding and medical conditions related to pregnancy, childbirth or breastfeeding), gender, gender identity, gender expression, sexual orientation, marital status, national origin, ancestry, mental and physical disability, genetic information, medical condition, age, pregnancy, denial of medical and family care leave, or pregnancy disability leave (California Government Code §§ 12940, 12945, 12945.2), military and veteran status, and/or retaliation for protesting illegal discrimination related to one of these categories, or for reporting patient abuse in tax supported institutions.

6. Drug-Free Workplace
As required by the Drug-Free Workplace Act of 1988 (41 U.S.C. § 701 et seq.), the Applicant certifies that it will maintain a drug-free workplace and a drug-free awareness program as outlined in the Act.

7. Environ mental Standards
The Applicant will comply with state and federal environmental standards, which may be prescribed pursuant to the following, as applicable:
(a) California Environmental Quality Act (CEQA) (California Public Resources Code§§ 21000-21177), to include coordination with the city or county planning agency;
(b) CEQA Guidelines (California Code of Regulations, Title 14, Division 6, Chapter 3, § § 15000-15387);
(c) Federal Clean Water Act (CWA) (33 U.S.C. § 1251 et seq.), which establishes the basic structure for regulating discharges of pollutants into the waters of the United States and regulating quality standards for surfacewaters; 2021 SHSP Standard Assurances Page 5 of 15 Initials

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(d) Federal Clean Air Act of 1955 (42 U.S.C. § 7 401) which regulates air emissions from stationary and mobile sources;
(e) Institution of environmental quality control measures under the National Environmental Policy Act (NEPA) of 1969 (P .L. 91-190); the Council on Environmental Quality Regulations for Implementing the Procedural Provisions of NEPA; and Executive Order 12898 which focuses on the environmentaland human health effects of federal actions on minority and low-income populations with the goal of achieving environmental protection for all communities;
(f) Evaluation of flood hazards in floodplains in accordance with Executive Order 11988;
(g) Executive Order 11514 which sets forth national environmental standards; {h) Executive Order 11738 instituted to assure that each federal agency empowered to enter into contracts for the procurement of goods, materials, or services and each federal agency empowered to extend federal assistance by way of grant, loan, or contract shall undertake such procurement and assistance activities in a manner that will result in effective enforcement of the Clean Air Act and the Federal Water Pollution Control Act Executive Order 11990 which requires preservation of wetlands; (i) The Safe Drinking Water Act of 1974, (P.L. 93-523); (j) The Endangered Species Act of 1973, (P.L. 93-205);
(k) Assurance of project consistency with the approved state management program developed under the Coastal Zone Management Act of 1972 ( 16 u.s.c. §§ 1451 et seq.);
(I) Conformity of Federal Actions to State (Clear Air) Implementation Plans under Section 176(c) of the Clean Air Act of 1955, as amended (42 U.S.C. §§7401 et seq.);
(m) Wild and Scenic Rivers Act of 1968 ( 16 U .S.C. § 1271 et seq.) related to protecting components or potential components of the national wild and scenic rivers system.

The Applicant shall not be: 1) in violation of any order or resolution promulgated by the State Air Resources Board or an air pollution district; 2) subject to a cease and desist order pursuant to § 1330 l of the California Water Code for violation of waste discharge requirements or discharge prohibitions; or 3) determined to be in violation of federal law relating to air or water pollution. 2021 SHSP Standard Assurances Page 6 of 15 Initials ~

8. Audits
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For subrecipients expending $750,000 or more in combined federal grant funds annually, the Applicant will be required to submit financial and compliance audits in accordance with the Single Audit Act Amendments of 1996 and Title 2 of the Code of Federal Regulations, Part 200, Subpart F Audit Requirements.

9. Access to Records
In accordance with 2 C.F.R. § 200.336, the Applicant will give the awarding agency, the Comptroller General of the United States and, if appropriate, the state, through any authorized representative, access to and the right to examine all records, books, papers, or documents related to the award. The Applicant will require any subrecipients, contractors. successors. transferees and assignees to acknowledge and agree to comply with this provision.

10. Conflict of Interest
The Applicant will establish safeguards to prohibit employees from using their positions for a purpose that constitutes or presents the appearance of personal or organizational conflict of interest, or personal gain.

11. Financial Management
False Claims for Payment-The Applicant will comply with 31 U.S.C §§ 3729-3733 which sets forth that no subrecipient, recipient. or subrecipient shall submit a false claim for payment, reimbursement or advance.

12. Reporting -Accountability
The Applicant agrees to comply with applicable provisions of the Federal Funding Accountability and Transparency Act (FFATA) (P.L. 109-282). specifically (a) the reporting of subawards obligating $25,000 or more in federal funds and lb) executive compensation data for first-tier subawards. This includes the provisions of FFATA, which includes requirements for executive compensation, and also requirements implementing the Act for the non-federal entity at 2 C.F.R. Part 25 Financial Assistance Use of Universal Identifier and Central Contractor Registration and 2 C.F.R. Part 170 Reporting Subaward and Executive Compensation Information. The Applicant is required to report to Riverside County Operational Area (RivCO OA) the progress of their funded programs on a quarterly basis ( January 1, April 1, July 1, October 1).

13. Whlstleblower Protections
The Applicant also must comply with statutory requirements for whistleblower 2021 SHSP Standard Assurances Page 7 of 15 Initials ~

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protections at 10 U.S.C. § 2409, 41 U.S.C. § 4712, and 10 U.S.C. § 2324, 41 U.S.C. § 4304 and§ 4310.

14. Human Trafficking
The Applicant will comply with the requirements of Section 106(g) of the Trafficking Victims Protection Act of 2000, as amended (22 U.S.C. § 7104) which prohibits grant award recipients or a subrecipieni from: ( l) engaging in trafficking in persons during the period of time that the award is in effect; (2) procuring a commercial sex act during the period of time that the award is in effect; or (3) using forced labor in the performance of the award or subawards under the award.

15. Labor Standards
The Applicant will comply with the following federal labor standards:
(a) The Davis-Bacon Act (40 U.S.C. §§ 276a to 276a-7), as applicable, and the Copeland Act (40 U.S.C. § 3145 and 18 U.S.C. § 874) and the Contract Work Hours and Safety Standards Act (40 U.S.C. §§ 327-333), regarding labor standards for federally•assisted construction contracts or subcontracts, and (b) The Federal Fair Labor Standards Act (29 U.S.C. § 201 et al.) as they apply to employees of institutes of higher learning (IHE), hospitals and other non-profit organizations.

16. Worker's Compensation
The Applicant must comply with provisions which require every employer to be insured to protect workers who may be injured on the job at all times during the performance of the work of this Agreement, as per the workers compensation laws set forth in California Labor Code§§ 3700 et seq.

17. Property-Related
If applicable to the type of project funded by this federal award, the Applicant will:
(a) Comply with the requirements of Titles II and Ill of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (P .L. 91-646) which provide for fair and equitable treatment of persons displaced or whose property is acquired as a result of federal or federally-assisted programs. These requirements apply to all interests in real property acquired for project purposes regardless of federal participation in purchase; (b) Comply with flood insurance purchase requirements of Section l 02(a) of the Flood Disaster Protection Act of 1973 (P.L. 93-234) which requires subrecipients in a special flood hazard area to participate in the program 2021 SHSP Standard Assurances Page 8 of 15 Initials L

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and to purchase flood insurance if the total cost of insurable construction and acquisition is $10,000 or more;
(c) Assist the awarding agency in assuring compliance with Section 106 of the (d) National Historic Preservation Act of 1966. as amended (16 U.S.C. § 470).

Executive Order 11593 (identification and protection of historic properties). and the Archaeological and Historic Preservation Act of 1974 (16 U.S.C. §469a-1 et seq.); and
(e) Comply with the Lead-Based Paint Poisoning Prevention Act (42 U.S.C. § 4831 and 24 CFR Part 35) which prohibits the use of lead-based paint in construction or rehabilitation of residence structures.

18. Certifications Applicable Only to Federally-Funded Construction Projects For all construction projects, the Applicant will:
(a) Not dispose of, modify the use of, or change the terms of the real property title or other interest in the site and facUities without permission and instructions from the awarding agency. Will record the federal awarding agency directives and will include a covenant in the title of real property acquired in whole or in port with federal assistance funds to assure nondiscrimination during the useful life of the project; (b) Comply with the requirements of the awarding agency with regard to the drafting, review and approval of construction plans and specifications; and (c) Provide and maintain competent and adequate engineering supervision at the construction site to ensure that the complete work conforms with the approved plans and specifications and will furnish progressive reports and such other information as may be required by the assistance awarding agency or State.

19. Use of Cellular Device Whtie Driving Is Prohibited
Applicants are required to comply with California Vehicle Code sections 23123 and 23123.5. These laws prohibit driving motor vehicle while using an electronic wireless communications device to write. send. or read a text-based communication. Drivers are also prohibited from the use of a wireless telephone without hands-free listening and talking, unless to make an emergency call to 911, law enforcement, or similar services.
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20. Callfornla Public Records Act and Freedom of Information Act The Applicant acknowledges that all information submitted in the course of applying for funding under this program, or provided in the course of an entity's grant management activities that are under Federal control, is subject to the Freedom of Information Act (FOIA), S U.S.C. § 552, and the California Public Records Act, California Government Code section 6250 et seq. The Applicant should consider these laws and consult its own State and local laws and regulations regarding the release of information when reporting sensitive matters in the grant application, needs assessment, and strategic planning process.

HOMELAND SECURITY GRANT PROGRAM (HSGP) -
PROGRAM SPECIFIC ASSURANCES t CERJIFICAJIQNS

21. Reporting Accusations and Findings of Discrimination If during the past three years the recipient has been accused of discrimination on any basi,s the recipient must provide a list of all such proceedings, pending or completed, including outcome and copies of settlement agreements to the DHS Financial Assistance Office and the DHS Office for Civil Rights and Civil Liberties (CRCL) by e-mail at [email protected] or by mail at U.S. Department of Homeland Security, Office for Civil Rights and Civil Liberties, Building 410, Mail Stop #0190, Washington, D.C. 20528.

In the courts or administrative agencies make a finding of discrimination on grounds of race, color, national origin (including LEP), sex, age, disability, religion, or familial status against the recipient, or the recipients settle a case or matter alleging such discrimination, recipients must forward a copy of the complaint and findings to the DHS Financial Assistance Office and the CRCL by e-mail or mail at the addresses listed above.

The United States has the right to seek judicial enforcement of these obligations.

22. Acknowledgment of Federal Funding from DHS
All recipients must acknowledge their use of federal funding when issuing statements, press releases, requests for proposals, bid invitations, and other documents describing projects or programs funded in whole or in part with federal funds. 2021 SHSP Standard Assurances Page 10 of 15 Initials ~